Exhibit 4.2


 


NUMBER


 


	 	NUMBER
	 	C
	 	SHARES
	 	SEE REVERSE FOR
	 	CERTAIN
	 	DEFINITIONS
	 	CUSIP



 


EVE MOBILITY ACQUISITION CORP


 


INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS

CLASS A ORDINARY SHARES


 


	This Certifies that	 
	 	 
	is the owner of	 


 


FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE
OF $0.0001 EACH OF


 


EVE MOBILITY ACQUISITION CORP

(THE “COMPANY”)


 


transferable on the books of the Company in person or by duly authorized
attorney upon surrender of this certificate properly endorsed.


 


The Company will be forced to redeem all of its Class A ordinary shares
if it is unable to complete a business combination by           , 2023, or by such later date approved by the Company’s stockholders in
accordance with the Company’s amended and restated memorandum and articles of association, all as more fully described in the Company’s
final prospectus dated           , 2021.


 


This certificate is not valid unless countersigned by the Transfer
Agent and registered by the Registrar.


 


Witness the facsimile signatures of its duly authorized
officers.


 


	Secretary	[Corporate Seal]

Delaware	Principal Executive Officer
	 	 	 


 






     


     


    

 


EVE MOBILITY ACQUISITION CORP


 


The Company will furnish without charge to each shareholder who so
requests the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or
series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate
and the shares represented thereby are issued and shall be held subject to all the provisions of the Company’s amended and restated
memorandum and articles of association and all amendments thereto and resolutions of the Board of Directors providing for the issue of
securities (copies of which may be obtained from the secretary of the Company), to all of which the holder of this certificate by acceptance
hereof assents. 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 ______ 
	 	 	 	 	 	 	(Cust)	(Minor)
	TEN ENT	—	as tenants by the entireties	 	 	 	Under Uniform Gifts to Minors Act _____________
	JT TEN	—	as joint tenants with right of survivorship and not as tenants in common	 	 	 	(State)


 


Additional abbreviations may also be used though not in the above list.


 


For value received, _______________hereby sell(s), assign(s) and
transfer(s) unto


 


	 
	(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S))
	 
	 
	(PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))


 


	 
	 
	 
	 
	 
	Shares of the share capital represented by the within Certificate, and do(es) hereby irrevocably constitutes and appoints
	 
	 
	Attorney to transfer the said shares on the books of the within named Company with full power of substitution in the premises. 


 


Dated:


 


	 



 


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)
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED).


 




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In each case, as more fully described in the Company’s final
prospectus dated            , 2021, the holder(s) of this certificate shall be entitled
to receive a pro-rata portion of certain funds held in the trust account established in connection with the Company’s initial public
offering only in the event that (i) the Company redeems the public shares sold in its initial public offering and liquidates because it
does not consummate an initial business combination by            , 2023, or by such
later date approved by the Company’s shareholders in accordance with the Company’s amended and restated memorandum and articles
of association, (ii) the Company redeems the public shares sold in its initial public offering in connection with a shareholder vote to
amend the Company’s amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s
obligation to allow redemption in connection with the Company’s initial business combination or to redeem 100% of the Class A ordinary
shares sold in its initial public offering if it does not complete its initial business combination by           
, 2021, or (B) with respect to any other provision relating to the holder(s) rights or pre-initial business combination activity, or (iii)
if the holder(s) seek(s) to redeem for cash his, her, its or their respective Class A ordinary shares in connection with a tender offer
(or proxy solicitation, solely in the event the Company seeks shareholder approval of the proposed initial business combination) setting
forth the details of a proposed initial business combination. In no other circumstances shall the holder(s) have any right or interest
of any kind in or to the trust account.


 


 


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