0001104659-22-059378.txt : 20220512 0001104659-22-059378.hdr.sgml : 20220512 20220512150713 ACCESSION NUMBER: 0001104659-22-059378 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220512 DATE AS OF CHANGE: 20220512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Prime Number Acquisition I Corp. CENTRAL INDEX KEY: 0001858180 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 862378484 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-41394 FILM NUMBER: 22917365 BUSINESS ADDRESS: STREET 1: 1129 NORTHERN BLVD. STREET 2: SUITE 404 CITY: MANHASSET STATE: DE ZIP: 11030 BUSINESS PHONE: 852 5178989 MAIL ADDRESS: STREET 1: 1129 NORTHERN BLVD. STREET 2: SUITE 404 CITY: MANHASSET STATE: DE ZIP: 11030 8-A12B 1 tm228253d5_8a12b.htm 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 (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Prime Number Acquisition I Corp.

(Exact name of registrant as specified in its charter)

  

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

 

Delaware   98-1584130

(State or other jurisdiction of incorporation or organization)

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

1129 Northern Blvd., Suite 404

Manhasset, NY, 11030

(Address of principal executive offices)

  

10022

(Zip Code)

  

Title of each class to be so registered    Name of each exchange on which each class is to be registered
     
Units, consisting of one share of Class A Common Stock, $0,0001 par value, one-half of one redeemable Warrant, and one right   The Nasdaq Stock Market LLC
     
Class A Common Stock, par value $0.0001 per share   The Nasdaq Stock Market LLC
     
Redeemable Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50   The Nasdaq Stock Market LLC
     
Rights, each right exchangeable for one-eighth (1/8) of one share of Class A common stock at the closing of a business combination     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:

333-262457

 

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 hereby are the units, Class A common stock and warrants to purchase shares of Class A common stock of Prime Number Acquisition I Corp. (the “Company”). The description of the units, Class A common stock, warrants, and rights contained in the section entitled “Description of Securities” in the prospectus included in the Company’s Registration Statement on Form S-1 (File No. 333-262457) filed with the U.S. Securities and Exchange Commission on February 1, 2022, as amended from time to time (the “Registration Statement”), to which this Form 8-A relates, is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is also 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, as amended.

 

 

 

 

 

 

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.

 

 

 

Date: May 12, 2022   Prime Number Acquisition I Corp.
     
  By: /s/Dongfeng Wang
   

Dongfeng Wang

Chief Executive Officer