Exhibit 4.1
FORM OF 7.25% MANDATORY CONVERTIBLE PREFERRED STOCK
UNLESS
THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF
THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION
(“DTC”), TO THE CORPORATION OR THE TRANSFER AGENT NAMED
ON THE FACE OF THIS CERTIFICATE, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS
IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY
PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER,
PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON IS WRONGFUL IN AS MUCH AS THE REGISTERED OWNER HEREOF, CEDE
& CO. HAS AN INTEREST HEREIN.
TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN
WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR TO A SUCCESSOR
THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS
OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS MADE IN
ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE CERTIFICATE OF
DESIGNATIONS. IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL
DELIVER TO THE TRANSFER AGENT NAMED ON THE FACE OF THIS CERTIFICATE
SUCH CERTIFICATES AND OTHER INFORMATION AS SUCH TRANSFER AGENT MAY
REASONABLY REQUIRE TO CONFIRM THAT THE TRANSFER COMPLIES WITH THE
FOREGOING RESTRICTIONS.
Number:
R-1
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7.25% Mandatory
Convertible Preferred Stock
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[
] Shares |
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CUSIP NO.: 780287207 |
ROYAL
GOLD, INC.
FACE
OF SECURITY
This
certifies that Cede & Co. is the owner of fully paid and
non-assessable shares of the 7.25% Mandatory Convertible Preferred
Stock, par value $0.01 of Royal Gold, Inc. (hereinafter called the
“Corporation”), transferable on the books of the
Corporation by the holder hereof in person or by duly authorized
attorney, upon surrender of this Certificate properly endorsed.
This certificate and the shares represented hereby are issued and
shall be held subject to all the provisions of the Restated
Certificate of Incorporation of Royal Gold, Inc. and all amendments
thereto (copies of which are on file at the office of the Transfer
Agent) to all of which the holder of this certificate by acceptance
hereo