Attached files
EXHIBIT 4.6
DATA I/O CORPORATION
DESCRIPTION OF DATA I/O CORPORATION’S COMMON
STOCK
The
common stock of Data I/O Corporation is its only class of
securities registered under Section 12 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”).
The
following description of our Common Stock is a summary and does not
purport to be complete. It is subject to and qualified in its
entirety by reference to our Restated Articles of Incorporation and
Certificate of Designation, Preferences and Rights of Series A
Junior Participating Preferred Stock (the “Articles”) and our Amended and
Restated Bylaws (the “Bylaws”), each of which attached
as exhibit to the Annual Report on Form 10-K. We are incorporated
in the State of Washington and are subject to the Washington
Business Corporation Act, Title 23B of the Revised Code of
Washington.
Authorized Capital Shares
Our
authorized capital shares are thirty-five million (35,000,000),
consisting of thirty million (30,000,000) shares of Common Stock
(“Common
Stock”), and five million (5,000,000) shares of
Preferred Stock. Two hundred thousand (200,000) shares of Series A
Junior Participating Preferred Stock have been designated. The
outstanding shares of our Common Stock are fully paid and
nonassessable. There are no shares of Preferred Stock
outstanding.
Voting Rights
Holders
of Common Stock are entitled to one vote per share on all matters
voted on by the shareholders, including the election of directors.
Our Common Stock does not have cumulative voting
rights.
Dividend Rights
The
holders of Common Stock are entitled to receive dividends, if any,
as may be declared from time to time by the Board of Directors in
its discretion out of funds legally available for the payment of
dividends.
Liquidation Rights
Holders
of Common Stock will share ratably in all assets legally available
for distribution to our shareholders in the event of
dissolution.
Other Rights and Preferences
Our
Common Stock has no sinking fund or redemption provisions or
preemptive, conversion or exchange rights. Holders of Common Stock
may act by unanimous written consent.
Potential Limitations on Rights of Holders of Common
Stock
Our
Articles authorize our board of directors to issue up to 5,000,000
shares of Preferred Stock and to determine the price, rights,
preferences, privileges and restrictions, including voting rights,
of those shares without any further vote or action by the
shareholders. Two hundred thousand (200,000) shares of Series A
Junior Participating Preferred Stock have been designated, but none
are outstanding. The rights of the holders of Common Stock may be
subject to, and may be adversely affected by, the rights of the
holders of any Preferred Stock that may be issued in the
future.
Listing
The
Common Stock is traded on The Nasdaq Stock Market LLC under the
trading symbol “DAIO.