Exhibit 4.2


 


	Certificate No.	SHARES
	 	 
	 	See reverse for
	 	certain definitions


 


EMCLAIRE FINANCIAL CORP


A Pennsylvania Corporation


 


Series C Non-Cumulative Preferred Stock,
Par Value $1.00 Per Share


 


This certifies that
___________________________________ is the registered holder of _________________ fully paid and non-assessable shares of the Series
C Non-Cumulative, par value $1.00 per share, of Emclaire Financial Corp (the “Corporation”).


 


The shares evidenced
by this Certificate are transferable in person or by a duly authorized attorney or legal representative, upon surrender of this
Certificate properly endorsed. This Certificate and the shares represented hereby are subject to all the provisions of the Articles
of Incorporation and Bylaws of the Corporation and any and all amendments thereto. This Certificate is not valid unless countersigned
by the Transfer Agent and registered by the Registrar. This security is not a deposit or savings account and is not insured
or guaranteed by the Federal Deposit Insurance Corporation or any other Federal or state governmental agency.


 


IN WITNESS WHEREOF,
the Corporation has caused this Certificate to be executed by the facsimile signatures of its duly authorized officers and has
caused its facsimile seal to be affixed hereto.


 


Dated:


 


	_____________________ (SEAL)	 	 
	Matthew J. Lucco	 	William C. Marsh
	Corporate Secretary	 	President and Chief Executive Officer


 



    	 	 	 



     


    

  





	
        For value received, ______________________________ hereby
        sell, assign and transfer unto

         

        PLEASE INSERT SOCIAL SECURITY OR OTHER

        TAXPAYER IDENTIFYING NUMBER OF ASSIGNEE

        ┌───────────────────────────────┐

        │                                 │

        └───────────────────────────────┘

         

        PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL
        ZIP CODE, OF ASSIGNEE

         


 






 






 






 



 

shares of Series C Preferred Stock represented by this Certificate,
        and do hereby irrevocably constitute and appoint ___________________________ as Attorney, to transfer the said shares on the books
        of the within named Corporation, with full power of substitution.

         

         

        Dated ________ __, _____

        _______________________

        Signature

         

        _______________________

        Signature

         

        Notice: The signature(s) to this assignment must correspond
        with the name(s) written upon the face of this Certificate in every particular, without alteration or any change whatsoever.
	   	
        The Corporation is authorized to issue more than one class of
        stock, including a class of preferred stock which may be issued in one or more series. The Corporation will furnish to any stockholder,
        upon written request and without charge, a full statement of the designations, preferences, limitations and relative rights of
        the shares of each class authorized to be issued and, with respect to the issuance of any preferred stock to be issued in series,
        the relative rights and preferences between the shares of each series so far as the rights and preferences have been fixed and
        determined and the authority of the Board of Directors to fix and determine the relative rights and preferences of subsequent series.

         

        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

         

        TEN ENT    -    as tenants
        by the entireties

         

        JT TEN    -    as joint
        tenants with right of survivorship and not as tenants in common

         

        UNIF GIFT MIN ACT - ___________ Custodian___________

        (Cust)                              (Minor)

        under Uniform Gifts to Minors Act________

         (State)

         

        Additional abbreviations may also be used though not in the
        above list.