Form 8-A12B AGI Inc

 

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

 

AGI Inc
(Exact name of registrant as specified in its charter)

 

The Cayman Islands	N/A
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
Rua Sergio Fernandes Borges Soares, 1000, Prédio E1 Campinas, SP, Brazil +55 19 3031-4000	13054-709
(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
Class A Common Shares, par value US$0.00005 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) 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 or Regulation A offering statement file number to which this form relates:
333-292720

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

 

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

The description under the heading “Description of Share Capital” of the Class A common shares, par value US$0.00005 per share (the “Class A Common Shares”) of AGI Inc (the “Registrant”) in the Registrant’s registration statement on Form F-1 (Registration No. 333-292720) originally filed with the Securities and Exchange Commission on January 14, 2026, as amended (the “Registration Statement”), is incorporated by reference herein. In addition, the description that will be included under the heading “Description of Share Capital” relating to the Class A Common Shares in the Registrant’s final prospectus included in the Registration Statement to be subsequently filed with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be incorporated by reference herein.

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 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 hereunto duly authorized.

	AGI Inc
	By:	/s/ Marciano Testa
		Name:	Marciano Testa
		Title:	Chief Executive Officer
Date: February 10, 2026

 

 

 

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