EX-4.1 Specimen Stock Certificate

EX-4.1 5 b49911vcexv4w1.txt EX-4.1 SPECIMEN STOCK CERTIFICATE Exhibit 4.1 INCORPORATED UNDER THE LAWS OF DELAWARE No. _____ _______ Shares ViaCell, Inc. Common Stock $.01 Par Value Per Share THIS CERTIFIES THAT ________ is the Owner of __________ shares of the Common Stock of ViaCell, Inc. transferable only on the books of the Corporation by the holder hereof in person or by attorney upon surrender of this Certificate properly endorsed. IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be signed by its duly authorized officers and its corporate seal to be hereunto affixed this ____ day of _________________ A.D. ____. - ------------------------------------- ------------------------------------ Chairman or Vice Chairman Treasurer or Assistant Treasurer or President or Vice President or Secretary or Assistant Secretary Certificate for ________ shares of Common Stock $.01 par value ViaCell, Inc. issued to ________ date ______________. VIACELL, INC. 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 TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UNIF GIFT MIN ACT - ______________________ Custodian ______________________ (Cust) (Minor) 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 ZIP CODE, OF ASSIGNEE) _______________________________________________________________________________ _______________________________________________________________________________ _________________________________________________________________________Shares of Common Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint _______________________________________________________________________Attorney to transfer the said shares of Common Stock on the books of the Corporation with full power of substitution in the premises. Dated ______________________________ _______________________________________________________________________________ NOTICE: THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) 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. KEEP THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, MUTILATED OR DESTROYED, THE CORPORATION WILL REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF A REPLACEMENT CERTIFICATE.