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
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Cytori
Therapeutics, Inc.
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(Exact
Name of Registrant as Specified in its
Charter)
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Delaware
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33-0827593
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(State
of incorporation or organization)
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(I.R.S.
Employer Identification
No.)
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3020
Callan Road
San
Diego, California
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92121
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(Address
of principal executive offices)
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(Zip
Code)
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Securities
to be registered pursuant to Section 12(b) of the Act:
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Title
of 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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Warrants,
exercisable for Common Stock,
par
value $0.001 per share
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NASDAQ
Global Market
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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. [X]
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. [ ]
Securities
Act registration statement file number to which this form relates: 333-157023
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.
The securities to be registered hereby
are the warrants of Cytori Therapeutics, Inc. (the “Company”). The
description of the warrants, contained in the section entitled “Description of
Warrants” in the Prospectus included in the Company’s Registration Statement on
Form S-3 (File No. 333-157023), filed with the Securities and Exchange
Commission on January 30, 2009, as amended and supplemented (the “Registration
Statement”), is hereby incorporated by reference herein.
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Item 2.
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Exhibits.
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Exhibit
Number
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Description
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4.2
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Form
of Warrant (incorporated by reference to the Company’s Current Report on
Form 8-K filed on
March
10, 2009).
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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, thereunto duly authorized.
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Date: June
5, 2009
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CYTORI
THERAPEUTICS, INC.
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By:
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/s/ Christopher J.
Calhoun
Christopher J. Calhoun
Chief Executive Officer
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