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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
AeroClean Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 45-3213164 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 10455 Riverside Drive | ||
| Palm Beach Gardens, Florida | 33410 | |
| (Address of principal executive offices) | (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 |
|
| Common stock, par value $0.01 per share | The Nasdaq Stock Market LLC |
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) or (e), 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) or (e), check the following box. ¨
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. x
Securities Act registration statement or Regulation A offering statement file number to which this form relates:
024-11650
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
(Title of class)
Item 1. Description of Registrant’s Securities to be Registered.
The securities to be registered hereby are the shares of common stock of AeroClean Technologies, Inc. (the “Company”). The description of the common stock in the section entitled “Description of Capital Stock” in the offering circular included in the Company’s Offering Statement on Form 1-A (File No. 024-11650) filed with the Securities and Exchange Commission on September 21, 2021, as amended from time to time (the “Offering Statement”), to which this Form 8-A relates, is incorporated herein by reference. Any form of offering circular or offering circular supplement to the Offering Statement that includes such descriptions and that is subsequently filed is also incorporated by reference herein.
Item 2. Exhibits.
In accordance with the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Company are registered on The Nasdaq Stock Market LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.
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.
| AeroClean Technologies, Inc. | ||
| By: | /s/ Jason DiBona | |
| Name: Jason DiBona | ||
| Title: Chief Executive Officer | ||
Date: November 19, 2021