CUSIP 67072M 30 1

EX-4.1 6 dex41.htm FORM OF NUVELO, INC. COMMON STOCK CERTIFICATE. Form of Nuvelo, Inc. Common Stock Certificate.

Exhibit 4.1

 

[SEAL]   [LOGO OF NUVELO™]   [SEAL]
         
COMMON STOCK   INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE   SEE REVERSE FOR CERTAIN DEFINITIONS AND A STATEMENT AS TO THE RIGHTS, PREFERENCES, PRIVILEGES AND RESTRICTIONS OF SHARES

 

THIS CERTIFIES THAT      

CUSIP 67072M 30 1

         
         
is the owner of        

 

FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $0.001 PAR VALUE, OF

 

NUVELO, INC.

 

transferable on the books of the Corporation by the holder hereof in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. 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

               

/s/    Ted W. Love

PRESIDENT

    [SEAL OF NUVELO]        

COUNTERSIGNED AND
REGISTERED:

U.S. STOCK TRANSFER
CORPORATION

TRANSFER AGENT AND
REGISTRAR

            
            

/s/    Peter S. Garcia

             
SECRETARY       By   

 

             AUTHORIZED SIGNATURE

NUVELO, INC.

 

The Corporation will furnish to any stockholder, upon request and without charge, a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights. Any such request should be addressed to the Secretary of the Corporation at its principal 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                                              

TEN ENT

  

—

  

as tenants by the entireties

                       (Cust)            (Minor)                

JT TEN

  

—

   as joint tenants with right of survivorship and not as tenants in common                  

under Uniform Gifts to Minors

Act                                                                                   

(State)

                  UNIF TRF MIN ACT    —   

                                 Custodian (until age                                  )

                           

            (Cust)

          
                           

                     under Uniform Transfers

                           

    (Minor)

                           

To Minor 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

 

 

 

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)

 

 

 

   Shares

of the Common 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 Corporation with full power of substitution in the premises.

    

Dated                                                              

    

 

   

 

    
   

 

    
NOTICE:   THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) 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 17Act-16    

 

This certificate also evidences and entitles the holder hereof to certain Rights as set forth in a Rights Agreement between Nuvelo, Inc. and U.S. Stock Transfer Corporation, dated as of June 5, 1998, as the same may be amended 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 executive offices of Nuvelo, Inc. Under certain circumstances, as set forth in the Rights Agrement, such Rights will be evidenced by separate certificates and will no longer be evidenced by this certificate. Hyseq, Inc. will mail to the holder of this certificate a copy of the Rights Agreement without charge after receipt of a written request therefor. As described in the Rights Agreement, Rights which are held by or have been held by Acquiring Persons or Associates or Affiliates thereof (as defined in the Rights Agreement) shall become null and void.