EX-4.3



 Exhibit 4.3 

 

			
	RIGHTS CERTIFICATE #:	  	NUMBER OF RIGHTS

 THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE 

COMPANY’S PROSPECTUS DATED MAY [    ], 2013 (THE “PROSPECTUS”) AND ARE
INCORPORATED 
 HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST 

FROM EAGLE ROCK PROXY ADVISORS, LLC, THE INFORMATION AGENT. 
 Eastern Virginia Bankshares, Inc. 
 Incorporated under the laws of the
Commonwealth of Virginia 
 NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATE 

Evidencing Non-Transferable Subscription Rights to Purchase Shares of Common Stock of 

Eastern Virginia Bankshares, Inc. 
 Subscription Price: $4.55 per Share 
 THE SUBSCRIPTION RIGHTS WILL EXPIRE IF NOT
EXERCISED ON OR BEFORE 5:00 P.M., 
  EASTERN TIME, ON FRIDAY, JUNE 14, 2013, UNLESS EXTENDED BY EASTERN VIRGINIA BANKSHARES,
INC. 
  REGISTERED OWNER: 
 THIS
CERTIFIES THAT the registered owner whose name is inscribed hereon is the owner of the number of non-transferable subscription rights (“Rights”) set forth above. Each Right entitles the holder thereof to subscribe for and
purchase 0.181051448 of a share (rounded down to the nearest whole share) of common stock, par value $2.00 per share (the “Common Stock”), of Eastern Virginia Bankshares, Inc., a Virginia corporation, at a subscription price
of $4.55 per share (the “Basic Subscription Right”), pursuant to a rights offering (the “Rights Offering”), on the terms and subject to the conditions set forth in the Prospectus. If any shares of
Common Stock available for purchase in the Rights Offering are not purchased by other holders of Rights pursuant to the exercise of their Basic Subscription Right (the “Remaining Shares”), any Rights holder that exercises its
Basic Subscription Right in full may subscribe for a number of Remaining Shares pursuant to the terms and conditions of the Rights Offering, subject to proration, as described in the Prospectus (the “Over-subscription
Privilege”). The Rights represented by this Subscription Rights Certificate may be exercised by completing Form 1 and any other appropriate forms on the reverse side hereof and by returning the full payment of the subscription price for
each share of Common Stock in accordance with the instructions set forth in Form 1 hereto, the Prospectus, and the Instructions for Use of Eastern Virginia Bankshares, Inc. Subscription Rights Certificates. THE RIGHTS EVIDENCED BY THIS SUBSCRIPTION
RIGHTS CERTIFICATE ARE NOT TRANSFERABLE AND MAY NOT BE EXERCISED UNLESS THE REVERSE SIDE HEREOF IS COMPLETED AND SIGNED, WITH A SIGNATURE GUARANTEE, IF APPLICABLE 
 This Subscription Rights Certificate is not valid unless countersigned by the subscription agent and registered by the registrar. 
 Witness the facsimile corporate seal and the facsimile signatures of the duly authorized officers of Eastern Virginia Bankshares, Inc. 
 Dated:                          

 

							
		 	  
	 		  	  

		 	President and Chief Executive Officer	 		  	Secretary

 COUNTERSIGNED AND REGISTERED: 
 Registrar and Transfer Company 
  

	
	  

	Authorized Signature








 DELIVERY OPTIONS FOR SUBSCRIPTION RIGHTS CERTIFICATE 

Delivery other than in the manner or to the addresses listed below will not constitute valid delivery. 

 

			
	 By mail:
  

Registrar and Transfer Company
 P.O. Box
645
 Cranford, New Jersey 07016–0645
	  	 By hand or overnight courier:
  

Registrar and Transfer Company
 10 Commerce
Drive
 Cranford, New Jersey 07016


 PLEASE PRINT ALL INFORMATION CLEARLY AND LEGIBLY. 

FORM 1—EXERCISE OF SUBSCRIPTION RIGHTS 
 To subscribe for shares pursuant to your Basic Subscription Right, please complete lines (a) and (c) and sign under Form 3 below (and Form 4, if applicable). To subscribe for shares pursuant to
your Over-Subscription Privilege, please also complete line (b) and sign under Form 3 below (and Form 4, if applicable). To the extent you subscribe for more Shares than you are entitled under either the Basic Subscription Right or the
Over-subscription Privilege, you will be deemed to have elected to purchase the maximum number of shares for which you are entitled to subscribe under the Basic Subscription Right or Over-subscription Privilege, as applicable. 

