8-A12B 1 ea142541-8a12b_indiesemi.htm FOR REGISTRATION OF CERTAIN CLASSES

 

 

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

 

indie Semiconductor, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

87-0913788

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

32 Journey

Aliso Viejo, California

  92656
(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 Stock, par value $0.0001 per share  

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Warrants to purchase Class A Common Stock, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share  

The Nasdaq Stock Market LLC

(The Nasdaq Capital 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.

 

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 file number to which this form relates: 333-252374

 

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

 

 

 

 

 

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

 

The securities to be registered hereunder are the Class A Common Stock, par value $0.0001 per share (the “Common Stock”), of indie Semiconductor, Inc. (formerly Thunder Bridge II Surviving Pubco, Inc.) (the “Company”) and warrants to purchase Common Stock (“Warrants”). The description of the Common Stock and Warrants contained under the heading “Description of Thunder Bridge II’s and the Company’s Securities—Capital Stock of the Company after the Business Combination” in the proxy statement/prospectus included in the Company’s registration statement on Form S-4 initially filed with the U.S. Securities and Exchange Commission (the “Commission”) on January 25, 2021, as amended from time to time (File No. 333-252374) (the “Registration Statement”), to which this Form 8-A relates, is incorporated herein by reference. In addition, the above-referenced descriptions included in any proxy statement/prospectus relating to the Registration Statement filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated by reference herein. The Company changed its name from “Thunder Bridge II Surviving Pubco, Inc.” to “indie Semiconductor, Inc.” upon the closing of the business combination (the “Business Combination”) described in the Registration Statement.

 

Item 2. Exhibits.

 

Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed herewith or incorporated by reference, because no other securities of the Company 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.

 

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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, thereunto duly authorized.

 

  indie Semiconductor, Inc.
   
Date: June 10, 2021 By: /s/ Donald McClymont
  Name:  Donald McClymont
  Title: Chief Executive Officer

 

 

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