EX-4 3 ex4.txt EXHIBIT 4
----------------------------------------------------- COUNTERSIGNED AND REGISTERED : AMERICAN STOCK TRANSFER & TRUST COMPANY TRANSFER AGENT AND REGISTRAR BY:_____________________________________ ----------------------------------------------------- SERIES A CONVERTIBLE PREFERRED STOCK AMERICAN BUSINESS FINANCIAL SERVICES, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE SIDE FOR CERTAIN DEFINITIONS THIS CERTIFIES THAT ------------------------------------------------------------------------------------------------------------------------------------ [SPECIMEN] ------------------------------------------------------------------------------------------------------------------------------------ IS THE OWNER OF FULLY PAID AND NONASSESSABLE SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK, PAR VALUE $.001 PER SHARE OF American Business Financial Services, Inc. (the "Corporation"), a Delaware corporation. The shares represented by this certificate are transferable only on the stock transfer books of the Corporation by the holder of record hereof, or by his duly authorized attorney or legal representative, upon the surrender of this certificate properly endorsed. This certificate is not valid until countersigned and registered by the Corporation's transfer agent and registrar. IN WITNESS WHEREOF, the Corporation has caused this certificate to be executed by the facsimile signatures of its duly authorized officers and has caused a facsimile of its corporate seal to be hereunto affixed. DATED [Seal] Anthony J. Santilli Stephen M. Giroux Chairman, President and Chief Executive Secretary Officer
AMERICAN BUSINESS FINANCIAL SERVICES, INC. The shares represented by this certificate are issued subject to all the provisions of the Certificate of Designation, Preferences and Rights of the Series A Convertible Preferred Stock, Amended and Restated Certificate of Incorporation ("Certificate of Incorporation") and the Bylaws ("Bylaws") of American Business Financial Services, Inc. (the "Corporation") as from time to time amended (copies of which are on file at the principal executive offices of the Corporation). The Corporation will furnish to any stockholder upon request and without charge a full statement of the powers, designations, preferences and relative participating, optional or other special rights of each authorized class of stock or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights, to the extent that the same have been fixed, and of the authority of the board of directors to designate the same with respect to other series. Such request may be made to the Corporation or to its Transfer Agent and Registrar. 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 entirety (Cust) (Minor) JT TEN - as joint tenants with right of Under Uniform Gift to Minors Act-__________ survivorship and not as tenants (State) in common UNIF TRANS MIN ACT____ Custodian______ (Cust) (Minor) Under Uniform Transfers 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 Series A Preferred Stock constitute and appoint _________________________________________________________ ________________________________________________________________________Attorney to transfer the said shares on the books of the within named Corporation with full power of substitution in the premises. Dated_____________________________ __________________________________________ NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN PARTICULAR, WITHOUT ALTERATION OR ENLARGE- MENT OR ANY CHANGE WHATSOEVER. 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.