Form 8-A12B Aspen Neuroscience, Inc.

October 29, 2026 6:53 AM EDT

 

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

ASPEN NEUROSCIENCE, INC.

(Exact name of registrant as specified in its charter)

Delaware

 

83-1312969

(State of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

10835 Road to the Cure, Suite 100

San Diego, CA

 

92121-1123

 

(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, $0.0001 par value per share

 

Nasdaq Global Select Market

 

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. ¨

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-299393

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 of the Common Stock, par value $0.0001 per share, of Aspen Neuroscience, Inc. (the “Registrant”) under the heading “Description of Capital Stock” in the prospectus included in the Registrant’s Registration Statement on Form S-1 (File No. 333-299393), as initially filed with the Securities and Exchange Commission on October 9, 2026 and amended on October 22, 2026 and October 26, 2026, including exhibits, and as may be subsequently amended (the “Registration Statement”), is hereby incorporated by reference. Any form of prospectus that constitutes part of the Registration Statement and is subsequently filed by the Registrant pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated by reference herein.

Item 2.

Exhibits.

Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed because no other securities of the Registrant 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, thereunto duly authorized.

 

Dated: October 29, 2026

ASPEN NEUROSCIENCE, INC.

 

 

 

 

By:

/s/ Damien McDevitt, Ph.D.

 

 

Damien McDevitt, Ph.D.

 

 

President and Chief Executive Officer

 

 




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