Exhibit 4.4
RESTRICTED SECURITIES SEE LEGENDS ON REVERSE SIDE
Delaware
NUMBER SHARES
Arch Wireless, Inc.
FULLY PAID Series C Convertible Preferred Stock NON-ASSESSABLE
$.01 Par Value Per Share
THIS CERTIFIES that is the
registered holder of _________________________________________________ Shares
ARCH WIRELESS, INC.
transferable only on the books of the Corporation by the holder hereof in person
or by Attorney upon surrender of this Certificate properly endorsed.
In Witness Whereof, the said Corporation has caused this Certificate to be
signed by its duly authorized officers and its Corporate Seal to be hereunto
affixed this __________ day of __________ A.D. _____
Dated:
/s/ Gerald J. Cimmino [Seal] /s/ C.E. Baker, Jr.
Vice President and Treasurer Chairman and Chief
Executive Officer
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These shares have not been registered under the Securities Act of 1933.
They may not be offered or transferred by sale, assignment, pledge or otherwise
unless (i) a registration statement for the shares under the Securities Act of
1933 is in effect or (ii) the corporation has received an opinion of counsel
which opinion is satisfactory to the corporation, to the effect that such
registration is not required under the Securities Act of 1933.
The corporation has more than one class of stock authorized to be issued.
The corporation will furnish without charge to each stockholder upon written
request a copy of the full text of the preferences, voting powers,
qualifications and special and relative rights of the shares of each class of
stock (and any series thereof) authorized to be issued by the corporation as set
forth in the Restated Certificate of Incorporation of the corporation and
amendments thereto filed with the Secretary of the State of Delaware.
For Value Received, ____________________ hereby sell, assign and transfer
unto __________________________________________________________________________
Shares ________________________________________________________________________
represented by the within Certificate, and do hereby irrevocably 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, ____________________
_______________________________
In presence of
_____________________________________
NOTICE: THE SIGNATURE OF 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.