Form 8-A12B - Registration of securities [Section 12(b)]

FORM 8-A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934


SHAPEWAYS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)



DELAWARE						87-2876494
(State of incorporation or organization)						(I.R.S. Employer Identification No.)

12163 Globe Street, Livonia, MI						48150
(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 registered:
Common Stock, par value $0.0001 per share						The Nasdaq Stock Market LLC
Warrants to purchase common stock						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. [ ]

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: N/A

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


None
(Title of class)

Explanatory Note

This Registration Statement on Form 8-A is being filed by Shapeways Holdings, Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the transfer of the listing of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and its warrants to purchase shares of Common Stock (the “Warrants”) from The New York Stock Exchange to The Nasdaq Stock Market LLC.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

The securities to be registered hereby are the Common Stock and the Warrants.

The description of the Common Stock and the Warrants registered hereunder are set forth in Exhibit 4.4 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (File No. 001-39092), filed with the SEC on March 30, 2023, and is incorporated herein by reference.

Item 2. Exhibits.

In accordance with the “Instructions as to Exhibits” with respect to Form 8-A, no exhibits are required to be filed as part of this registration statement 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 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.