EX-4.3



 Exhibit 4.3 
  





 

  

.ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# SERIES B COMMON STOCK PAR VALUE $0.01 EACH THE SHARES REPRESENTED HEREBY ARE SUBJECT TO (i) RESTRICTIONS ON TRANSFER
AND THE REGISTRATION OF TRANSFER AND (ii) MANDATORY CONVERSION UPON THE OCCURRENCE OF CERTAIN EVENTS – SEE REVERSE SIDE SERIES B COMMON STOCK PAR VALUE $0.01 EACH Certificate Number ZQ00000000 A. H. BELO CORPORATION INCORPORATED UNDER THE LAWS
OF THE STATE OF TEXAS Shares 000000 000000 000000 000000 000000 THIS CERTIFIES THAT . MR. SAMPLE & MRS. SAMPLE & MR. SAMPLE & MRS. SAMPLE CUSIP 001282 20 1 SEE REVERSE FOR CERTAIN DEFINITIONS AND RESTRICTIONS is the owner of ZERO HUNDRED
THOUSAND ZERO HUNDRED AND ZERO THIS CERTIFICATE IS TRANSFERABLE IN CITIES DESIGNATED BY THE TRANSFER AGENT, AVAILABLE ONLINE AT www.computershare.com FULLY PAID AND NONASSESSABLE SHARES OF SERIES B COMMON STOCK OF A. H. Belo 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 under and shall be subject
to all of the provisions of the Certificate of Formation and Bylaws of the Corporation and any amendments thereto, copies of which are on file with the Corporation and the Transfer Agent, to all of which the holder, by acceptance hereof, assents.
This certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. Witness the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. Chairman of the Board Secretary DATED
DD-MMM-YYYY COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR By AUTHORIZED SIGNATURE SECURITY INSTRUCTIONS ON REVERSE A. H. BELO CORPORATION CORPORATE SEAL 2007 TEXAS A 123456 








 



 

