EX-4.4 6 dex44.txt FORM OF CERTIFICATE Exhibit 4.4 [LOGO] $25 [_]% CUMULATIVE CONVERTIBLE REDEEMABLE PREFERRED STOCK, SERIES A NUMBER SHARES -------------------------- ------------------------ PA -------------------------- ------------------------ SEE REVERSE FOR CERTAIN DEFINITIONS UNITED FIRE & CASUALTY COMPANY CEDAR RAPIDS, IOWA INCORPORATED UNDER THE LAWS OF THE STATE OF IOWA CUSIP 910331 30 5 This Certifies that is the owner of FULLY PAID AND NONASSESSABLE SHARES OF $25 % CUMULATIVE CONVERTIBLE, REDEEMABLE PREFERRED STOCK, SERIES A, NO PAR VALUE, OF UNITED FIRE & CASUALTY COMPANY CERTIFICATE OF STOCK 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 and registered by the Transfer Agent and Registrar. In Witness Whereof, the said Corporation has caused this Certificate to be signed by its duly authorized officers and a facsimile of its seal to be affixed hereto. Dated: SEAL /s/ Shona Frese /s/ Scott McIntyre Jr. ---------------- ---------------------- SECRETARY CHAIRMAN COUNTERSIGNED AND REGISTERED: COMPUTERSHARE INVESTOR SERVICES LLC TRANSFER AGENT AND REGISTRAR By AUTHORIZED SIGNATURE UNITED FIRE & CASUALTY COMPANY The Corporation will furnish without charge to each stockholder who so requests a full statement of the designations, relative rights, preferences and limitations applicable to the shares of each class of stock authorized to be issued by the Corporation and a full statement of the variations in rights, preferences and limitations determined for each series and the authority of the Board of Directors to determine variations for future series. Any such request is to be addressed to the Secretary of the Corporation, at its principal office. 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 TEN ENT -- as tenants by the entireties UNIF GIFT MIN ACT -- ............. Custodian ............... JT TEN -- as joint tenants with right of (Cust) (Minor) survivorship and not as tenants under Uniform Gifts to Minors in common 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) _______________________________________________________________________________ _______________________________________________________________________________ _________________________________________________________________________Shares of the preferred 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 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.