 

	(a)	BASIC SUBSCRIPTION RIGHT: 

 I
exercise                      rights X
                     =
                                         
                                    

(no. of rights) (ratio) (total number of new shares rounded down 

to nearest whole share) 
 Therefore, I apply for
                                         X
                     =
$                     
 (no. of new
whole shares) (subscription price) (amount enclosed) 
  

	(b)	OVER-SUBSCRIPTION PRIVILEGE: 

 I
apply for
                                         X
                     =
$                     
 (no. of new
whole shares) (subscription price) (additional amount enclosed) 
  

	(c)	TOTAL AMOUNT ENCLOSED:
$                                         
                                         
           

 (sum of basic plus
over-subscription amounts) 
 METHOD OF PAYMENT (CHECK ONE): 
  

	 ̈	Personal check drawn on a U.S. bank payable to “Registrar and Transfer Company,” as Subscription Agent. 


 

	 ̈	Wire transfer of immediately available funds directly to the account maintained by Registrar and Transfer Company, as Subscription Agent, for purposes of accepting
subscriptions in this Rights Offering at: 

  

			
	For the Benefit of:	  	 REGISTRAR AND TRANSFER COMPANY,
 As Subscription Agent for Eastern Virginia Bankshares, Inc., with reference to the certificate number and name listed on your Subscription Rights Certificate

		
	Bank:	  	 TD Bank
 6000 Atrium
Way
 Mount Laurel, New Jersey 08054

	 Account #:
 ABA
#:
	  	 2760535977

031201360









 FORM 2—SPECIAL ISSUANCE OR DELIVERY INSTRUCTIONS FOR SUBSCRIPTION RIGHTS HOLDERS: 

(a) To be completed ONLY if the shares of Common Stock are to be issued in a name other than that of the registered holder. (See the Instructions.) DO NOT
FORGET TO COMPLETE THE GUARANTEE OF SIGNATURE(S) SECTION BELOW. 
 ISSUE COMMON STOCK TO: 

 

			
	(Please Print Name)	 	
	(Print Full Address)	 	
	(Social Security # or Tax ID #)	 	

 (b) To be completed ONLY if the shares of Common Stock are to be sent to an address other than that shown on the front of
this certificate. (See the Instructions.) DO NOT FORGET TO COMPLETE THE GUARANTEE OF SIGNATURE(S) SECTION BELOW. 
  

			
	(Please Print Name)	 	
	(Print Full Address)	 	
	(Social Security # or Tax ID #)	 	

 FORM 3—SIGNATURE 
 TO SUBSCRIBE: I acknowledge that I have received the Prospectus for this Rights Offering and I hereby irrevocably subscribe for the number of shares indicated above on the terms and conditions specified
in the Prospectus. 
 Signature(s) 

IMPORTANT: The signature(s) must correspond with the name(s) as printed on the reverse of this Subscription Rights Certificate in every particular,
without alteration or enlargement, or any other change whatsoever. 
 FORM 4—SIGNATURE GUARANTEE 

This form must be completed if you have completed any portion of Form 2. 
  


			
	Signature	  	
	Guaranteed:	  	  

		  	(Name of Bank or Firm)


			
		
	By:	  	  

		  	(Signature of Officer)

 IMPORTANT: The signature(s) should be guaranteed by an eligible guarantor institution (bank, stock broker,
savings & loan association or credit union) with membership in an approved signature guarantee medallion program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended. 







 FOR INSTRUCTIONS ON THE USE OF EASTERN VIRGINIA BANKSHARES, INC. SUBSCRIPTION RIGHTS CERTIFICATES, CONSULT
EAGLE ROCK PROXY ADVISORS, LLC, THE INFORMATION AGENT, AT (888) 669-2032 TOLL-FREE. 
 FULL PAYMENT FOR THE SHARES MUST ACCOMPANY THIS FORM
AND MUST BE MADE IN UNITED STATES DOLLARS BY A PERSONAL CHECK DRAWN ON A UNITED STATES BANK OR WIRE TRANSFER PAYABLE TO REGISTRAR AND TRANSFER COMPANY.