SEC Form 8-A12B filed by Cybin Inc.

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

CYBIN INC.

(Exact name of registrant as specified in its charter)

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) 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:

Not applicable

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

None

EXPLANATORY NOTE

Cybin Inc. (the "Registrant") is filing this Form 8-A in connection with the transfer of the listing of its common shares (the "Common Shares") from the NYSE American LLC ("NYSE American") to the Nasdaq Stock Market LLC ("Nasdaq"). The Registrant expects that listing and trading of the Common Shares on the NYSE American will end at market close on January 2, 2026, and that trading will begin on the Nasdaq at market open on January 5, 2026.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

For a description of the Common Shares of the Registrant to be registered hereunder, reference is made to the information set forth under the heading "Description of Capital Structure", as it relates to the Registrant's Common Shares, in the Registrant's annual report filed as Exhibit 99.1 to the Registrant's Annual Report for the year ended March 31, 2024 on Form 40-F (File No. 001-40673) filed with the Commission on July 1, 2025, which information is incorporated by reference herein.

Item 2. Exhibits.

Under the Instructions as to Exhibits in Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on the Nasdaq and the securities 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, as amended, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.