Form 8-A12B/A - Registration of securities [Section 12(b)]: [Amend]
20 Juillet 2023 - 1:00PM
Edgar (US Regulatory)
As filed with the Securities
and Exchange Commission on July 20, 2023
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A
(Amendment No. 1)
FOR REGISTRATION OF
CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION
12(b) OR 12(g) OF THE
SECURITIES EXCHANGE
ACT OF 1934
PSQ Holdings, Inc.
(Exact name of registrant
as specified in its charter)
Delaware |
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86-2062844 |
(State of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
222 Lakeview Avenue, Suite 800
West Palm Beach, Florida |
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33401 |
(Address of principal executive offices) |
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(Zip Code) |
Securities to be registered pursuant to Section
12(b) of the Act:
Title for each class
to be so registered |
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Name of each exchange on which
each class is to be registered |
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Class A Common Stock, par value $0.0001 per share |
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New York Stock Exchange |
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Warrants, each whole warrant exercisable to purchase one share of Class A Common Stock at an exercise price of $11.50 per share |
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New York Stock Exchange |
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. ☒
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 or Regulation A offering statement
file number to which this form relates: 333-271177
Securities to be registered pursuant to Section 12(g) of the Act: N/A
PSQ Holdings, Inc., formerly known as Colombier
Acquisition Corp. (the “Company”) hereby amends the registration statement on Form 8-A, which the Company filed with the Securities
and Exchange Commission (the “SEC”) on June 4, 2021.
Item 1. Description of Registrant’s
Securities to be Registered.
The
securities to be registered hereby are Class A common stock, par value $0.0001 per share (“Common Stock”) and warrants
to purchase shares of Common Stock (the “Warrants”). The description of the Common Stock and Warrants registered
hereunder is set forth under the heading “Description of Securities of the Combined Company” in the definitive proxy
statement/prospectus forming a part of the Registration Statement on Form S-4 (File No. 333-271177) and filed with the SEC on June
30, 2023 (the “Registration Statement”), which description is incorporated herein by reference. Any form of prospectus
or prospectus supplement to the Registration Statement that includes such descriptions and that are subsequently filed are hereby
also incorporated by reference herein.
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 New York Stock Exchange 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, thereunto duly authorized.
Date: July 20, 2023
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PSQ Holdings, Inc. |
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By: |
/s/ Michael
Seifert |
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Name: |
Michael Seifert |
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Title: |
President and Chief Executive Officer |
2
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