Registration of Securities to be Offered to Employees Pursuant to an Employee Benefit Plan — Form S-8
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-8 Dxp Enterprises, Inc. 6 38K
2: EX-4.1 Restated Articles of Incorporation 17 59K
3: EX-4.3 Form of Common Stock Certificate 2 11K
4: EX-4.4 Dxp Enterprises, Inc. Long Term Incentive Plan 16 60K
5: EX-5.1 Opinion of Fulbright & Jaworski L.L.P. 2± 8K
6: EX-23.1 Consent of Arthur Andersen LLP 1 5K
EX-4.3 — Form of Common Stock Certificate
| EX-4.3 | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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EXHIBIT 4.3
COMMON STOCK COMMON STOCK
ORGANIZED UNDER THE
LAWS OF THE STATE OF TEXAS
NUMBER DXP ENTERPRISES, INC. SHARES
XC-
CUSIP 233377 40 7
SEE REVERSE FOR CERTAIN DEFINITIONS
THIS CERTIFIES THAT
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK,
PAR VALUE $.01 PER SHARE, OF
DXP Enterprises, Inc., transferable on the books of the Corporation by the
holder hereof in person or by a 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:
/s/ DAVID R. LITTLE Countersigned and Registered
President American Stock Transfer & Trust Company
[SEAL]
Transfer Agent and Registrar
/s/ GARY A. ALLCORN By
Secretary Authorized Signature
DXP ENTERPRISES, INC
The corporation will furnish to the record holder hereof without charge
upon written request at its principal place of business or registered office a
statement contained in its Restated Articles of Incorporation, as amended, on
file in the office of the Secretary of State of the State of Texas of all the
designations, preferences, limitations and relative rights of the shares of
each class and series of shares of the corporation authorized to be issued, and
the authority of the board of directors to fix and determine the designations,
preferences, limitations and relative rights of subsequent series.
The corporation will furnish to the record holder hereof without charge
upon request to the corporation at its principal place of business or registered
office a statement of the denial of preemptive rights contained in its Restated
Articles of Incorporation, as amended, on file in the office of the Secretary of
State of the State of Texas.
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 Uniform Gifts to Minors
right of survivorship Act
and not as tenants
in common ------------------
(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
[ ]
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE)
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Shares
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of the Common Stock represented by the within certificate, and do hereby
irrevocably constitute and appoint
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Attorney,
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to transfer the said shares on the books of the within-named Corporation
with full power of substitution in the premises.
X
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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.
X
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ALL GUARANTEES MUST BE MADE BY A FINANCIAL
INSTITUTION (SUCH AS A BANK OR BROKER)
WHICH IS A PARTICIPANT IN THE SECURITIES
TRANSFER AGENTS MEDALLION PROGRAM
("STAMP"), THE NEW YORK STOCK EXCHANGE,
INC. MEDALLION SIGNATURE PROGRAM ("MSP"),
OR THE STOCK EXCHANGES MEDALLION PROGRAM
("SEMP") AND MUST NOT BE DATED. GUARANTEES
BY A NOTARY PUBLIC ARE NOT ACCEPTABLE.
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18 Subsequent Filings that Reference this Filing
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