EX-4.1 SPECIMEN COMMON STOCK CERTIFICATE
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EX-4.1 4 g87458a2exv4w1.txt EX-4.1 SPECIMEN COMMON STOCK CERTIFICATE EXHIBIT 4.1 [BLUE BORDER DESIGN -LEFT AND RIGHT OF CERTIFICATE] [FRONT OF CERTIFICATE] COMMON STOCK COMMON STOCK NUMBER [LODGIAN LOGO] SHARES LC_________ LODGIAN, INC. THIS CERTIFICATE IS TRANSFERABLE SEE REVERSE FOR CERTAIN DEFINITIONS IN CHARLOTTE, NORTH CAROLINA OR CUSIP 54021P 40 3 IN NEW YORK, NEW YORK INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CERTIFIES THAT [SPECIMEN] ------------------------------------------------------------ IS THE OWNER OF ---------------------------------------------------------------- FULLY PAID AND NON-ASSESSABLE SHARES OF THE $.01 PAR VALUE COMMON STOCK OF LODGIAN, INC., transferable on the books of the corporation by the holder hereof in person or by duly authorized attorney upon the surrender of this certificate properly endorsed. This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar. IN WITNESS WHEREOF, the corporation has caused this Certificate to be signed by the facsimile signatures of its duly authorized officers and to be sealed with the facsimile seal of the corporation. CERTIFICATE OF STOCK Dated: [BOTTOM LEFT OF STOCK CERTIFICATE] COUNTERSIGNED AND REGISTERED: WACHOVIA BANK, N.A. (CHARLOTTE, NC) TRANSFER AGENT AND REGISTRAR BY ------------------------------------ AUTHORIZED SIGNATURE [LODGIAN, INC. CORPORATE 1998 SEAL DELAWARE] [BOTTOM RIGHT OF STOCK CERTIFICATE] /s/ Daniel E. Ellis - -------------------------------------------- Secretary /s/ W. Thomas Parrington - -------------------------------------------- President and CEO [BACK OF CERTIFICATE] LODGIAN, INC. THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS, 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. 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 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 capital 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 the full power of substitution in the premises. Dated ------------------------- ---------------------------------- NOTICE: THE SIGNATURE(S) 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 WHATSOEVER. Signature(S) Guaranteed: ---------------------------------- THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION SUCH AS A SECURITIES BROKER/DEALER, COMMERCIAL BANK, TRUST COMPANY, SAVINGS ASSOCIATION OR A CREDIT UNION PARTICIPATING IN A MEDALLION PROGRAM. 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. -2-