Pacific Mercantile Bancorp Series B-1 Convertible Preferred Stock Certificate
This certificate represents ownership of Series B-1 Convertible 8.4% Noncumulative Preferred Stock in Pacific Mercantile Bancorp. The holder is entitled to the rights and privileges associated with this class of stock, which can be transferred on the company's share register if properly endorsed. The shares are subject to transfer restrictions and have not been registered under federal or state securities laws, meaning they cannot be sold or transferred unless certain legal requirements are met or exemptions apply. The certificate must be surrendered for any transfer to be valid.
EXHIBIT 4.1
INCORPORATED UNDER THE LAWS OF THE STATE OF CALIFORNIA
| Series B-1 Certificate Number _____ | * * Shares |
PACIFIC MERCANTILE BANCORP
SERIES B-1 CONVERTIBLE 8.4% NONCUMULATIVE PREFERRED STOCK
THIS CERTIFIES THAT IS THE REGISTERED HOLDER OF (**) SHARES OF SERIES B-1 CONVERTIBLE 8.4% NONCUMULATIVE PREFERRED STOCK OF
PACIFIC MERCANTILE BANCORP
HEREINAFTER DESIGNATED “THE CORPORATION,” TRANSFERABLE ON THE SHARE REGISTER OF THE CORPORATION UPON SURRENDER OF THIS CERTIFICATE PROPERLY ENDORSED OR ASSIGNED.
A STATEMENT OF THE RIGHTS, PREFERENCES, PRIVILEGES AND RESTRICTIONS GRANTED TO OR IMPOSED UPON THE RESPECTIVE CLASSES AND SERIES OF SHARES OF STOCK OF THE CORPORATION AND UPON THE HOLDERS THEREOF MAY BE OBTAINED BY ANY SHAREHOLDER, UPON REQUEST AND WITHOUT CHARGE, AT THE PRINCIPAL OFFICE OF THE CORPORATION.
THE SHARES REPRESENTED HEREBY ARE RESTRICTED AS TO TRANSFER AS DESCRIBED OR SET FORTH ON THE REVERSE SIDE HEREOF.
WITNESS the seal of the Corporation and the signatures of its duly authorized officers this __ day of , .
| Secretary | President |
THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND SUCH SECURITIES MAY NOT BE SOLD, OTHERWISE DISPOSED OF OR TRANSFERRED, IN WHOLE OR IN PART, EXCEPT PURSUANT TO A REGISTRATION STATEMENT RELATING THERETO UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS OR SOLD, TRANSFERRED OR ASSIGNED PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.
