UNITED STATES
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Brush Engineered Materials Inc.
| Ohio | 34-1919973 | |
| (State of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
|
| 17876 St. Clair Avenue, Cleveland, Ohio | 44110 | |
| (Address of Principal Executive Offices) | (Zip Code) |
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), please check the following
box. ý
|
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), please check the following box. ¨ |
Securities Act registration statement file number to which this form relates: 333-95917
|
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Name of Each Exchange on Which | |||
| to be so Registered |
Each Class is to be Registered |
|||
Rights to Purchase Series A Junior
Participating Preferred Stock,
without par value
|
New York Stock Exchange |
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
Item 1. Description of Registrant’s Securities to be Registered
On December 7, 2004, the Directors of Brush Engineered Materials Inc. (the “Company”) approved Amendment No. 1, dated as of December 7, 2004 (the “Amendment”), to the Rights Agreement, dated as of May 10, 2000 (the “Rights Agreement”), between the Company and National City Bank, N.A., as rights agent (“National City”). The Amendment removed National City as rights agent and appointed LaSalle National Bank, N.A. as successor rights agent.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which has been filed as an exhibit hereto and incorporated herein by this reference. Copies of the Rights Agreement are available free of charge from the Company.
Item 2. Exhibits
| Number |
Description |
|
4.1
|
Amendment No. 1, dated as of December 7, 2004, to the Rights Agreement, dated as of May 10, 2000, between the Company and National City Bank, N.A., as rights agent |
2
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.
| BRUSH ENGINEERED MATERIALS INC. |
||||||
| By: | /s/ Michael C. Hasychak | |||||
| Name: Michael C. Hasychak | ||||||
| Date: December 13, 2004 | Title: Vice President, Treasurer and Secretary | |||||
3