Exhibit 4.1
Intrusion 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 HOLDER OF ITS 5% CONVERTIBLE PREFERRED STOCK
WHO SO REQUESTS WITHOUT CHARGE A COPY OF THE CERTIFICATE OF
DESIGNATIONS SETTING FORTH THE POWERS
