0001493152-23-007551.txt : 20230314 0001493152-23-007551.hdr.sgml : 20230314 20230314092206 ACCESSION NUMBER: 0001493152-23-007551 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230314 DATE AS OF CHANGE: 20230314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Optex Systems Holdings Inc CENTRAL INDEX KEY: 0001397016 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1001 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-41644 FILM NUMBER: 23729360 BUSINESS ADDRESS: STREET 1: 1420 PRESIDENTIAL DRIVE CITY: RICHARDSON STATE: TX ZIP: 75081 BUSINESS PHONE: 972-764-5700 MAIL ADDRESS: STREET 1: 1420 PRESIDENTIAL DRIVE CITY: RICHARDSON STATE: TX ZIP: 75081 FORMER COMPANY: FORMER CONFORMED NAME: Sustut Exploration Inc DATE OF NAME CHANGE: 20070419 8-A12B 1 form8-a12b.htm

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

OPTEX SYSTEMS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-54114

90-0609531

(State or other jurisdiction

of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

1420 Presidential Drive, Richardson, TX		75081-2439
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (972) 644-0722

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, par value $0.001 per share		The Nasdaq Stock Market LLC

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), 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 statements file number to which this form relates: ______________ (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

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

Description

This Form 8-A12B hereby registers Optex Systems Holdings, Inc.’s (the “Registrant”) class of common stock, par value $0.001 per share (the “Common Stock”).

The Registrant’s authorized capital stock consists of 2,000,000,000 shares of Common Stock, and 5,000 shares of preferred stock, par value $0.001 per share (“Preferred Stock”), of which (i) 1,027 are designed as Series A Convertible Preferred Stock (“Series A Shares”), (ii) 1,010 are designed as Series B Convertible Preferred Stock (“Series B Shares”), and (iii) 400 are designed as Series C Convertible Preferred Stock (“Series C Shares”). As of March 8, 2023, the Registrant had 6,763,070 shares of Common Stock and no shares of Preferred Stock outstanding, with all previously issued Series A Shares, Series B Shares and Series C Shares having been converted or redeemed.

All shares of Common Stock rank equally as to (i) voting rights, (ii) dividend rights, and (iii) participation in a distribution of the assets of the Registrant in the event of a liquidation, dissolution or winding-up of the Registrant. In the event of a liquidation, dissolution or winding-up of the Registrant or other distribution of its assets, holders of the shares of Common Stock will be entitled to receive on a pro rata basis, all of the net assets remaining after the Registrant has discharged its liabilities, subject to any preferential liquidation rights of holders of Preferred Stock that may be outstanding.

A more detailed description of the Common Stock to be registered hereunder is set forth under the caption “Description of Capital Stock” in the Exhibit 4.1 to our Annual Report on Form 10-K for the year ended October 3, 2021, which description is incorporated herein by reference.

Item 2. Exhibits

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 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.

SIGNATURES

Pursuant to the requirements of Section l2 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.

	Optex Systems Holdings, Inc.
	(Registrant)

	By:	/s/ Karen Hawkins
		Karen Hawkins
	Title:	Chief Financial Officer

Date: March 14, 2023