M-Tron Industries, Inc. Rights Offering Nominee Holder Over-Subscription Exercise Form

Summary

This form is used by nominee holders, such as brokers or custodians, to exercise the over-subscription privilege in M-Tron Industries, Inc.'s rights offering. It allows these holders to request additional shares of Class A common stock on behalf of their clients, beyond the basic subscription rights. The form must be submitted to the subscription agent, American Stock Transfer & Trust Company, with full payment by the specified expiration date. The process is governed by the terms in the company's prospectus.

EX-4.6 11 a2032922zex-4_6.txt EXHIBIT 4.6 EXHIBIT 4.6 M-TRON INDUSTRIES, INC. RIGHTS OFFERING NOMINEE HOLDER OVER-SUBSCRIPTION EXERCISE FORM PLEASE COMPLETE ALL APPLICABLE INFORMATION - ---------------------------------------- --------------------------------------- BY MAIL OR HAND DELIVERY: BY OVERNIGHT COURIER: - ---------------------------------------- --------------------------------------- American Stock American Stock Transfer & Trust Company Transfer & Trust Company 59 Maiden Lane Exchanges & Tenders New York, New York 10038 59 Maiden Lane New York, New York 10038 - ----------------------------------------- -------------------------------------- THIS FORM IS TO BE USED ONLY BY NOMINEE HOLDERS TO EXERCISE THE OVER-SUBSCRIPTION PRIVILEGE IN RESPECT OF RIGHTS THAT WERE EXERCISED AND DELIVERED THROUGH THE FACILITIES OF A COMMON DEPOSITORY. ALL OTHER EXERCISES OF OVER-SUBSCRIPTION PRIVILEGES MUST BE EFFECTED BY THE DELIVERY OF THE SUBSCRIPTION CERTIFICATES. THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE PROSPECTUS OF M-TRON INDUSTRIES, INC. (THE "COMPANY") DATED ____________ , 2000 (THE "PROSPECTUS") AND ARE INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST FROM THE COMPANY. VOID UNLESS RECEIVED BY THE SUBSCRIPTION AGENT WITH PAYMENT IN FULL BY 5:00 P.M., EASTERN STANDARD TIME, ON _____________, 2000, UNLESS EXTENDED BY THE COMPANY (THE "EXPIRATION DATE"). 1. The undersigned hereby certifies to the Subscription Agent that it is a participant in The Depository Trust Company (the "Depository") and that it has either: (i) exercised all of the rights and delivered such exercised rights to the Subscription Agent by means of transfer to the Depository Account of the Subscription Agent; or (ii) delivered to the Subscription Agent a Notice of Guaranteed Delivery in respect of the exercise of the rights and will deliver the rights called for in such Notice of Guaranteed Delivery to the Subscription Agent by means of transfer to such Depository Account of the Company. 2. The undersigned hereby exercises the over-subscription privilege to purchase, to the extent available, shares of Class A Common Stock and certifies to the Subscription Agent that such over-subscription privilege is being exercised for the account or accounts of persons (which may include the undersigned) on whose behalf all rights have been exercised.* * PLEASE COMPLETE THE NOMINEE HOLDER CERTIFICATION FORM CONTAINING THE RECORD DATE POSITION OF RIGHTS OWNED, THE NUMBER OF SHARES SUBSCRIBED FOR IN CONNECTION WITH THE EXERCISE OF THE BASIC SUBSCRIPTION PRIVILEGE AND THE NUMBER OF SHARES SUBSCRIBED FOR IN CONNECTION WITH THE EXERCISE OF THE OVER-SUBSCRIPTION RIGHTS, IF APPLICABLE. 3. The undersigned understands that payment of the subscription price of $5.00 per share for each share of Class A common stock subscribed for pursuant to the over-subscription privilege must be received by the Subscription Agent on or before 5:00 p.m., Eastern Standard Time, on the Expiration Date, and represents that such payment, in the aggregate amount of $ ________ either (check appropriate box): / / has been or is being delivered to the Subscription Agent pursuant to the Notice of Guaranteed Delivery referred to above, or / / is being delivered to the Subscription Agent herewith, or / / has been delivered separately to the Subscription Agent in the manner set forth below (check appropriate box and complete information relating thereto): / / uncertified check / / certified check / / bank draft / / money order / / wire transfer - ---------------------------------------------------- Depository Subscription Confirmation Number - --------------------------------------------------- Depository Participant Number - ---------------------------------------------------- Contact Name - ----------------------------------------------------- Phone Number Dated: , 2000 ---------------------- - ------------------------------------------------------------------------------- Name of Nominee Holder - ------------------------------------------------------------------------------- Address - ------------------------------------------------------------------------------- City State Zip Code By: --------------------------------------------- Name: -------------------------------------- Title: -------------------------------------