Specimen Common Stock Certificate of Rackable Systems, Inc.

Summary

This document is a specimen certificate representing shares of common stock in Rackable Systems, Inc., a Delaware corporation. It certifies that the holder owns fully paid and non-assessable shares, which can be transferred on the company's books by proper endorsement and registration. The certificate is only valid when countersigned by the transfer agent and registered by the registrar. It also outlines procedures for transferring shares and provides information on shareholder rights upon request. The certificate reflects the company's name change to Silicon Graphics International Corp.

EX-4.2 3 dex42.htm SPECIMEN COMMON STOCK CERTIFICATE OF REGISTRANT Specimen common stock certificate of registrant

Exhibit 4.2

Exhibit 4.2

COMMON STOCK

NUMBER

RSI-0201

COMMON STOCK

CUSIP 82706L 10 8

SEE REVERSE FOR CERTAIN DEFINITIONS

Rackable Systems, Inc.

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

THIS CERTIFIES THAT

SPECIMEN

is the record holder of

FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $0.001 PAR VALUE PER SHARE, OF

Rackable Systems, Inc.

Transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar.

WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers.

DATED:

SECRETARY

RACKABLE SYSTEMS, INC.

INCORPORATED 2002 DELAWARE

PRESIDENT AND CHIEF EXECUTIVE OFFICER

COUNTERSIGNED AND REGISTERED:

AMERICAN STOCK TRANSFER & TRUST COMPANY

(New York, New York)

By Transfer Agent and Registrar

Authorized Signature

NAME CHANGED TO

SILICON GRAPHICS INTERNATIONAL CORP.

MIDWEST BANK NOTE CO

Rackable Systems, Inc.

The Corporation will furnish without charge to each stockholder who so requests 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 stock preferences and/or rights. Such requests shall be made to the Corporation’s Secretary at the principal office of the Corporation.

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) (Minor)

JT TEN – as joint tenants with right of survivorship and not as tenants in common under Uniform Gifts to Minors

Act

(State)

UNIF TRF MIN ACT–

Custodian (until age )

(Cust)

under Uniform Transfers

(Minor)

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)

of the Common Stock represented by the within Certificate, and do(es) 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

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 WHATEVER.

SIGNATURES GUARANTEED:

THE SIGNATURE(S) MUST 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.