AvantGo, Inc. Common Stock Certificate Form

Summary

This document is a form of common stock certificate issued by AvantGo, Inc., a Delaware corporation. It certifies ownership of a specified number of fully paid and non-assessable shares of common stock, with a par value of $0.0001 per share. The certificate is transferable on the corporation's books upon proper endorsement and must be countersigned by a transfer agent and registered by a registrar to be valid. It also outlines procedures for transfer and provides information on shareholder rights upon request.

EX-4.1 5 0005.txt FORM OF COMMON STOCK EXHIBIT 4.1 COMMON STOCK --------- -------- NUMBER SHARES AVG --------- -------- [LOGO] AvantGo(TM) INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CUSIP 05349M 10 0 SEE REVERSE FOR CERTAIN DEFINITIONS THIS IS TO CERTIFY THAT is the owner of fully paid and non-assessable shares, $0.0001 par value, of the COMMON STOCK of ___________________________ ___________________________ ________________________________ AvantGo, Inc.________________________________ ___________________________ ___________________________ (hereinafter called the "Corporation"), transferable on the books of the Corporation in person, or by duly authorized attorney, upon surrender of this certificate properly endorsed. This certificate is not valid until countersigned by a Transfer Agent and registered by a Registrar. WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. Dated: COUNTERSIGNED AND REGISTERED: CHASEMELLON SHAREHOLDER SERVICES, L.L.C. TRANSFER AGENT AND REGISTRAR BY AUTHORIZED SIGNATURE /s/ David Cooper /s/ Richard Owen CHIEF FINANCIAL OFFICER [SEAL] CHIEF EXECUTIVE OFFICER AvantGo, Inc. THE CORPORATION WILL FURNISH WITHOUT CHARGE TO EACH STOCKHOLDER WHO SO REQUESTS, A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF EACH CLASS OF STOCK OR SERIES THEREOF AUTHORIZED TO BE ISSUED AND THE AUTHORITY OF THE BOARD OF DIRECTORS OF THE CORPORATION TO DESIGNATE AND FIX THE RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF CLASSES OF PREFERRED STOCK IN 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 WROS - as joint tenants with right under Uniform Gifts to Minors of survivorship and not as Act _______________ tenants in common (State)

Additional abbreviations may also be used though not in the above list. For value received, _________________________ hereby sell, assign and transfer unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE - -------------------------------------- _______________________________________________________________________________ _______________________________________________________________________________ (Please print or typewrite 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 the said Shares on the Books of the within-named Corporation with full power of substitution in the premises. Dated:___________________________________ _______________________________________ NOTICE: The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement, or any change whatever. SIGNATURE(S) GUARANTEED:____________________________________________ 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.