Exhibit 4.1
Intrusion Series 2 5% Convertible
Preferred
[FACE OF CERTIFICATE]
NUMBER
P
INCORPORATED UNDER THE LAWS OF THE STATE OF
DELAWARE
SEE REVERSE SIDE FOR RESTRICTIONS
INTRUSION INC.
SHARES
PREFERRED STOCK
SEE REVERSE FOR CERTAIN DEFINITIONS AND
RESTRICTIONS ON TRANSFER
THIS CERTIFIES THAT
is the OWNER of
FULLY PAID AND NON-ASSESSABLE SHARES OF
PREFERRED STOCK, $.01 PAR VALUE PER SHARE, OF INTRUSION INC.
(herein 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 or accompanied by a proper assignment. This Certificate
and the shares represented hereby are issued under and shall be
held subject to all of the provisions of the Certificate of
Incorporation and the By-laws of the Corporation, and all
amendments thereto, copies of which are on file at the principal
offices of the Corporation, to all of which the holder of this
Certificate, by acceptance hereof, assents. IN WITNESS WHEREOF, the
Corporation has caused the facsimile signatures of its duly
authorized officers and its facsimile seal to be hereunto
affixed.
[SIGNATURE]
PRESIDENT AND CHIEF EXECUTIVE OFFICER
[SIGNATURE]
SECRETARY
[CORPORATE SEAL]
DATED:
[REVERSE OF CERTIFICATE]
INTRUSION INC.
THE SECURITIES REPRESENTED BY THIS CERTIFICATE
(THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES
ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD,
TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE
SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR
INTRUSION INC. SHALL HAVE RECEIVED AN OPINION OF COUNSEL THAT
REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER
THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED,
WHICH OPINION AND COUNSEL SHALL BE REASONABLY SATISFACTORY TO
INTRUSION INC. INTRUSION INC. WILL FURNISH TO EACH H
