EX-4.2 5 a2166511zex-4_2.htm EX 4.2
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Exhibit 4.2

COMMON STOCK
PAR VALUE $.001

Certificate
Number
  Shares

CROCS, INC.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

THIS CERTIFIES THAT   CUSIP:                        

        SEE REVERSE FOR CERTAIN DEFINITIONS

is the owner of

FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF

Crocs, Inc. (hereinafter called the "Company"), transferable on the books of the Company in person or by duly authorized attorney upon surrender of this 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 and Bylaws of the Company (copies of which are on file with the Company and with the Transfer Agent), to all of which the holder by acceptance hereof accepts. This Certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.

Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized officers.


 

 

 

 

DATED


President

 

Crocs, Inc.

 

COUNTERSIGNED AND REGISTERED:
COMPUTERSHARE TRUST COMPANY, INC.
(Denver, CO)
TRANSFER AGENT AND REGISTRAR


Secretary

 

 

 

By

 


AUTHORIZED SIGNATURE

        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)       (Minor)
                    under Uniform Transfers to Minors Act
    

(State)

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

CROCS, INC.

        THE COMPANY WILL FURNISH WITHOUT CHARGE TO EACH SHAREHOLDER WHO SO REQUESTS, A SUMMARY OF THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OF THE COMPANY AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH PREFERENCES AND RIGHTS, AND THE VARIATIONS IN RIGHTS, PREFERENCES AND LIMITATIONS DETERMINED FOR EACH SERIES, WHICH ARE FIXED BY THE ARTICLES OF INCORPORATION OF THE COMPANY, AS AMENDED, AND THE RESOLUTIONS OF THE BOARD OF DIRECTORS OF THE COMPANY, AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO DETERMINE VARIATIONS FOR FUTURE SERIES. SUCH REQUEST MAY BE MADE TO THE OFFICE OF THE SECRETARY OF THE COMPANY OR TO THE TRANSFER AGENT. THE BOARD OF DIRECTORS MAY REQUIRE THE OWNER OF A LOST OR DESTROYED STOCK CERTIFICATE, OR HIS LEGAL REPRESENTATIVES, TO GIVE THE COMPANY A BOND TO INDEMNIFY IT AND ITS TRANSFER AGENTS AND REGISTRARS AGAINST ANY CLAIM THAT MAY BE MADE AGAINST THEM ON ACCOUNT OF THE ALLEGED LOSS OR DESTRUCTION OF ANY SUCH CERTIFICATE.

        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 POSTAL ZIP CODE, OF ASSIGNEE)
    

    


    


 

shares
of the capital 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:

 

 

 

20

 

 

 

 

 

 
   
     
       

 

 

 

 

 

 

 

 

Signature:

 


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 SEC RULE 17Ad-15.   Signature:  
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



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