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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 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
INGRAM MICRO INC.
(Exact name of registrant as specified in its Charter)
Delaware 62-1644402
(State of Incorporation) (I.R.S. Employer Identification Number)
1600 E. St. Andrew Place, Santa Ana, CA 92705
(Address of principal executive offices)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with the
Instruction A(c)(1) please check effectiveness of a concurrent
the following box. registration statement under the
Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box.
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to Name of each exchange on which
be so registered each class is to be registered
- ---------------------------- --------------------------------------
Class A Common Stock New York Stock Exchange, Inc.
of Ingram Micro Inc.,
par value $0.01 per share
Securities to be registered pursuant to Section 12(g) of the Act:
None.
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Item 1. Description of Registrant's Securities to be Registered.
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A description of the Class A Common Stock of Ingram Micro Inc. (the
"Registrant"), par value $0.01 per share (the "Class A Common Stock"), is
contained in the Registrant's Registration Statement on Form S-1 (File No.
333-08453), originally filed with the Securities and Exchange Commission (the
"Commission") on July 19, 1996 under the Securities Act of 1933, as amended
(the "Securities Act"), which description is hereby incorporated by reference.
In particular, attention is directed to the information contained therein
under the caption "Description of Capital Stock." In addition, please see the
information contained therein under the captions "Risk Factors--Control by
Ingram Family Stockholders; Certain Anti-takeover Provisions," "--Shares
Eligible for Future Sale," "Dividend Policy," "The Split-Off" and "Shares
Eligible for Future Sale."
Item 2. Exhibits.
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(a) The following exhibits are to be filed with the Commission:
None.
(b) The following exhibits are to be filed with the New York Stock
Exchange, Inc.:
The Registrant's Registration Statement on Form S-1 (File No.
333-08453), as amended, originally filed with the Commission
on July 19, 1996.
Certificate of Incorporation of the Registrant.
Amended Bylaws of the Registrant.
Specimen stock certificate of Class A Common Stock.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this amended
registration statement to be signed on its behalf by the undersigned,
thereto duly authorized.
INGRAM MICRO INC.
/s/ James E. Anderson, Jr.
Date: September 19, 1996 By:_________________________________
James E. Anderson, Jr.
Senior Vice President, Secretary
and General Counsel