Form 8-A12B QumulusAI, Inc.

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

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FORM 8-A

 

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

SECURITIES EXCHANGE ACT OF 1934

 

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QUMULUSAI, INC.

(Exact name of registrant as specified in its charter)

 

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Georgia		92-2681813
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

817 W Peachtree Street NW, Suite 935 Atlanta, Georgia		30308
(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 registered		Name of each exchange on which each class is to be registered
Common Stock, no par value per share		The Nasdaq Stock Market LLC

 

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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 or Regulation A offering statement file number to which this form relates: 333-292514

 

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

 

 

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

 

A description of the common stock, no par value per share, of QumulusAI, Inc. (the “Company”), as included under the caption “Description of Securities” in the prospectus forming a part of the Company’s Registration Statement on Form S-1, originally filed with the Securities and Exchange Commission (the “Commission”) on December 31, 2025 (File No. 333-292514) and as subsequently amended (the “Registration Statement”), is hereby incorporated herein by reference. Any form of prospectus subsequently filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, that constitutes part of the Registration Statement and that includes such description shall be deemed to be incorporated herein by reference.

 

Item 2. Exhibits.

 

Under the “Instructions as to Exhibits” section of Form 8-A, no exhibits are required to be filed hereunder because no other securities of the Company are to be 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.

 

	QUMULUSAI, INC.
Date: July 13, 2026	By:	/s/ Michael Maniscalco
	Name:	Michael Maniscalco
	Title:	Chief Executive Officer

 

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