San Jose, California, is a vibrant city located in the heart of Silicon Valley. Known for its technological innovation and diverse cultural heritage, San Jose is the third largest city in California and the tenth largest in the United States. It is a hub for the technology industry, with numerous tech giants headquartered in the area, including Adobe, Cisco Systems, and eBay. The proposed amendment to Article 4 of the certificate of incorporation in San Jose, California, seeks to authorize the issuance of preferred stock. Preferred stock is a type of ownership in a corporation that has different rights and privileges compared to common stock. It typically offers shareholders certain advantages, such as a fixed dividend payment and priority in receiving assets in the event of liquidation. The purpose of this proposed amendment is to provide the corporation with increased flexibility in its financing options. By authorizing the issuance of preferred stock, the corporation can raise capital more easily and potentially attract investors who prefer the additional benefits associated with this type of stock. The copy of the proposed amendment to Article 4 of the certificate of incorporation should outline the specific changes being made to the original document. It should clearly state the authorization of preferred stock as a new class of shares and detail any specific rights or preferences attached to this stock, such as dividend rates, voting rights, or conversion options. Different types of preferred stock that may be specified in the proposed amendment include: 1. Cumulative Preferred Stock: This type of stock guarantees that any missed dividend payments accumulate and must be paid before common stockholders receive dividends. 2. Non-Cumulative Preferred Stock: Unlike cumulative preferred stock, non-cumulative preferred stock does not accumulate missed dividend payments, meaning shareholders are not entitled to previously unpaid dividends. 3. Convertible Preferred Stock: Convertible preferred stock can be converted into a specified number of common shares at the shareholder's discretion. This option allows investors to benefit from potential increases in the company's stock value. 4. Participating Preferred Stock: Participating preferred stock grants shareholders the right to participate in additional dividends beyond their fixed dividend rate. This means they can receive dividends in excess of what common stockholders receive. It is important to consult legal and financial professionals when drafting and implementing the proposed amendment to ensure compliance with regulations and to address the specific needs and goals of the corporation. Additionally, this description provides general information and should not be considered legal or financial advice.