1
070175 EXHIBIT 4.1
NUMBER LSB SHARES
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LSB Corporation
INCORPORATED UNDER THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS
THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA., JERSEY CITY, N.J., AND
NEW YORK CITY, N.Y.
COMMON STOCK COMMON STOCK
PAR VALUE $0.10
SEE REVERSE FOR CERTAIN
RESTRICTIONS AND FOR
INFORMATION CONCERNING
CERTAIN PREFERENCES WHICH
MAY EXIST WITH RESPECT TO
THE COMMON STOCK
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THIS CERTIFIES THAT CUSIP 50215P 10 0
is the owner of
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Countersigned and registered;
EQUISERVE TRUST COMPANY, N.A.
By Transfer Agent and Registrar
Authorized Signature
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.10
EACH OF
LSB Corporation transferable on the books of the Corporation by the holder
hereof in person or by duly authorized attorney upon surrender of this
certificate duly endorsed or assigned. This certificate and the shares of
common stock represented hereby are issued and shall be held subject to the
laws of The Commonwealth of Massachusetts and to the Articles of Organization
and By-Laws of the Corporation as in effect and as amended from time to time
hereafter. This certificate is not valid until countersigned and registered by
the Transfer Agent and Registrar.
WITNESS the facsimile seal of the Corporation and the facsimile signatures
of its duly authorized officers.
Dated: LSB CORPORATION
INCORPORATED
/s/ John E. Sharland 2001 Paul A. Miller
MASSACHUSETTS
TREASURER PRESIDENT
American Bank Note Company
2
LSB CORPORATION
This certificate and the shares represented hereby are issued and shall be
subject to the provisions of the Articles of Organization and the By-Laws of the
Corporation as amended from time to time, to all of which the holder by
acceptance hereof assents.
The Articles of Organization authorize the issuance of shares of preferred
stock in one or more series with such voting, dividend, dissolution and other
rights and preferences as specified by the Board of Directors of the Corporation
at the time of issuance of the shares. A statement of the preferences, powers,
qualifications and rights of the series and classes of such stock will be
furnished to the holder of this certificate upon written request and without
charge.
The Corporation will furnish to any stockholder, upon request and without
charge, a copy of the Articles of Organization. Such request may be made to the
Secretary of the Corporation. Additionally, the Corporation will furnish to any
stockholder, upon request to the Secretary of the Corporation and without
charge, a full or summary statement of (a) the designations, terms, limitations
and relative rights and preferences of the shares of each class of stock
authorized to be issued by the Corporation; (b) the authority of the Board of
Directors to issue any class of stock in series, the variations in the relative
rights and preferences between the shares of each such series so far as the same
have been fixed and determined by the authority of the Board of Directors to fix
and determine the relative rights and preferences of subsequent series; and (c)
the number of shares constituting each class or series and the designations
thereof.
This certificate also evidences and entitles the holder hereof to certain
Rights as set forth in the Rights Agreement between Lawrence Savings Bank (the
"Company") and State Street Bank and Trust Company (the "Rights Agent"), dated
as of December 19, 1996, as the same may be amended, restated, renewed or
extended from time to time (the "Rights Agreement"), the terms of which are
hereby incorporated herein by reference and a copy of which is on file at the
principal offices of the Company. Under certain circumstances, as set forth in
the Rights Agreement, such Rights will be evidenced by separate certificates and
will no longer be evidenced by this certificate. The Company will mail to the
holder of this certificate a copy of the Rights Agreement, as in effect on the
date of mailing, without charge promptly after receipt of a written request
therefor. Under certain circumstances set forth in the Rights Agreement, Rights
beneficially owned (as such term is defined in the Rights Agreement) by any
Person who is, was or becomes an Acquiring Person or any Affiliate or Associate
thereof (as such terms are defined in the Rights Agreement), whether currently
held by or on behalf of such Person or by any subsequent holder, may become null
and void. The Rights shall not be exercisable, and shall be void so long as
held, by a holder in any jurisdiction where the requisite qualification to the
issuance to such holder, or the exercise by such holder, of the Rights in such
jurisdiction shall not have been obtained or be obtainable.
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 entireties (Cust) (Minor)
JT TEN - as joint tenants with right under Uniform Gifts to Minors
of survivorship and not as Act________________
tenants 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)
________________________________________________________________________________
________________________________________________________________________________
__________________________________________________________________________shares
of the capitol stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint______________________________________________
________________________________________________________________________Attorney
to transfer the said shares on the books of the within-named Corporation with
full power of substitution in the premises.
Dated_______________ ____________________________________________________
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) SHOULD 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.