Exhibit 4.2 ----------- EXECUTION COPY AMENDMENT TO THE AMENDED AND RESTATED STOCKHOLDER PROTECTION RIGHTS AGREEMENT This Amendment to the Amended and Restated Stockholder Protection Rights Agreement (this "Amendment"), dated as of May 4, 2004, by and...Stockholder Protection Rights Agreement • May 10th, 2004 • Charter One Financial Inc • National commercial banks • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of June 5, 2024 between DMC GLOBAL INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights AgentStockholder Protection Rights Agreement • June 6th, 2024 • DMC Global Inc. • Miscellaneous primary metal products • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of June 5, 2024 between DMC Global Inc., a Delaware corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company, as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).
EXHIBIT 4.1 FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENT THIS FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENT (this "Amendment") dated as of the 17th day of March, 2005, by and between CTI Molecular Imaging, Inc., a Delaware...Stockholder Protection Rights Agreement • March 24th, 2005 • Cti Molecular Imaging Inc • Electromedical & electrotherapeutic apparatus • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of November 5, 2009 between CA, INC. and MELLON INVESTOR SERVICES LLC, as Rights AgentStockholder Protection Rights Agreement • November 5th, 2009 • Ca, Inc. • Services-prepackaged software • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of November 5, 2009, between CA, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).
AMENDMENT NO. 2 TOStockholder Protection Rights Agreement • July 10th, 2006 • Cd&l Inc • Trucking (no local) • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of July 3, 2007 between Vertrue Incorporated and American Stock Transfer & Trust Company, as Rights AgentStockholder Protection Rights Agreement • July 6th, 2007 • Vertrue Inc • Services-business services, nec • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”), dated as of July 3, 2007, between Vertrue Incorporated, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).
STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of June 27, 2006 between FUEL SYSTEMS SOLUTIONS, INC. and CHASEMELLON SHAREHOLDER SERVICES, L.L.C. as Rights AgentStockholder Protection Rights Agreement • August 25th, 2006 • Impco Technologies Inc • Motor vehicle parts & accessories • New York
WHEREAS, the Board of Directors of the Company has (a) authorized and declared a dividend of one right (“Right”) in respect of each share of Common Stock (as hereinafter defined) held of record as of the close of business on the effective date of the reorganization (the “Record Time”) involving the Company, IMPCO Technologies, Inc., a Delaware corporation (“IMPCO”), and IMPCO Merger Sub, Inc., a Delaware corporation (“Merger Sub”), pursuant to the Agreement and Plan of Reorganization by and among the Company, IMPCO and Merger Sub, dated as of June 27, 2006, and payable in respect of each such share on the Record Time and (b) as provided in Section 2.4, authorized the issuance of one Right in respect of each share of Common Stock issued after the Record Time and prior to the Separation Time (each as hereinafter defined) and, to the extent provided in Section 5.3, each share of Common Stock issued after the Separation Time;
EX-4.1 2 dex41.htm FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENT FIRST AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • May 5th, 2020
This First Amendment to Stockholder Protection Rights Agreement, dated as of the 22nd day of January, 2009 (this “Amendment”) is made by and between Zep Inc., a Delaware corporation (the “Company”) and Mellon Investor Services LLC, a New Jersey limited liability company, as rights agent (the “Rights Agent”, which term shall include any successor Rights Agent hereunder).
PAPA JOHN'S INTERNATIONAL, INC. STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • February 16th, 2000 • Papa Johns International Inc • Retail-eating places • Delaware
FOURTH AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • Maryland
This Fourth Amendment (the "Amendment") to the Stockholder Protection Rights Agreement is entered into as of February 6, 2009, by and between Hanover Capital Mortgage Holdings, Inc., a Maryland corporation (the "Company"), and Computershare Trust Company, N.A., a national banking association f/k/a EquiServe Trust Company, N.A., the "Rights Agent".
EXHIBIT 99.1 STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • March 27th, 2001 • National Data Corp • Services-business services, nec • Delaware
STOCKHOLDER PROTECTION RIGHTS AGREEMENT BETWEEN KNOLOGY, INC. AND WACHOVIA BANK, NATIONAL ASSOCIATION, AS RIGHTS AGENT JULY 27, 2005Stockholder Protection Rights Agreement • July 29th, 2005 • Knology Inc • Radiotelephone communications • Delaware
THIS STOCKHOLDER PROTECTION RIGHTS AGREEMENT (as amended from time to time, this “Agreement”) is made and entered into as of July 27, 2005, between Knology, Inc., a Delaware corporation (the “Corporation”), and Wachovia Bank, National Association, as rights agent (the “Rights Agent,” which term shall include any successor rights agent hereunder).
