Form: 8-A12B

Registration of securities [Section 12(b)]

February 11, 2026

 
 

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

 

 

ARKO Petroleum Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   39-3168808
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

8565 Magellan Parkway

Suite 400

Richmond, Virginia

  23227
(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

Class A Common Stock, par value $0.0001 per share   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:

333-292265 (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act:

None

 

 
 


Item 1. Description of Registrant’s Securities to be Registered.

ARKO Petroleum Corp., a Delaware corporation (the “Registrant”), hereby incorporates by reference the description of its Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), to be registered hereunder, set forth under the heading “Description of Capital Stock” in the Registrant’s Registration Statement on Form S-1 (File No. 333-292265), as originally filed with the Securities and Exchange Commission (the “Commission”) on December 19, 2025, as amended (the “Registration Statement”), and in the prospectus included in the Registration Statement to be filed separately by the Registrant with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which prospectus shall be deemed to be incorporated herein by reference.

Item 2. Exhibits.

Under the “Instructions as to Exhibits” section of Form 8-A, no exhibits are required to be filed because no securities of the Registrant other than the Class A Common Stock are to be registered on The Nasdaq Stock Market LLC, and the securities to be registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.


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.

 

    ARKO PETROLEUM CORP.
Date: February 11, 2026     By:   /s/ Arie Kotler
      Arie Kotler
      Chief Executive Officer