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
____________________________________
NEXTNAV INC.
(Exact name of registrant as specified in its charter)
Delaware | 87-0854654 | |||
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer
Identification No.) |
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. ☒
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. ☐
Securities Act registration statement number to which this form relates: 333-257441
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. | Description of Registrant’s Securities to Be Registered. |
The securities to be registered hereby are the shares of common stock, par value $0.0001 per share (the “Common Stock”) of NextNav Inc. (formerly Spartacus Acquisition Shelf Corp.) (the “Company”) and warrants to purchase Common Stock (the “Warrants”). The description of the Common Stock and Warrants contained under the heading “Description of Securities” in the proxy statement/prospectus included in the Company’s registration statement on Form S-4 (File No. 333-257441) initially filed with the Securities and Exchange Commission (the “Commission”) on June 25, 2021, as amended on August 12, 2021 and August 25, 2021 (the “Registration Statement”), to which this Form 8-A relates is incorporated herein by reference. In addition, the above-referenced descriptions included in any proxy statement/prospectus relating to the Registration Statement filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated by reference herein. The Company changed its name from “Spartacus Acquisition Shelf Corp.” to “NextNav Inc.” upon the closing of the mergers described in the Registration Statement.
Item 2. | Exhibits. |
Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed herewith or incorporated by reference, because no other securities of the registrant are registered on the Nasdaq Capital Market, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
NEXTNAV INC. | ||||
By: | /s/ Ganesh Pattabiraman | |||
Name: | Ganesh Pattabiraman | |||
Title: | President and Chief Executive Officer |
Dated: October 28, 2021