Landmark Merger Company Form of Common Stock Certificate

Summary

This document is a form of stock certificate issued by Landmark Merger Company, a Delaware corporation. It certifies ownership of fully paid and nonassessable shares of common stock, subject to the company's certificate of incorporation and bylaws. The certificate outlines voting requirements for certain business combinations and provides for the transfer of shares. It also includes instructions for requesting information about shareholder rights and the process for assigning or transferring shares to another party.

EX-4.2 6 a2050954zex-4_2.txt FORM OF STOCK CERTIFICATE Exhibit 4.2 COMMON STOCK COMMON STOCK NUMBER [LANDMARK MERGER COMPANY] SHARES A Delaware Corporation SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP THIS CERTIFIES THAT IS THE OWNER OF FULLY PAID AND NONASSESSABLE SHARES OF COMMON STOCK, PAR VALUE $0.01 PER SHARE, OF [LANDMARK MERGER COMPANY] CERTIFICATE OF STOCK IN WITNESS WHEREOF, the Corporation has caused this certificate to be executed by the facsimile signatures of its duly authorized officers and has caused a facsimile of the corporate deal to be hereunto affixed. /s/ Mark Herpich [SEAL] /s/ Patrick L. Alexander SECRETARY PRESIDENT COUNTERSIGNED AND REGISTERED: REGISTRAR AND TRANSFER COMPANY TRANSFER AGENT AND REGISTRAR BY: AUTHORIZED SIGNATURE [LANDMARK MERGER COMPANY] The shares represented by this certificate are issued subject to all of the provisions of the certificate of incorporation and bylaws of [Landmark Merger Company] (the "Corporation"), as from time to time amended (copies of which are on file at the principal executive offices of the Corporation). The Corporation's certificate of incorporation also includes a provision the general effect of which is to require the affirmative vote of the holders of two-thirds of the outstanding voting shares of the Corporation to approve certain business combinations (as defined in the certificate of incorporation). However, only the affirmative vote of a majority of the outstanding shares or such vote as is otherwise required by law (rather than the two-thirds voting requirement) is applicable to a particular transaction if it is approved by a majority of the "disinterested directors" (as defined in the certificate of incorporation) or in the case of business combinations with an interest shareholder (as defined in the certificate of incorporation) the transaction satisfies certain minimum price and procedural requirements. The Corporation will furnish to any stockholder upon request and without charge a full statement of the powers, designations, preferences and relative, participating, optional or other special rights of such authorized class or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights, to the extent that the same have been fixed, and of the authority of the board of directors to designate the same with respect to other series. Such request may be made to the Corporation or to its transfer agent and registrar. 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 KANSAS TRANS MINOR LAW..............Custodian............... TEN ENT -- as tenants by the entireties (Cust) (Minor) JT TEN -- as joint tenants with right of under Kansas Transferors to Minors Law 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 shares on the books of the within named Corporation with full power of substitution in the premises. Dated________________________________________ X__________________________________________ X__________________________________________ 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, ENLARGEMENT OR ANY CHANGE WHATEVER. Signature(s) Guaranteed By__________________________________________________ [ILLEGIBLE]