Common Stock Certificate for Prestige Brands Holdings, Inc.

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Summary

This document certifies that the named holder owns fully paid shares of common stock in Prestige Brands Holdings, Inc., a Delaware corporation. The certificate allows the holder to transfer shares by proper endorsement and is subject to the corporation's Certificate of Incorporation and its amendments. The certificate must be countersigned by the transfer agent and registered by the registrar to be valid. If lost or destroyed, a replacement requires a bond of indemnity. The corporation will provide details about stock rights and preferences upon request.

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EX-4.1 4 a2149526zex-4_1.txt EXHIBIT 4.1 EXHIBIT 4.1 [PRESTIGE BRANDS LOGO] COMMON STOCK NUMBER PAR VALUE $0.01 PHB PRESTIGE BRANDS HOLDINGS, INC. SHARES INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN [PICTURE] DEFINITIONS CUSIP 74112D 10 1 [LOGO] THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA, JERSEY CITY, NJ OR NEW YORK, NY THIS CERTIFIES THAT IS THE RECORD HOLDER OF FULLY PAID AND NONASSESSABLE SHARES OF THE COMMON STOCK OF PRESTIGE BRANDS HOLDINGS, INC. (HEREINAFTER CALLED THE "CORPORATION"), TRANSFERABLE ON THE BOOKS OF THE CORPORATION BY THE HOLDER HEREOF IN PERSON OR BY DULY AUTHORIZED ATTORNEY UPON SURRENDER OF THE CERTIFICATE PROPERLY ENDORSED. THIS CERTIFICATE AND THE SHARES REPRESENTED HEREBY ARE ISSUED AND SHALL BE HELD SUBJECT TO ALL OF THE PROVISIONS OF THE CERTIFICATE OF INCORPORATION OF THE CORPORATION AND AMENDMENTS FROM TIME TO TIME MADE THERETO, TO ALL OF WHICH THE HOLDER BY ACCEPTANCE HEREOF ASSENTS. THIS CERTIFICATE IS NOT VALID UNTIL COUNTERSIGNED BY THE TRANSFER AGENT AND REGISTERED BY THE REGISTRAR. [SEAL] WITNESS THE FACSIMILE SIGNATURES OF THE CORPORATION'S DULY AUTHORIZED OFFICERS. DATED: COUNTERSIGNED AND REGISTERED: EQUISERVE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR. By: [SIGNATURE] [SIGNATURE] [SIGNATURE] AUTHORIZED SIGNATURE SECRETARY PRESIDENT AND CHIEF EXECUTIVE OFFICER
PRESTIGE BRANDS HOLDINGS, INC. THE CORPORATION WILL FURNISH TO ANY STOCKHOLDER, UPON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE VOTING AND OTHER POWERS, DESIGNATIONS, PREFERENCES, LIMITATIONS, RESTRICTIONS AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OR SERIES THEREOF WHICH THE CORPORATION IS AUTHORIZED TO ISSUE AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH POWERS, PREFERENCES AND/OR RIGHTS. ANY SUCH REQUEST IS TO BE ADDRESSED TO THE CORPORATION NAMED ON THE FACE OF THIS CERTIFICATE. 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 UNIF GIFT MIN ACT -- ---------- Custodian TEN ENT -- as tenants by the entireties (Cust) JT TEN -- as joint tenants with right under Uniform Gifts to Minors Act of survivorship and not as tenants in common ----------------------------------------- (State) UNIF TRF MIN ACT -- ---------- Custodian (until age ) (Cust) under Uniform Transfers 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 stock 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 OR ENLARGEMENT OR ANY CHANGE WHATSOEVER. Signature(s) Guaranteed
By ------------------------------------------------------------ THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15.
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.