Longeveron Inc. Specimen Class A Common Stock Certificate

Summary

This document is a specimen certificate representing shares of Class A Common Stock in Longeveron Inc., a Delaware corporation. It certifies ownership of fully paid shares, which can be transferred on the company's books by the holder or an authorized attorney upon proper endorsement. The certificate is subject to the company's Certificate of Incorporation and By-Laws. The shares are not registered under the Securities Act of 1933 and are subject to transfer restrictions unless certain conditions are met, such as registration or an applicable exemption.

EX-4.1 7 ea134523ex4-1_longeveron.htm SPECIMEN CLASS A COMMON STOCK CERTIFICATE EVIDENCING THE SHARES OF CLASS A COMMON STOCK

Exhibit 4.1

See Transfer Restrictions on Reverse Side

No. SPECIMEN

SPECIMEN Shares

LONGEVERON INC.

Incorporated Under the Laws of the State of Delaware

Class A Common Stock, $0.001 Par Value Per Share, Cusip No. 54303L 104

THIS CERTIFIES THAT **Specimen** is the owner of **SPECIMEN (SPECIMEN)** fully paid and nonassessable shares of Class A Common Stock, $0.001 Par Value Per Share, of Longeveron Inc. transferable on the books of the Corporation by the holder in person or by duly authorized attorney upon surrender of this certificate properly endorsed. This certificate and the shares represented hereby are issued and shall be subject to all of the provisions of the Certificate of Incorporation and amendments thereto filed or to be filed or recorded in the office of the Secretary of the State of Delaware and to the provisions of the By-Laws of the Corporation as now or hereafter amended.

WITNESS the signatures of the duly authorized officers of Longeveron Inc.

Dated: _____________


President		Secretary

A-1

THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED OR UNLESS SOLD PURSUANT TO RULE 144 OF SUCH ACT.

For value received, __________________________ hereby sells, assigns and transfers unto __________________

(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S))

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)

Shares represented by the within Certificate, and does hereby irrevocably constitute and appoint Attorney to transfer the said shares on the books of the within named Company with full power of substitution in the premises.

Dated


			Shareholder

			NOTICE: THE SIGNATURE(S) 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:

By:

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 OR ANY SUCCESSOR RULE).