UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
HIGH ROLLER TECHOLOGIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 87-4159815 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
|
400 South 4th Street, Suite 500-#390 Las Vegas, Nevada |
89101 | |
| (Address of Principal Executive Offices) | (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 | |
| Common Stock, par value $0.001 per share | 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: | 333-276176 | ||
| (If applicable) |
Securities to be registered pursuant to Section 12(g) of the Act:
| N/A |
| (Title of Class) |
Item 1. Description of Registrant’s Securities to be Registered.
The securities to be registered hereby are the common stock, par value $0.001 per share, of High Roller Technologies, Inc. (the “Company”). The description of the common stock is contained in the section entitled “Description of Securities” in the prospectus included in the Company’s Registration Statement on Form S-1 (333-276176), as originally filed with the Securities and Exchange Commission on December 20, 2023, as amended from time to time (the “Registration Statement”), and is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is also incorporated by reference herein.
Item 2. Exhibits.
Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed, because no other securities of the Company are registered on NYSE American LLC, 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.
| HIGH ROLLER TECHNOLOGIES, INC. | |
| By: | /s/ Ben Clemes |
| Name: Ben Clemes | |
| Title: Chief Executive Officer | |
Dated: August 1, 2024
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