Exhibit 4.1


 





NUMBER U-


 


SEE REVERSE FOR CERTAIN DEFINITIONS


 


CUSIP 65101L 203


 


NEWBURY
STREET ACQUISITION CORPORATION


 


UNITS CONSISTING OF ONE SHARE OF COMMON
STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF COMMON STOCK


 


THIS CERTIFIES THAT                    is
the owner of                    Units.


 


Each Unit (“Unit”) consists
of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of Newbury Street Acquisition
Corporation, a Delaware corporation (the “Company”), and one-half of one (1/2) redeemable warrant (“Warrant”).
Each whole Warrant entitles the holder to purchase one share of Common Stock for $11.50 per share (subject to adjustment). Each
Warrant will become exercisable 30 days after the Company’s completion of an initial merger, capital stock exchange, asset
acquisition, or other similar business combination with one or more businesses or entities (a “Business Combination”)
and will expire unless exercised before 5:00 p.m., New York City Time, on the fifth anniversary of the completion of an initial
Business Combination, or earlier upon redemption or liquidation. The Common Stock and Warrant(s) comprising the Unit(s) represented
by this certificate are not transferable separately until ninety days following the Company’s initial public offering (the
 “IPO”), unless EarlyBirdCapital, Inc. informs the Company of its decision to allow earlier separate trading,
except that in no event will the Common Stock and Warrants be separately tradeable until the Company has filed an audited balance
sheet reflecting the Company’s receipt of the gross proceeds of its initial public offering and issued a press release announcing
when such separate trading will begin. The terms of the Warrants are governed by a Warrant Agreement, dated as of ___________,
2021, between the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, and are subject to the terms and
provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof.
Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 1 State Street, 30th Floor, New York, New York
10004, and are available to any Warrant holder on written request and without cost.


 


This certificate is not valid unless countersigned
by the Transfer Agent and Registrar of the Company. Witness the facsimile seal of the Company and the facsimile signatures of its
duly authorized officers.


 


	By:		 	 
	President	Secretary



 









     


     


    

 


Newbury Street Acquisition Corporation


 


The Company will furnish without charge
to each unitholder who so requests, a statement of 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.


 


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 ZIP CODE, OF ASSIGNEE)
	 
	 
	 




 


                              represented
by the within Certificate, and do hereby irrevocably constitute and appoint


 


                    
to transfer the said Units on the books of the within named Company 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 (OR ANY SUCCESSOR
RULE).	 	 




 





The holder(s) of this certificate shall
be entitled to receive a pro-rata portion of the funds from the trust account with respect to the common stock underlying this
certificate only in the event that (i) the Company is forced to liquidate because it does not consummate an initial business combination
within the period of time set forth in the Company’s Second Amended and Restated Certificate of Incorporation, as the same
may be amended from time to time (the “Charter”) (such date being referred to herein as the “Last Date”),
(ii) the Company redeems the shares of common stock sold in its initial public offering in connection with a stockholder vote to
amend the Charter (A) to modify the substance or timing of the Company’s obligation to redeem 100% of the common stock sold
in its initial public offering, if it does not consummate an initial business combination by the Last Date or (B) with respect
to any other provision relating to stockholders’ rights or pre-initial business combination activity, or (iii) if the holder
seeks to redeem his shares upon consummation of, or sell his shares in a tender offer in connection with, an initial business combination
or in connection with certain amendments to the Charter. 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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