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

 

CLEARSIGN COMBUSTION CORPORATION

(Exact name of registrant as specified in its charter)

 

Washington   26-2056298
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

 

12870 Interurban Avenue South

Seattle, Washington

   98168
(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 Stock, par value $0.0001 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), 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), check the following box. o

 

Securities Act registration statement file number to which this form relates: File No. 333-177946

 

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

 

 
 

 

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

 

This Registration Statement on Form 8-A is being filed in connection with the listing of common stock, par value $0.0001 per share, of ClearSign Combustion Corporation (the “Company”) on the NASDAQ Stock Market LLC under the symbol “CLIR”. The description of the capital stock of the Company is set forth in Amendment No. 5 to the Company’s Registration Statement on Form S-1 (File No. 333-177946) filed with the Securities and Exchange Commission (the “SEC”) on April 18, 2012, under the heading “Description of Capital Stock,” which description is incorporated herein by reference.

 

Item 2. Exhibits.

 

1.Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to Amendment No.5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).

 

2.Articles of Amendment to Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1.1 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).

 

3.By-Laws of the Company (incorporated by reference to Exhibit 3.2 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).

 

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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.

 

  CLEARSIGN COMBUSTION CORPORATION
     
     
  By: /s/ Richard Rutkowski
    Richard Rutkowski, Chief Executive Officer

 

Date: April 23, 2012

 

 

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ClearSign Combustion Corporation

Exhibit Index

 

Exhibit No. Description of Exhibit
   
1. Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to Amendment No.5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).
   
2. Articles of Amendment to Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1.1 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).
   
3. By-Laws of the Company (incorporated by reference to Exhibit 3.2 to Amendment No. 5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 18, 2012 (File No. 333-177946)).

 

 

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