EX-99.D4 3 v347550_exd-4.htm PREFERRED STOCK OFFERING

 

Exhibit d.4

 

No. __________

  

  

OXFORD LANE CAPITAL CORP.

Incorporated under the Laws of the State of Maryland

  

  

                             Shares
CUSIP NO.  [____________]  
   
Preferred Stock   Par Value $.01 Per Share
 
SEE REVERSE FOR CERTAIN DEFINITIONS AND OTHER INFORMATION
 
THIS CERTIFIES THAT                                                                                                                                                     IS THE OWNER OF                                                                                                                                                                 FULLY PAID AND NON-ASSESSABLE SHARES OF 7.50% SERIES 2023 TERM PREFERRED STOCK, WITH A PAR VALUE OF $.01 PER SHARE, OF OXFORD LANE CAPITAL CORP. (the “Corporation”), transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this certificate if properly endorsed. This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.
 
IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be endorsed by the facsimile signatures of its duly authorized officers and to be sealed with the facsimile seal of the Corporation.

 
Dated:                     , 2013
     
                                                     

OXFORD LANE CAPITAL CORP.

 

CORPORATE SEAL

2010

MARYLAND

 

 

 

Secretary                                           Chief Executive Officer
       
       
                                                          

Transfer Agent

 

       

 

 
 

 

 

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   tenants by the entireties                                          (Cust)                          (Minor)
         
JT TEN   as joint tenants with right of   Under Uniform Gifts to Minors
         
   

    survivorship and not as tenants

    in common

 

 

Act:                                                        

 (State)

 

Additional Abbreviations may also be used though not in the above list.

 

IMPORTANT NOTICE

 

The Corporation will furnish to any stockholder, on request and without charge, a full statement of the information required by Section 2-211(b) of the Maryland General Corporation Law with respect to the designations and any preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption of the stock of each class which the Corporation has authority to issue and, if the Corporation is authorized to issue any preferred or special class in series, (i) the differences in the relative rights and preferences between the shares of each series to the extent set, and (ii) the authority of the Board of Directors to set such rights and preferences of subsequent series. This Certificate and the shares of Preferred Stock represented hereby are issued and shall be held subject to all the provisions of the charter and bylaws of the Corporation and all amendments thereto (copies of which may be obtained from the secretary of the Corporation), to all of which the holder of this certificate by acceptance hereof assents.

 

 KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN OR DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.

 

 

For Value Received,                              the undersigned hereby sells, assigns and transfers 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 Preferred Stock represented by this Certificate, and does 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  

 

    By:

  

            NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.

 

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.