EX-4.4: FORM OF CERTIFICATE OF COMMON STOCK

Contract Categories: Business Finance - Stock Agreements
EX-4.4 3 y10748a2exv4w4.htm EX-4.4: FORM OF CERTIFICATE OF COMMON STOCK EX-4.4:
 

Exhibit 4.4

COMMON STOCK            COMMON STOCK DT DealerTrack DEALERTRACK HOLDINGS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 242309 10 2 THIS CERTIFIES THAT is the record holder of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $0.01 PAR VALUE PER SHARE, OF DEALERTRACK HOLDINGS, 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 unless 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. CERTIFICATE OF STOCK DATED: ERIC D. JACOBS SECRETARY MARK F. O’NEIL CHAIRMAN OF THE BOARD COUNTERSIGNED AND REGISTERED: WACHOVIA BANK, N.A. (CHARLOTTE, NC) TRANSFER AGENT AND REGISTRAR BY: AUTHORIZED SIGNATURE DEALERTRACK HOLDINGS, INC. CORPORATE SEAL 2001 DELAWARE © SECURITY-COLUMBIAN UNITED STATES BANKNOTE COMPANY 1960

 

     The Corporation will furnish without charge to each shareholder who so requests a full statement of the designation, relative rights, preferences and limitations of each class of stock of this Corporation authorized to be issued; the designation, relative rights, preferences, and limitations of each series thereof so far as the same have been prescribed; and the authority of the Board of Directors of this Corporation to designate and prescribe the relative rights, preferences and limitations of other series.
     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 GIFT MIN ACT —
 
 
   Custodian  
 
 
  (Cust)       (Minor)
    under Uniform Gifts to Minors
    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:                                          20     
     
 
  X
 
 
  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.
 
    
 
  X
 
 
  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.

     
By    
     
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANK, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS OR CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
      


KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.