Description of Common Stock of CB Financial Services, Inc.
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Summary
This document describes the rights and features of the common stock issued by CB Financial Services, Inc. Holders of common stock are entitled to receive dividends as declared by the board, have exclusive voting rights (one vote per share), and share in the company's assets if it is liquidated, after debts and any preferred stock claims are paid. Common stockholders do not have preemptive rights to buy new shares and the stock cannot be redeemed. These terms are governed by Pennsylvania law and the company's board of directors.
EX-4.2_DESCRIPTION_O 2 cbfv-20201231xex42descript.htm EX-4.2_DESCRIPTION_OF_SECURITIES Document
Exhibit 4.2
Description of Registrant’s Securities
All references in this Exhibit 4.2 to “CB” refer to CB Financial Services, Inc.
General
CB is authorized to issue 35,000,000 shares of common stock, par value $0.4167 per share.
Common Stock
Dividends. The holders of CB’s common stock are entitled to receive and share equally in dividends as may be declared by the board of directors out of funds legally available for dividends, after payment of all dividends on preferred stock, if any is outstanding.
Voting Rights. The holders of CB’s common stock possess exclusive voting rights in CB. They have the right to vote act on matters that are required to be presented to them under Pennsylvania law or that are otherwise presented to them by CB’s board of directors. Each holder of common stock is entitled to one vote per share on all matters presented to stockholders. Holders of common stock are not entitled to cumulate their votes in the election of directors.
Liquidation. Upon a liquidation, dissolution or winding up of CB, holders of common stock are entitled to receive all of the assets of CB available for distribution after payment or provision for payment of all its debts and liabilities. If CB were ever to issue preferred stock, the preferred stockholders may have a priority over the holders of the common stock upon liquidation or dissolution.
Preemptive Rights; Redemption. Holders of CB’s common stock are not entitled to preemptive rights with respect to any shares that may be issued. The common stock cannot be redeemed.
