Amendment: SEC Form 8-A12B/A filed by Trip.com Group Limited
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
(Amendment No. 7)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
TRIP.COM GROUP LIMITED
(Exact name of registrant as specified in its charter)
Cayman Islands | Not Applicable | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
30 Raffles Place, #29-01
Singapore 048622
(Address of principal executive offices, including Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be registered |
Name of each exchange on which each class is to be registered | |
Ordinary Share Purchase Rights | 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) 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 or Regulation A offering statement file number to which this form relates:
Not Applicable (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. | Description of Registrant’s Securities to be Registered. |
Item 1 is hereby amended and supplemented by adding the following at the end thereof:
On July 26, 2024, the Registrant entered into an Eighth Amendment to the Rights Agreement dated as of November 23, 2007, as amended (the “Rights Agreement”), between the Registrant and The Bank of New York Mellon (formerly known as The Bank of New York), as the rights agent, primarily for the purpose of extending the Final Expiration Date (as defined in the Rights Agreement) to July 25, 2034.
Capitalized terms used above shall have the same meanings ascribed to them in the Rights Agreement. This summary description of the Eighth Amendment to the Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the Eighth Amendment to the Rights Agreement, a copy of which is filed hereto as Exhibit 4.9, and is incorporated herein by reference.
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Item 2. Exhibits
* | Filed herewith. |
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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.
Trip.com Group Limited | ||||
By: | /s/ Cindy Xiaofan Wang | |||
Name: | Cindy Xiaofan Wang | |||
Title: | Chief Financial Officer |
Dated: July 29, 2024
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