AMENDMENT NO. 2 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • February 23rd, 2011 • Dynegy Inc. • Electric services • New York
THIS AMENDMENT NO. 2 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENT (this “Amendment No. 2”) is made and entered into as of February 21, 2011 between Dynegy Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC (operating with the service name BNY Mellon Shareowner Services), a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
AMENDMENT TO THE STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • February 29th, 2024 • Citi Trends Inc • Retail-apparel & accessory stores • New York
This Amendment to the Stockholder Protection Rights Agreement, is made and entered into as of February 28, 2024 (the “Amendment”), by and between Citi Trends, Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (the “Rights Agent”), and amends that certain Stockholder Protection Rights Agreement, dated as of December 6, 2023, by and between the Company and the Rights Agent (the “Rights Agreement”).
AMENDMENT NO. 1 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • August 26th, 2011 • J C Penney Co Inc • Retail-department stores • New York
This Amendment No. 1 to Stockholder Protection Rights Agreement (this “Amendment”) is dated as of August 19, 2011 (the “Effective Date”) and amends the Stockholder Protection Rights Agreement, dated as of October 15, 2010 (the “Rights Agreement”), between J. C. Penney Company, Inc., a Delaware corporation (the “Company”) and Mellon Investor Services, LLC (operating with the service name BNY Mellon Shareowner Services), a New Jersey limited liability company, as Rights Agent (the “Rights Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Rights Agreement.
EX-4.1 4 dex41.htm STOCKHOLDER PROTECTION RIGHTS AGREEMENT AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • May 5th, 2020 • Delaware
THIS AMENDMENT (the “Rights Amendment”) is entered into as of the 26th day of August 2005, by and between NDCHealth Corporation, a Delaware corporation (the “Company”) f/k/a National Data Corporation, and SunTrust Bank, Atlanta, as Rights Agent (the “Rights Agent”), in order to amend the terms of that certain Stockholder Protection Rights Agreement dated March 26, 2001, by and between the Company and the Rights Agent (the ”Rights Agreement”).
EXHIBIT 99.1 STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • December 12th, 2001 • Datastream Systems Inc • Services-prepackaged software • Delaware
AMENDMENT NO. 1 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • April 18th, 2012 • Knology Inc • Radiotelephone communications • Delaware
This AMENDMENT NO. 1 (this “Amendment”) to the Stockholder Protection Rights Agreement, dated July 27, 2005 (the “Rights Agreement”), by and between Knology, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC (successor to Wachovia Bank, National Association), as rights agent (the “Rights Agent”), is entered into this April 18, 2012. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings given to them in the Rights Agreement.
AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • December 15th, 2010 • Dynegy Inc. • Electric services • New York
Amendment No. 1 to the Amended and Restated Stockholder Protection Rights AgreementStockholder Protection Rights Agreement • October 16th, 2009 • Morgans Hotel Group Co. • Hotels & motels • New York
This Amendment No. 1, dated as of October 15, 2009 (this “Amendment”), to the Amended and Restated Stockholder Protection Rights Agreement, dated as of October 1, 2009 (the “Rights Agreement”), between the Morgans Hotel Group Co. (the “Company”) and Mellon Investors Services LLC, as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Rights Agreement.
AMENDMENT NO. 1 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • May 31st, 2006 • Amsouth Bancorporation • State commercial banks • Delaware
This Amendment No. 1 to Stockholder Protection Rights Agreement (this “Amendment”), effective as of May 24, 2006 is between AmSouth Bancorporation, a Delaware corporation (the “Company”), and AmSouth Bank, as rights agent (the “Rights Agent”).
THIRD AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • October 1st, 2008 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • Maryland
This Third Amendment (the “Amendment”) to Stockholder Protection Rights Agreement is entered into as of September 30, 2008, by and between Hanover Capital Mortgage Holdings, Inc., a Maryland corporation (the “Company”), and Computershare Trust Company, N.A., a national banking association f/k/a EquiServe Trust Company, N.A., successor rights agent to State Street Bank & Trust Company (the “Rights Agent”).
ContractStockholder Protection Rights Agreement • October 23rd, 2006 • Indus International Inc • Services-prepackaged software • New York
AMENDMENT NO. 3 TO THE AMENDED AND RESTATED STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • October 4th, 2012 • Morgans Hotel Group Co. • Hotels & motels • New York
This Amendment No. 3, dated as of October 3, 2012 (this “Amendment”), to the Amended and Restated Stockholder Protection Rights Agreement, dated as of October 1, 2009 and as amended on October 15, 2009 and April 21, 2010 (the “Rights Agreement”), between the Morgans Hotel Group Co. (the “Company”) and Computershare Shareowner Services LLC (f/k/a Mellon Investors Services LLC), as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Rights Agreement.
EXHIBIT 4.1 AGREEMENT OF SUBSTITUTION AND AMENDMENT OF STOCKHOLDER PROTECTION RIGHTS AGREEMENT This Agreement of Substitution and Amendment is entered into as of the 23 day of April, 2003, by and between Eastman Chemical Company, a Delaware...Stockholder Protection Rights Agreement • December 5th, 2003 • Eastman Chemical Co • Plastic materials, synth resins & nonvulcan elastomers
AMENDMENT NO. 2 TO THE STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • March 30th, 2016 • Express, Inc. • Retail-apparel & accessory stores
Amendment No. 2, dated March 29, 2016 (this “Amendment”), to the Stockholder Protection Rights Agreement, dated June 12, 2014, and as amended on June 10, 2015 (the “Rights Agreement”), by and between Express, Inc. (the “Company”) and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”).
