EXHIBIT 4.1
COMMON STOCK COMMON STOCK
NUMBER SHARES
DSI [LOGO OF DSI TOYS APPEARS HERE]
SEE REVERSE FOR CERTAIN
DEFINITIONS AND RESTRICTIONS
CUSIP 232968 10 7
DSI TOYS, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF TEXAS
THIS CERTIFIES THAT
IS THE RECORD HOLDER OF
FULLY PAID AND NONASSESSABLE SHARES OF THE COMMON STOCK,
PAR VALUE $.01, OF
DSI TOYS, INC.
transferable on the books of the Corporation in person or by duly authorized
attorney upon surrender of this Certificate property endorsed. This Certificate
and the shares evidenced hereby are issued under and shall be subject to the
provisions of the laws of the State of Texas and to the provisions of the
Articles of Incorporation and the Bylaws of the Corporation and any amendments
thereto, to all of which the holder by acceptance hereof, assents. This
Certificate is not valid until countersigned by the Transfer Agent and
registered by the Registrar.
WITNESS the facsimile seal of the Corporation and the facsimile signatures of
its duly authorized officers.
Dated:
[DSI SEAL APPEARS HERE]
/s/ M. D. Davis /s/ Thomas V. Yarnell
CHIEF EXECUTIVE OFFICER SECRETARY
COUNTERSIGNED AND REGISTERED:
AMERICAN STOCK TRANSFER & TRUST COMPANY
TRANSFER AGENT AND REGISTRAR
BY
AUTHORIZED SIGNATURE
DSI TOYS, INC.
Reference is made to the Articles of Incorporation of the Corporation, and all
amendments thereto, now or hereafter on file with the Secretary of State of the
State of Texas, for a statement of the designations, preferences, limitations,
and relative rights of the shares of each class of stock authorized to be issued
by the Corporation, the authority of the Board of Directors to fix and determine
the relative rights and preferences of series of stock, if any, the denial of
preemptive rights of shareholders, and other restrictions on the transfer or
other disposition of shares of stock of the Corporation; and reference is also
made to the resolution or resolutions of the Board of Directors of the
Corporation, now or hereafter on file with the Secretary of State for a
statement of the variations in the relative rights and preferences of the shares
of each series of each preferred or special class of stock which the Corporation
is authorized to issue so far as the same has or shall have been fixed and
determined. The Corporation will provide a copy of the Articles of Incorporation
of the Corporation and the above referenced resolutions of the Board of
Directors of the Corporation, if any, to the record holder of this certificate,
without charge, on written request to the Corporation at its principal place of
business or registered office.
PRE-EMPTIVE RIGHTS. Pre-emptive rights of the shareholders to acquire unissued
or treasury shares of the Corporation are denied in the Articles of
Incorporation, a copy of which is on file in the office of the Secretary of
State of the State of Texas and will be furnished to any shareholder without
charge upon written request to the Corporation at its principal place of
business or registered office.
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
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TEN ENT - as tenants by the entireties (Cust) (Minor)
JT TEN - as joint tenants with right of under uniform Gifts to Minors
survivorship and not as tenants Act
in common --------------------------
(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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Shares of the Common Stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint
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Attorney to transfer the said stock on the books of the within-named Corporation
with full power of substitution in the premises.
Dated
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X -----------------------------------------
NOTICE: (SIGNATURE)
THE SIGNATURE(S) TO THIS
ASSIGNMENT MUST CORRESPOND
WITH THE NAMES AS WRITTEN
UPON THE FACE OF THE
CERTIFICATE IN EVERY
PARTICULAR WITHOUT X -----------------------------------------
ALTERATION OR ENLARGEMENT (SIGNATURE)
OR ANY CHANGE WHATEVER.
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THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN
ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND
CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED
SIGNATURE GUARANTEE PROGRAM), PURSUANT TO S.E.C.
RULE 17Ad-15.
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SIGNATURE(S) GUARANTEED BY:
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