Certain Offerings by Treasury. In the case of any securities held by Treasury that cease to be Registrable Securities solely by reason of clause (2) in the definition of “Registrable Securities,” the provisions of Sections 4.5(a)(ii), clauses (iv), (ix) and (x)-(xii) of Section 4.5(c), Section 4.5(g) and Section 4.5(i) shall continue to apply until such securities otherwise cease to be Registrable Securities. In any such case, an “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. Annex E (Registration Rights) ANNEX F FORM OF CERTIFICATE OF DESIGNATION [SEE ATTACHED] Annex F (Form of Certificate of Designations) ANNEX G FORM OF OFFICER’S CERTIFICATE OFFICER’S CERTIFICATE OF [COMPANY] In connection with that certain Securities Purchase Agreement, dated [____________], 2011 (the “Agreement”) by and between [COMPANY] (the “Company”) and the Secretary of the Treasury, the undersigned does hereby certify as follows:
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker- dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. ANNEX F FORM OF SENIOR SECURITY [SEE ATTACHED] ANNEX G FORM OF OFFICER’S CERTIFICATE OFFICER’S CERTIFICATE OF [COMPANY] In connection with that certain Securities Purchase Agreement, dated [ ], 2011 (the “Agreement”) by and between [COMPANY] (the “Company”) and the Secretary of the Treasury, the undersigned does hereby certify as follows:
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution.
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. ANNEX F FORM OF CERTIFICATE OF DESIGNATION [SEE ATTACHED] ANNEX F FORM OF CERTIFICATE OF DESIGNATION [CERTIFICATE OF DESIGNATION] OF [SENIOR] NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES [—] OF [—] [Insert name of Issuer], a [corporation/bank/banking association/savings association] organized and existing under the laws of the [Insert jurisdiction of organization] (the “Issuer”), in accordance with the provisions of Section[s] [—] of the [Insert applicable statute] thereof, does hereby certify: The board of directors of the Issuer (the “Board of Directors”) or an applicable committee of the Board of Directors, in accordance with the [[certificate of incorporation/articles of association] and bylaws] of the Issuer and applicable law, adopted the following resolution on [—] creating a series of [—] shares of Preferred Stock of the Issuer designated as “Senior Non-Cumulative Perpetual Preferred Stock, Series [—]”. RESOLVED, that pursuant to the provisions of the [[certificate of incorporation/articles of association] and the bylaws] of the Issuer and applicable law, a series of Preferred Stock, par value $[—] per share, of the Issuer be and hereby is created, and that the designation and number of shares of such series, and the voting and other powers, preferences and relative, participating, optional or other rights, and the qualifications, limitations and restrictions thereof, of the shares of such series, are as follows:
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. ANNEX F FORM OF CERTIFICATE OF DESIGNATION [OMITTED. Please see Exhibit 3.1, Statement of Designation of Senior Non-Cumulative Perpetual Preferred Stock, Series D of Veritex Holdings, Inc., as filed with the Office of the Secretary of State of the State of Texas on July 28, 2017, to Veritex Holdings, Inc.’s Current Report on Form 8-K, dated August 1, 2017] ANNEX G FORM OF OFFICER’S CERTIFICATE [OMITTED] ANNEX H FORM OF SUPPLEMENTAL REPORTS [OMITTED] ANNEX I FORM OF ANNUAL CERTIFICATION [OMITTED] ANNEX J FORM OF OPINION [OMITTED] ANNEX K FORM OF REPAYMENT DOCUMENT
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. Annex E (Registration Rights) SBLF0523 (Bank/Thrift) ANNEX F FORM OF CERTIFICATE OF DESIGNATION [SEE ATTACHED] Annex F (Form of Certificate of Designations) SBLF0523 (Bank/Thrift) ANNEX G FORM OF OFFICER’S CERTIFICATE OFFICER’S CERTIFICATE OF [COMPANY] In connection with that certain Securities Purchase Agreement, dated [____________], 2011 (the “Agreement”) by and between [COMPANY] (the “Company”) and the Secretary of the Treasury, the undersigned does hereby certify as follows:
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. ANNEX F CERTIFICATE OF DESIGNATION [SEE ATTACHED] ANNEX G OFFICER’S CERTIFICATE OFFICER’S CERTIFICATE OF OAK VALLEY BANCORP In connection with that certain Securities Purchase Agreement, dated August 11, 2011 (the “Agreement”) by and between Oak Valley Bancorp (the “Company”) and the Secretary of the Treasury, the undersigned does hereby certify as follows:
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. (Bank/Thrift) ANNEX F FORM OF CERTIFICATE OF DESIGNATION [SEE ATTACHED] (Bank/Thrift) ARTICLES OF AMENDMENT TO AMENDED AND RESTATED ARTICLES OF INCORPORATION OF XENITH BANKSHARES, INC. TO CREATE A NEW SERIES OF PREFERRED STOCK DESIGNATED AS SENIOR NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES A
Certain Offerings by Treasury. An “underwritten” offering or other disposition shall include any distribution of such securities on behalf of Treasury by one or more broker-dealers, an “underwriting agreement” shall include any purchase agreement entered into by such broker-dealers, and any “registration statement” or “prospectus” shall include any offering document approved by the Company and used in connection with such distribution. ANNEX F FORM OF CERTIFICATE OF DESIGNATION [SEE ATTACHED] ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF FIRST NBC BANK HOLDING COMPANY First NBC Bank Holding Company, a Louisiana corporation (the “Corporation”), through its undersigned President and Secretary, hereby certifies that on July 27, 2011, the Board of Directors of the Corporation, in accordance with Article III(B) of the Articles of Incorporation of the Corporation and Section 33(A) of the Louisiana Business Corporation Law, adopted an amendment to Article III of the Articles of Incorporation to add a Section E, which Article III(F) reads in its entirety as follows:
