EX-4.1 Specimen Certificate evidencing shares of common stock

EX-4.1 2 b65346a2exv4w1.htm EX-4.1 SPECIMEN CERTIFICATE EVIDENCING SHARES OF COMMON STOCK exv4w1

Exhibit 4.1

Dated:

TITLE TO COME

SIGNATURE TO COME

[Graphic Appears Here]

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 is not valid unless countersigned and registered by the Transfer Agent and Registrar. WITNESS the seal of the Corporation and the signatures of its duly authorized officers.

IS THE OWNER OF

ATHENAHEALTH, INC.

TITLE TO COME

SIGNATURE TO COME

FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.01 EACH, OF THE COMMON STOCK OF

Authorized

Transfer and Signature Registrar Agent

Countersigned

AMERICAN

and

STOCK

Registered:

TRANSFER

& TRUST

COMPANY

[Graphic Appears Here]

ATHN

THIS CERTIFIES THAT

INCORPORATED UNDER THE LAWS OF CUSIP 04685W 10 3 THE STATE OF DELAWARE

[Graphic Appears Here]

SEE REVERSE FOR CERTAIN DEFINITIONS

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AMERICAN BANK NOTE COMPANY

711 ARMSTRONG LANE COLUMBIA, TENNESSEE 38401 (931) ###-###-####

SALES: R. JOHNS

516 ###-###-####

/ ETHER 7 / LIVE JOBS / A / Athenahealth 27642 BK

PRODUCTION COORDINATOR: MIKE PETERS ###-###-#### PROOF OF JULY 16, 2007

ATHENAHEALTH, INC. TSB 27642 BK (LITHO)

Operator: AP New PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF: OK AS IS OK WITH CHANGES MAKE CHANGES AND SEND ANOTHER PROOF

The Company will furnish to any shareholder upon request and without charge a full statement of the designation, relative rights, preferences and limitations of the shares of each class authorized to be issued and the designation, relative rights, preferences and limitations of each series of preferred shares which the Company is authorized to issue so far as the same have been fixed, and the authority of the Board of Directors of the Company to designate and fix the relative rights, preferences and limitations of other 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 UNIF GIFT MIN ACT— .................................................. Custodian TEN ENT—as tenants by the entireties (Cust)(Minor) JT TEN —as joint tenants with right of under Uniform Gifts to Minors survivorship and not as tenants Act in common (State) Additional abbreviations mayalso be used though not in the above list. PLEASE INSERT SOCIAL SECURITY OR OTHER <S (/ ‘

IDENTIFYING NUMBER OF ASSIGNEE (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE! MOTIVE^-. ^THE ^SIGNATURE ^T0 ^THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF l\U I ICt: _THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. Signature(s) Guaranteed: THE SIGNATURE(S) SHOULD 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. RULE17Ad-15. AMERICAN BANK NOTE COMPANY PRODUCTION COORDINATOR: MIKE PETERS ###-###-####

711 ARMSTRONG LANE PROOF OF JULY 16, 2007 COLUMBIA, TENNESSEE 38401ATHENAHEALTH, INC. (⁹³¹⁾ ^388-3003 TSB 27642 BK (LITHO) SALES: ............................. R. JOHNS ###-###-#### Operator: AP

/ ETHER 7 / LIVE JOBS / A / Athenahealth 27642 BK New

PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS PROOF: OK AS IS OK WITH CHANGES MAKE CHANGES AND SEND ANOTHER PROOF