Exhibit 3.3
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Number [LOGO] Shares
CDS
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Control Delivery Systems, Inc.
Incorporated Under the Laws of the State of Delaware
SEE REVERSE FOR CERTAIN DEFINITIONS
COMMON STOCK
This certifies that CUSIP 21238T 10 6
is the owner of
FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $.01 PAR VALUE, OF
CONTROL DELIVERY SYSTEMS, INC.
transferable on the books of the Company by the holder hereof in person or by
duly authorized attorney upon surrender of this Certificate properly endorsed or
assigned. This Certificate and the shares represented hereby are issued and
shall be held subject to the laws of the State of Delaware and to the provisions
of the Certificate of Incorporation and the By-Laws of the Company as now or
hereafter amended to which the holder of this Certificate assents by its
acceptance.
This Certificate is not valid until countersigned by the Transfer Agent and
registered by the Registrar.
Witness the facsimile seal of the Company and the facsimile signatures of
its duly authorized officers.
Dated:
/s/ [ILLEGIBLE] [SEAL] /s/ [ILLEGIBLE]
TREASURER PRESIDENT
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AMERICAN BANK NOTE COMPANY PRODUCTION COORDINATOR: LISA MARTIN: 215-764-8625
55TH STREET AND SANSOM STREET PROOF OF JANUARY 23, 2001
PHILADELPHIA, PA 19139 CONTROL DELIVERY SYSTEMS, INC.
(215) 764-8600 H 69012 FACE
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SALES: D. BURNS: 617-786-7600 OPERATOR: RL
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/NET/BANKNOTE/HOME 46/CONTROL H69012 rev 1
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COUNTERSIGNED AND REGISTERED:
AMERICAN STOCK TRANSFER & TRUST COMPANY
TRANSFER AGENT AND REGISTRAR,
BY
AUTHORIZED SIGNATURE.
CONTROL DELIVERY SYSTEMS, INC.
The Company is authorized to issue more than one class of stock. A
statement of the powers, designations, preferences, and the relative
participating, optional or other rights of each class and series of stock and
the qualifications, limitations or restrictions thereon will be provided without
charge to each stockholder upon request to the Company.
The following abbreviations, when used in the inscription on the face of
this Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM - as tenants in common UNIF GIFT MIN ACT-___________ Custodian____________
TEN ENT - as tenants by the entireties (Cust) (Minor)
JT TEN - as joint tenants with right of
survivorship and not as tenants under Uniform Gifts to Minors
in common
Act______________________
(State)
Additional abbreviations may also be used though not in the above list.
For value received, _____________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF
ASSIGNEE)
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of the capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint
-------------------------------------------------------------- Attorney
to transfer the said stock on the books of the within-named Company
with full power of substitution in the premises.
Dated _________________________
X ___________________________________________
NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE NAME AS WRITTEN UPON
THE FACE OF THE CERTIFICATE IN EVERY
PARTICULAR, WITHOUT ALTERATION OR
ENLARGEMENT OR ANY CHANGE WHATEVER
Signature(s) Guaranteed:____________________________________________
THE SIGNATURE(S) MUST BE GUARANTEED BY AN
ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS
AND CREDIT UNIONS WITH MEMBERSHIP IN AN
APPROVED SIGNATURE GUARANTEE MEDALLION
PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.