Active Power Common Stock Certificate

Summary

This document certifies that the named holder owns fully paid and non-assessable shares of common stock in Active Power, a Delaware corporation. The certificate allows the holder to transfer ownership of the shares by proper endorsement and surrender of the certificate. It is only valid when countersigned by a transfer agent and registered by a registrar. The corporation will provide, upon request, information about the rights and preferences of its stock classes. The certificate includes instructions for transferring shares and requires signature guarantees for assignments.

EX-4.1 4 0004.txt CERTIFICATE OF COMMON STOCK EXHIBIT 4.1 [LOGO] TM ACTIVE POWER COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE NUMBER SHARES APT THIS CERTIFICATE IS TRANSFERABLE CUSIP 00504W 10 0 IN BOSTON, MA AND NEW YORK, NY SEE REVERSE FOR CERTAIN DEFINITIONS THIS IS TO CERTIFY THAT IS THE OWNER OF FULLY PAID AND NON-ASSESSABLE SHARES, $.001 par value, of the COMMON STOCK of ACTIVE POWER (hereinafter called the "Corporation"), transferable on the books of the Corporation or by duly authorized attorney, upon surrender of this certificate properly endorsed. This Certificate is not valid unless countersigned by a Transfer Agent and registered by a Registar. WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. Dated: [SEAL] /s/ David S. Gino /s/ Joseph F. Pinkerton, III Secretary and Chief Financial Officer President and Chief Executive Officer COUNTERSIGNED AND REGISTERED: EQUISERVE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR BY AUTHORIZED SIGNATURE ACTIVE POWER 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 TEN -- 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 - -------------------------------------------------------------------------- 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. ____________________________________________