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

 


Lion Group Holding Ltd.
(Exact name of registrant as specified in its charter)

 

   

Cayman Islands

 

Not Applicable

(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

 

Unit A-C, 33/F
Tower A, Billion Center
1 Wang Kwong Road
Kowloon Bay
Hong Kong

(Address of principal executive offices, including 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

American depositary shares, each representing one

Class A ordinary share, par value US$0.0001 per share

  The Nasdaq Stock Market LLC
 
   
Class A ordinary shares, par value US$0.0001 per share*   The Nasdaq Stock Market LLC*

 

* Application to be made for listing, not for trading, but only in connection with the registration of the American Depositary Shares pursuant to requirements of the Securities and Exchange Commission.
 
 

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.  ý

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 or Regulation A offering statement file number to which this form relates: 333-220571 (if applicable)

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 description of the securities being registered is set forth under “Description of Pubco Securities,” and “Description of Pubco American Depositary Shares” in the Registrant’s registration statement on Form F-4 (File No. 333-237336), initially filed with the Securities and Exchange Commission on March 23, 2020, as amended, including any form of prospectus contained therein pursuant to Rule 424(b) under the Securities Act of 1933, which description and prospectus are incorporated herein by reference. Copies of such description will be filed with the The Nasdaq Stock Market LLC.

Item 2. Exhibits.

Under 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 NASDAQ Capital Market and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.

 

 

 

 

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.

 

 

Sea Limited

 

  By: /s/ Jian Wang
  Name Jian Wang
  Title: Director
   

Date: May 28, 2020