(SPECIMEN COMMON STOCK CERTIFICATEFRONT SIDE) A DelawareCorporation
Exhibit 4.1.1
(SPECIMEN COMMON STOCK CERTIFICATEFRONT SIDE)
A Delaware Corporation
NUMBER | SHARES |
ESH HOSPITALITY, INC.
Class B Common Stock, Par Value $0.0l Per Share
This Certifies that is the owner of fully paid and non-assessable Shares of the above Corporation transferable only on the books of the Corporation by the holder hereof in person or by duly authorized Attorney upon surrender of this Certificate properly endorsed.
In Witness Whereof, the said corporation has caused this Certificate to be signed by its duly authorized officers and to be sealed with the Seal of the Corporation.
Dated ,
By: | (SEAL) | By: | ||||||||
Name: Title: | Name: Title: |
(SPECIMEN COMMON STOCK CERTIFICATEBACK SIDE)
THE SHARES OF ESH HOSPITALITY, INC., REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO RESTRICTIONS ON TRANSFER AND OWNERSHIP SET FORTH IN THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC. WHICH PROHIBIT (A) ANY PERSON (AS SUCH TERM IS DEFINED IN THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC.) FROM BENEFICIALLY OWNING OR CONSTRUCTIVELY OWNING (AS THESE TERMS ARE DEFINED IN THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC.) IN EXCESS OF 9.8% OF THE NUMBER OF OUTSTANDING SHARES OF ANY CLASS OR SERIES OF RESTRICTED EQUITY STOCK OF ESH HOSPITALITY, INC. (AS DEFINED IN THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC.), (B) ANY PERSON FROM ACQUIRING OR MAINTAINING ANY OWNERSHIP INTEREST IN THE STOCK OF ESH HOSPITALITY, INC. THAT IS INCONSISTENT WITH (I) THE REQUIREMENTS OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, PERTAINING TO REAL ESTATE INVESTMENT TRUSTS OR (II) ARTICLE V OF THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC. AND (C) ANY TRANSFER OF SHARES OF RESTRICTED EQUITY STOCK OF ESH HOSPITALITY, INC. THAT ARE PAIRED PURSUANT TO ARTICLE VI OF THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC., EXCEPT IN COMBINATION WITH AN EQUAL NUMBER OF SHARES OF EXTENDED STAY AMERICA, INC. IN ACCORDANCE WITH THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC., COPIES OF WHICH ARE ON FILE WITH THE TRANSFER AGENT NAMED ON THE FACE HEREOF, AND THE HOLDER OF THIS CERTIFICATE BY HIS ACCEPTANCE HEREOF CONSENTS TO BE BOUND BY SUCH RESTRICTIONS.
ESH HOSPITALITY, INC. WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS A COPY OF THE COMPLETE PROVISIONS OF THE CERTIFICATE OF INCORPORATION OF ESH HOSPITALITY, INC. SETTING FORTH THE TERMS AND CONDITIONS OF THE RESTRICTIONS ON TRANSFER AND OWNERSHIP, AND A COPY OF THE PROVISIONS SETTING FORTH THE DESIGNATIONS, PREFERENCES, PRIVILEGES AND RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF THAT ESH HOSPITALITY, INC. IS AUTHORIZED TO ISSUE AND THE QUALIFICATIONS, LIMITATIONS AND RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS. ANY SUCH REQUEST MAY BE ADDRESSED TO THE SECRETARY OF ESH HOSPITALITY, INC. OR TO THE TRANSFER AGENT NAMED ON THE FACE HEREOF.
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. Additional abbreviations may also be used though not in the list.
TEN COM | as tenants in common | UNIF GIFT MIN ACT Custodian (Minor) | ||
TEN ENT | as tenants by the entireties | under Uniform Gifts to Minors Act (State) | ||
JT TEN | as joint tenants with right of survivorship | UNIF TRF MIN ACT Custodian (Minor) under (State) Uniform Transfer to Minors Act |
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE | ||
For value received, the undersigned hereby sells, assigns and transfers unto
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PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS OF ASSIGNEE
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Shares |
represented by the within Certificate, and hereby irrevocably constitutes and appoints |
Attorney to transfer the said |
shares on the books of the within-named Corporation with full power of substitution in the premises. |
Dated, | ||||
In presence of | X | |||
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.