8-A12B

THE VERY GOOD FOOD COMPANY INC.

Date: October 7, 2021

/s/ Mitchell Scott

Name: Mitchell Scott

Title: Chairman and Chief Executive Officer

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

The Very Good Food Company Inc.

(Exact name of registrant as specified in its charter)


British Columbia		Not Applicable
(State of incorporation or organization)		(I.R.S. Employer Identification No.)

2748 Rupert Street Vancouver, British Columbia		V5M 3T7
(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 Shares

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) 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: 333-260064

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 consist of common shares, no par value (“Common Shares”) of The Very Good Food Company Inc. (the “Registrant”). The description of the Registrant’s Common Shares under the section captioned “Description of Securities—Description of Common Shares” in the prospectus included in the Registrant’s registration statement on Form F-10 (File No. 333-260064) (the “Registration Statement”), initially filed with the Securities and Exchange Commission on October 5, 2021, as subsequently amended by any amendments to such Registration Statement, is incorporated herein by reference.

Item 2.

Exhibits.

Under the “Instructions as to Exhibits” section of Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are to be registered on The Nasdaq Stock Market LLC and the securities to be 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, thereto duly authorized.