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EXHIBIT 4.1
INCORPORATED UNDER THE LAWS
OF THE STATE OF DELAWARE
[LOGO]
NUMBER SHARES
RSA
RSA SECURITY INC.
THIS CERTIFICATE IS TRANSFERABLE SEE REVERSE FOR
IN BOSTON, MA OR NEW YORK, NY CERTAIN DEFINITIONS
CUSIP 749719 10 0
THIS CERTIFIES THAT
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $.01 PAR VALUE, OF
RSA Security Inc. transferable on the books of the Corporation in person or by
attorney upon surrender of this Certificate properly endorsed or assigned. This
Certificate and the shares represented hereby are subject to the laws of the
State of Delaware and to the Certificate of Incorporation and the By-laws of the
Corporation as from time to time amended (copies of which are on file with the
Transfer Agent) to all of which the holder by acceptance hereof assents.
This Certificate is not valid until countersigned and registered by the
Transfer Agent and Registrar. IN WITNESS WHEREOF, RSA Security Inc. has
caused its facsimile corporate seal and the facsimile signatures of its
duly authorized officers to be hereunto affixed.
Dated:
[SEAL]
/s/ John F. Kennedy /s/ Charles R. Stuckey, Jr.
Treasurer Chairman of the Board of
Directors
Countersigned and Registered:
STATE STREET BANK AND TRUST COMPANY
Transfer Agent and Registrar
By
AUTHORIZED SIGNATURE
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RSA SECURITY INC.
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 UNF GIFT MIN ACT - ....Custodian....
TEN ENT -- as tenants by the entireties (Cust) (Minor)
JT TEN -- as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act...........................
in common (State)
COM PROP -- as community property
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
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
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___________________________________ Shares of the capital 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, _____________________
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NOTICE: THE SIGNATURE TO 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.
SIGNATURE(S) GUARANTEED:------------------------------------------------------
THE SIGNATURE(S) MUST 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.