8-A12B 1 tm213756d20_8a12b.htm FORM 8-A12B

 

 

 

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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934

ARTEMIS STRATEGIC INVESTMENT CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   85-2533565
(State of incorporation or organization)   (I.R.S. Employer Identification No.)
     
3310 East Corona Avenue    
Phoenix, Arizona   85040
(Address of Principal Executive Offices)   (Zip Code)

 

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

 

Title of each class   Name of each exchange on which
to be so registered   each class is to be registered
Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant   The Nasdaq Stock Market LLC
Class A Common stock, par value $0.0001 per share   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 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. 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: 333-253092

 

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

 

 

 

 

 

 

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

 

The securities to be registered hereby are the units, shares of Class A common stock, par value $0.0001 per share, and warrants to purchase shares of Class A common stock of Artemis Strategic Investment Corporation (the “Registrant”). The description of the units, common stock and warrants set forth under the heading “Description of Securities” in the Registrant’s prospectus forming a part of its Registration Statement on Form S-1 (File No. 333-253092), originally filed with the U.S. Securities and Exchange Commission on February 12, 2021 as thereafter amended and supplemented from time to time (the “Registration Statement”), to which this Form 8-A relates is incorporated by reference herein. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are subsequently filed are hereby also incorporated by reference herein.

 

Item 2. Exhibits.

 

The following exhibits have been filed as exhibits to the Registration Statement, as amended, and are incorporated herein by reference:

 

3.1 Second Amended and Restated Certificate of Incorporation (Incorporated by reference to Exhibit 3.3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 19, 2021).
   
3.2 Form of Third Amended and Restated Certificate of Incorporation (Incorporated by reference to Exhibit 3.4 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on August 31, 2021).
   
3.3 Bylaws (Incorporated by reference to Exhibit 3.4 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).
   
4.1 Specimen Unit Certificate (Incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).
   
4.2 Specimen Class A Common Stock Certificate (Incorporated by reference to Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).
   
4.3 Specimen Warrant Certificate (Incorporated by reference to Exhibit 4.3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).
   
4.4 Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant (Incorporated by reference to Exhibit 4.4 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on August 31 2021).
   
10.1 Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant (Incorporated by reference to Exhibit 10.2 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).
   
10.2 Form of Registration Rights Agreement between the Registrant and certain security holders (Incorporated by reference to Exhibit 10.3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-253092), filed with the U.S. Securities and Exchange Commission on March 3, 2021).

 

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

  ARTEMIS STRATEGIC
INVESTMENT CORPORATION
   
   
Date: September 28, 2021 By: /s/ Thomas Granite
  Name: Thomas Granite
  Title: Chief Financial Officer