Letter of Appointment of Wells Fargo as Successor Rights Agent under National Fuel Gas Company Shareholder Rights Agreement
National Fuel Gas Company appoints Wells Fargo Bank, National Association as its new Rights Agent, effective August 1, 2012, under the existing Amended and Restated Rights Agreement originally dated December 4, 2008. This letter formalizes the appointment and requires Wells Fargo to acknowledge acceptance by signing and returning a copy. The appointment replaces the previous agent, The Bank of New York, and fulfills notification requirements under the agreement.
Exhibit 4.1
July 18, 2012
Matt Paseka
Wells Fargo Shareowner Services
1110 Centre Pointe Curve, Suite 101
Mendota Heights, MN 55120
RE: | National Fuel Gas Company |
Shareholder Rights Agreement |
Letter of Appointment as Successor Rights Agent |
Dear Mr. Paseka:
National Fuel Gas Company (the Company) is pleased to hereby appoint Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States of America (the Bank), effective August 1, 2012, as the Companys successor Rights Agent under that certain Amended and Restated Rights Agreement dated as of December 4, 2008 between National Fuel Gas Company (the Company) and The Bank of New York (the Agreement, a copy of which is incorporated in the Companys Form 10-K for Fiscal 2011).
Please evidence the Banks acceptance of this appointment by having an appropriate Bank officer execute both duplicate originals of this Appointment Letter, and returning one to me. Please also consider your receipt of this Appointment Letter to satisfy the requirement of Section 21 of the Agreement that the Bank (in its capacity as the Companys Transfer Agent and Registrar) receive a copy of this appointment.
Very truly yours,
NATIONAL FUEL GAS COMPANY | ||
By: | /s/ James R. Peterson | |
James R. Peterson Assistant Secretary |
ACCEPTED AND AGREED TO:
WELLS FARGO BANK, NATIONAL ASSOCIATION |
By /s/ Todd J. May |
Name: Todd J. May |
Title SVP |