UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-A

 


 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934

 


 

Venator Materials PLC

(Exact Name of Registrant as Specified in its Charter)

 


 

England and Wales

 

98-1373159

(State or other jurisdiction
of incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

Titanium House, Hanzard Drive, Wynyard Park,

Stockton-On-Tees, TS22 5FD, United Kingdom

(Address of principal executive offices and zip code)

 

 

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of each class
to be so registered

 

Name of each exchange on
which each class is to be registered

Ordinary Shares, par value $0.001 per share

 

The New York Stock Exchange

 


 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x

 

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o

 

Securities Act registration statement file number to which this form relates: 333-217753

 

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 



 

INFORMATION REQUIRED IN REGISTRATION STATEMENT

 

Item 1.                                  Description of Registrant’s Securities to be Registered.

 

The class of securities to be registered hereby is the ordinary shares, par value $0.001 per share (the “Ordinary Shares”), of Venator Materials PLC, an England and Wales public limited company (the “Registrant”).

 

A description of the Ordinary Shares is set forth under the captions “Prospectus Summary” and “Description of Share Capital” in the prospectus included in the Registrant’s Registration Statement on Form S-1, as amended (Registration No. 333-217753), initially filed with the Securities and Exchange Commission on May 5, 2017 under the Securities Act of 1933, as amended, and will be set forth in any prospectus filed in accordance with Rule 424(b) thereunder, which description is incorporated herein by reference.

 

Item 2.                                  Exhibits.

 

Pursuant to the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on The New York Stock Exchange and the securities registered hereby are not being registered pursuant to Section 12(g) of Securities Exchange Act of 1934, as amended.

 

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SIGNATURE

 

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

 

Venator Materials PLC

 

 

 

 

 

By:

/s/ Russ R. Stolle

 

Name:

Russ R. Stolle

 

Title:

Senior Vice President, General Counsel and Chief Compliance Officer

 

Date: August 1, 2017

 

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