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EXHIBIT 4
COMMON STOCK
NUMBER SHARES
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HCB BANCSHARES, INC.
CAMDEN, ARKANSAS
CUSIP:
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This certifies that
is the owner of
fully paid and nonassessable shares of common stock,
par value $0.01 per share, of
HCB Bancshares, Inc. (the "Corporation"), an Oklahoma corporation. The shares
represented by this certificate are transferable only on the stock transfer
books of the Corporation by the holder of record hereof, or by his duly
authorized attorney or legal representative, upon the surrender of this
certificate properly endorsed. This certificate is not valid until
counter signed and registered by the Corporation's transfer agent and registrar.
IN WITNESS WHEREOF, the Corporation has caused this certificate to be executed by the facsimile
signature of its duly authorized officers and has caused a facsimile of its corporate seal to
be hereunto affixed. Dated:
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Paula J. Bergstrom Vida H. Lampkin
Secretary President
Countersigned and Registered:
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Transfer Agent and Registrar
By:
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Authorized Signature
SEE REVERSE FOR CERTAIN RESTRICTIONS ON TRANSFER
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The shares represented by this certificate are issued subject
to all the provisions of the Certificate of Incorporation and Bylaws of the
Corporation as from time to time amended (copies of which are on file at the
principal executive office of the Corporation), to all of which the holder by
acceptance hereof assents.
The Corporation will furnish without charge to each stockholder
who so requests, the powers, designations, preferences and relative
participating, optional or special rights of each class of stock or series
thereof, and the qualifications, limitations or restrictions of such
preferences and/or rights. Such request shall be made in writing to the
Secretary of the Corporation.
The Certificate of Incorporation includes a provision which
prohibits any person from directly or indirectly acquiring the beneficial
ownership of more than 10% of any class of equity security of the Corporation.
This provision does not apply to the purchase of shares by underwriters in
connection with a public offering, the granting of proxies to certain directors
of the Corporation by stockholders of the Corporation or the acquisition of
shares by an employee benefit plan of the Corporation or a subsidiary. Such
provision eliminates the voting rights of securities acquired in violation of
the provision. Such provision will expire five years from the date of
completion of the conversion of Heartland Community Bank, Camden, Arkansas from
mutual to stock form. The Certificate of Incorporation also imposes certain
restrictions on the voting rights of beneficial owners of more than 10% of any
class of equity security of the Corporation after five years from the date of
completion of the conversion of Heartland Community Bank from mutual to stock
form.
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
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and not as tenants
in common
UNIF TRANSFER MIN ACT - ..............Custodian.............. under Uniform
(Cust) (Minor)
Transfers to Minors Act.......................
(State)
Additional abbreviations may also be used though not in the above list.
NOTE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME OF THE
STOCKHOLDER(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR,
WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
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
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OF THE COMMON STOCK EVIDENCED BY THIS CERTIFICATE, AND DO HEREBY IRREVOCABLY
CONSTITUTE AND APPOINT __________________________________, ATTORNEY, TO
TRANSFER THE SAID SHARES ON THE BOOKS OF THE CORPORATION, WITH FULL POWER OF
SUBSTITUTION.
DATED
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SIGNATURE
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SIGNATURE
IN PRESENCE OF:
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