AMENDMENT TO THE STOCKIIOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • October 10th, 2006 • Mercantile Bankshares Corp • State commercial banks • Maryland
This Amendment dated as of October 8, 2006 (this “Amendment”) to the Stockholder Protection Rights Agreement, dated as of June 8, 1999 (the “Rights Agreement”), between Mercantile Bankshares Corporation, a Maryland corporation (the “Company”), and Mercantile-Safe Deposit and Trust Company, a Maryland trust company, as Rights Agent (the “Rights Agent”). Capitalized terms used herein and not defined shall have the meanings specified in the Rights Agreement.
AMENDMENT NO. 1 TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • July 12th, 2018 • Ca, Inc. • Services-prepackaged software • New York
This AMENDMENT NO. 1 TO THE STOCKHOLDER PROTECTION RIGHTS AGREEMENT (this “Amendment”) is dated as of July 11, 2018 (the “Effective Date”) and amends that certain Stockholder Protection Rights Agreement, dated as of November 30, 2015 (the “Rights Agreement”), as amended, by and between CA, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). Capitalized terms used in this Amendment and not otherwise defined herein have the meaning given to such terms in the Rights Agreement.
AmendmentStockholder Protection Rights Agreement • July 30th, 2008 • Morgans Hotel Group Co. • Hotels & motels • New York
Amendment, dated as of July 25, 2008 (this “Amendment”), to the Stockholder Protection Rights Agreement, dated as of October 9, 2007 (the “Rights Agreement”), between the Morgans Hotel Group Co. (the “Company”) and Mellon Investors Services LLC, as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Rights Agreement.
AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • December 12th, 2008 • Xcel Energy Inc • Electric & other services combined • New York
This Amendment, dated as of December 11, 2008, is made between Xcel Energy Inc., a Minnesota corporation (the “Company”), and The Bank of New York Mellon as successor Rights Agent (the “Rights Agent”), and amends the Stockholder Protection Rights Agreement dated as of December 13, 2000 (the “Rights Agreement”) between the Company and the Rights Agent.
AMENDMENT NO. 4 TO THE AMENDED AND RESTATED STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • April 24th, 2014 • Morgans Hotel Group Co. • Hotels & motels • New York
This Amendment No. 4, dated as of April 24, 2014 (this “Amendment”), to the Amended and Restated Stockholder Protection Rights Agreement, dated as of October 1, 2009 and as amended on October 15, 2009, April 21, 2010 and October 3, 2012 (the “Rights Agreement”), between the Morgans Hotel Group Co. (the “Company”) and Computershare Inc. (successor in interest to Computershare Shareowner Services LLC (f/k/a Mellon Investors Services LLC), as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Rights Agreement.
AMENDMENT TO THE STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • July 19th, 2007 • Vertrue Inc • Services-business services, nec
AMENDMENT (hereinafter called this “Amendment”), dated as of July 18, 2007, between Vertrue Incorporated, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the “Rights Agent”), to the Stockholder Protection Rights Agreement, dated as of July 3, 2007, between the Company and the Rights Agent (the “Rights Agreement”). Unless otherwise specifically defined in this Amendment, each capitalized term used in this Amendment shall have the meaning assigned to such term in the Rights Agreement.
FIRST AMENDMENT TOStockholder Protection Rights Agreement • June 16th, 2008 • Wilshire Enterprises Inc • Operators of apartment buildings • Delaware
This First Amendment to Amended and Restated Stockholder Protection Rights Agreement (this Amendment") is entered into as of June 13, 2008, between Wilshire Enterprises, Inc., a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a limited purpose trust company organized under the banking laws of the State of New York, as rights agent (the "Rights Agent").
Exhibit (4) [LOGO] DIME BANCORP, INC.Stockholder Protection Rights Agreement • June 23rd, 2000 • Dime Bancorp Inc • Savings institution, federally chartered
As required by the Stockholder Protection Rights Agreement, dated as of October 20, 1995, between Dime Bancorp, Inc. ("Dime") and The First National Bank of Boston (the "Rights Agreement"), we hereby notify you that, effective as of the end of business on June 23, 2000 and pursuant to Section 4.4 of the Rights Agreement, you are removed as the Rights Agent under the Rights Agreement and have no further rights or obligations under the Rights Agreement, other than those accrued through such date.
Amendment No. 2 to the Amended and Restated Stockholder Protection Rights AgreementStockholder Protection Rights Agreement • April 22nd, 2010 • Morgans Hotel Group Co. • Hotels & motels • New York
This Amendment No. 2, dated as of April 21, 2010 (this “Amendment”), to the Amended and Restated Stockholder Protection Rights Agreement, dated as of October 1, 2009 (the “Rights Agreement”), between the Morgans Hotel Group Co. (the “Company”) and Mellon Investors Services LLC, as rights agent (the “Rights Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Rights Agreement.