  
 A. H. BELO CORPORATION THE CORPORATION IS
AUTHORIZED BY ITS CERTIFICATE OF FORMATION TO ISSUE THREE SERIES OF COMMON STOCK (SERIES A, SERIES B, AND SERIES C) AND MORE THAN ONE SERIES OF PREFERRED STOCK. THE DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF EACH SUCH CLASS OR
SERIES, AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO DETERMINE SUCH DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS, ARE STATED IN THE CERTIFICATE OF FORMATION. THE HOLDERS OF SERIES B STOCK ARE ENTITLED TO TEN (10) VOTES PER SHARE,
VOTING AS A SINGLE CLASS WITH THE HOLDERS OF ALL OUTSTANDING SHARES OF SERIES A STOCK AND OUTSTANDING SHARES, IF ANY, OF SERIES C STOCK. UNDER THE CERTIFICATE OF FORMATION, SHARES OF SERIES B STOCK ARE SUBJECT TO SIGNIFICANT RESTRICTIONS ON TRANSFER
AND REGISTRATION OF TRANSFER AND TO MANDATORY CONVERSION UPON THE OCCURRENCE OF CERTAIN EVENTS. IN GENERAL, SERIES B STOCK CAN BE TRANSFERRED ONLY TO “PERMITTED TRANSFEREES” (AS DEFINED IN THE CERTIFICATE OF FORMATION). AS A CONDITION TO
TRANSFER OF SERIES B STOCK, THE CORPORATION REQUIRES AFFIDAVITS OR OTHER PROOF ACCEPTABLE TO THE CORPORATION OR ITS TRANSFER AGENT THAT THE TRANSFEREE IS A PERMITTED TRANSFEREE. SERIES B STOCK PRESENTED FOR TRANSFER SHALL BE PRESUMED TO BE PRESENTED
FOR CONVERSION AND DELIVERY OF SERIES A STOCK TO A PERSON WHO IS NOT A PERMITTED TRANSFEREE UNLESS ACCOMPANIED BY SUCH EVIDENCE TO THE CONTRARY WHEN DELIVERED TO THE CORPORATION OR ITS TRANSFER AGENT. SHARES OF SERIES B STOCK ARE FREELY CONVERTIBLE
INTO SHARES OF SERIES A STOCK. THE HOLDER OF SUCH SHARES MAY EXERCISE THE CONVERSION PRIVILEGE AT ANY TIME BY SURRENDERING THE CERTIFICATE(S) REPRESENTING SERIES B STOCK TO THE CORPORATION OR ITS TRANSFER AGENT AND COMPLETING AND SIGNING THE WRITTEN
NOTICE OF ELECTION TO CONVERT SUCH SHARES INTO SERIES A STOCK SET FORTH AT THE BOTTOM OF THIS CERTIFICATE. ALL STATEMENTS HEREIN ARE QUALIFIED IN THEIR ENTIRETY BY REFERENCE TO THE PROVISIONS OF THE CERTIFICATE OF FORMATION, WHICH IS INCORPORATED
HEREIN BY THIS REFERENCE. UPON WRITTEN REQUEST OF THE RECORD HOLDER OF THIS CERTIFICATE TO THE CORPORATION AT ITS PRINCIPAL PLACE OF BUSINESS OR REGISTERED OFFICE, A COPY OF THE CERTIFICATE OF FORMATION WILL BE FURNISHED WITHOUT CHARGE TO SUCH
RECORD HOLDER. 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 UNIF
GIFT MIN ACT Custodian (Cust) (Minor) TEN ENT - as tenants by the entireties under Uniform Gifts to Minors Act (State) JT TEN - as joint tenants with right of survivorship and not as tenants in common UNIF TRF MIN ACT (Cust) Custodian (until age)
under Uniform Transfers to Minors Act (Minor) (State) Additional abbreviations may also be used though not in the above list. PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE For value received, hereby sell(s), assign(s), and
transfer(s) unto (PLEASE PRINT OR TYPE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) Shares of the Common Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint Attorney to transfer such stock on
the books of the within-named Corporation with full power of substitution in the premises. Dated: 20 Signature(s) Guaranteed: Medallion Guarantee Stamp 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. Signature(s) Guaranteed: Signature(s) Guaranteed: NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT
MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT, OR ANY CHANGE WHATEVER. UNLESS THE FOLLOWING CERTIFICATE OF PERMITTED TRANSFEREE IS COMPLETED AT TIME OF REQUEST FOR
TRANSFER, SHARES OF SERIES A STOCK {RATHER THAN SERIES B STOCK) WILL BE ISSUED AUTOMATICALLY ON A SHARE-FOR-SHARE BASIS UPON TRANSFER PURSUANT TO THE FOREGOING ASSIGNMENT CERTIFICATE OF PERMITTED TRANSFEREE The undersigned hereby certifies that the
undersigned, the assignee of share of Series B Stock represented by the within certificate, is (State relationship to assignor) of the assignor and as such is a Permitted Transferee (as defined in the Corporation's Certificate of Formation). The
undersigned hereby requests that such shares of Series B Stock be transferred to and registered in the name of the undersigned. The undersigned hereby acknowledges that such shares of Series B Stock may not be transferred into “street” or
nominee name or to any person who is not a Permitted Transferee and that any such shares subsequently transferred to “street” or nominee name or to a person who is not such a Permitted Transferee will be deemed to have been converted
automatically into shares of Series A Stock in accordance with the Corporation's Certificate of Formation. Address Print Name City, State, Zip Code Signature Dated NOTICE OF ELECTION TO CONVERT SHARES OF SERIES B STOCK INTO SHARES OF SERIES A STOCK
The undersigned hereby converts shares of Series B Stock represented by this certificate into a like number of shares of Series A Stock to be registered in the name of the undersigned (any balance of shares not converted hereby will be returned to
the undersigned as shares of Series B Stock). Dated Signature The IRS requires that the named transfer agent (“we”) report the cost basis of certain shares or units acquired after January 1, 2011. If your shares or units are covered by the
legislation, and you requested to sell or transfer the shares or units using a specific cost basis calculation method, then we have processed as you requested. If you did not specify a cost basis calculation method, then we have defaulted to the
first in, first out (FIFO) method. Please consult your tax advisor if you need additional information about cost basis. If you do not keep in contact with the issuer or do not have any activity in your account for the time period specified by state
law, your property may become subject to state unclaimed property laws and transferred to the appropriate state. SECURITY INSTRUCTIONS THIS IS WATERMARK PAPER DO NOT ACCEPT WITHOUT NOTING WATERMARK HOLD TO LIGHT TO VERIFY WATERMARK.