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 OSI SYSTEMS, INC. (Exact Name of Registrant as Specified in its Charter) CALIFORNIA 33-0238801 (State of Incorporation (I.R.S. Employer or Organization) Identification No.) 12525 CHADRON AVENUE HAWTHORNE, CALIFORNIA 90250 (Address, including zip code, of Registrant's principal executive offices) Securities to be Registered Pursuant to Section 12(b) of the Act: 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. [_] 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. [X] Securities Act registration statement file number to which this form relates: 333-29179 Securities to be Registered Pursuant to Section 12(g) of the Act: COMMON STOCK, NO PAR VALUE (Title of Class)
Title of Each Class Name of Each Exchange on Which to be so Registered Each Class is to be Registered ---------------------- ------------------------------ None None ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The description of the common stock, no par value, of OSI Systems, Inc. (the "Company") contained under the caption "Description of Capital Stock" on page 54 of the Company's Preliminary Prospectus, dated August 27, 1997, filed with the Securities and Exchange Commission on September 2, 1997 as part of the Company's Registration Statement on Form S-1 (No. 333-29179) (the "Registration Statement"), as such description may be amended in any prospectus included or deemed to be included in the Registration Statement subsequently filed with the Securities and Exchange Commission, is hereby incorporated herein by reference. ITEM 2. EXHIBITS. 3.1 Articles of Incorporation of the Company filed as Exhibit 3.1 to the Registration Statement and incorporated herein by reference. 3.2 Amended and Restated Bylaws of the Company filed as Exhibit 3.2 to the Registration Statement and incorporated herein by reference. 4.1 Specimen Common Stock Certificate filed as Exhibit 4.1 to the Registration Statement and incorporated herein by reference. Page 2 of 3 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. Date: September 24, 1997 OSI Systems, Inc. By: /s/ Deepak Chopra ------------------------------ Deepak Chopra, Chief Executive Officer and President Page 3 of 3