UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-A

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Williams Rowland Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   86-2603800
(State of Incorporation   (I.R.S. Employer
or Organization)   Identification No.)

 

450 Post Road East

Westport, CT 06880

(Address of Principal Executive Offices)

 

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

     
Units, each consisting of one share of Common Stock, par value $0.0001 per share and one-half of one Redeemable Warrant to purchase one share of Common Stock   NYSE American LLC
     
Common Stock, par value $0.0001 per share   NYSE American LLC
     
Redeemable Warrants, each exercisable for one share of Common Stock at an exercise price of $11.50   NYSE American 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 file number to which this form relates: N/A.

 

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 

 

 

 

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

 

A description of the units, common stock and warrants to be registered hereunder is contained in the section entitled “Description of Securities” in the Prospectus filed by Williams Rowland Acquisition Corp. on July 28, 2021 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended. This information is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Prospectus that includes such descriptions and that are filed subsequently to the Prospectus are hereby also incorporated by reference herein.

 

Item 2. Exhibits.

 

Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed 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.

 

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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.

 

Date: February 15, 2023 Williams Rowland Acquisition Corp.
   
  By: /s/ David B. Williams
  Name: David B. Williams
  Title: Co-Chief Executive Officer
     
  By: /s/ Jonathan D. Rowland
  Name:  Jonathan D. Rowland
  Title: Co-Chief Executive Officer

 

 

 

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