Additional abbreviations may also be used though not in the above list.
Exhibit 4.1
COMMON STOCK
NUMBER
GH
grubHub grubHub happy eating seamless MENU PAGES allmenus
COMMON STOCK
SHARES
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CUSIP 400110 10 2
GrubHub Inc. SEE REVERSE FOR CERTAIN DEFINITIONS
THIS CERTIFIES THAT
SPECIMEN
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $0.0001 VALUE PER SHARE, OF
GrubHub Inc.
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 unless countersigned by the Transfer Agent and registered by the Registrar. Witness the facsimile signatures of the Corporations duly authorized officers.
Dated:
SECRETARY AND GENERAL COUNSEL PRESIDENT
COUNTERSIGNED AND REGISTERED:
AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC
(Brooklyn, NY)
TRANSFER AGENT AND REGISTRAR
BY
AUTHORIZED SIGNATURE
AMERICAN BANK NOTE COMPANY
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 survivorship and not as tenants in common |
under Uniform Gifts to Minors | |||||||||||
Act | ||||||||||||||
(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 |
| |
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Attorney to transfer the said stock on the books of the within-named Corporation with full power of substitution in the premises. |
Dated, |
|
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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. |