QuickLinks
 -- Click here to rapidly navigate through this document

 
 

Exhibit 4.1    
    



	[GSI TECHNOLOGY LOGO]	 	CUSIP	 	XXXXXX XX X
	PO BOX 43004, Providence, RI 02940-3004	 	Holder ID	 	XXXXXXXXXX
	 	 	Insurance Value	 	1,000,000.00
	 	 	Number of Shares	 	123456
	 	 	DTC	 	12345678 123456789012345





	 
	 	Certificate Numbers
	 	Num/No.
	 	Denom.
	 	Total

	MR A SAMPLE	 	1234567890/1234567890	 	1	 	1	 	1
	DESIGNATION (IF ANY)	 	1234567890/1234567890	 	2	 	2	 	2
	ADD 1	 	1234567890/1234567890	 	3	 	3	 	3
	ADD 2	 	1234567890/1234567890	 	4	 	4	 	4
	ADD 3	 	1234567890/1234567890	 	5	 	5	 	5
	ADD 4	 	1234567890/1234567890	 	6	 	6	 	6
	 	 	Total Transaction	 	 	 	 	 	7





016570 003590 127C RESTRICTED 4 057-423 



	COMMON STOCK	 	[GSI TECHNOLOGY LOGO]	 	COMMON STOCK
	PAR VALUE $.001	 	 	 	THIS CERTIFICATE IS TRANSFERABLE IN

CANTON, MA AND JERSEY CITY, NJ
	Certificate

Number

ZQ 000000	 	 	 	Shares

* * 6 0 0 6 2 0* * * * * *

* * * 6 0 0 6 2 0* * * * *

* * * * 6 0 0 6 2 0* * * *

* * * * *6 0 0 6 2 0 * * *

* * * * * *6 0 0 6 2 0 * *




GSI TECHNOLOGY, INC.
  INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 



	THIS CERTIFIES THAT	 	MR. SAMPLE & MRS. SAMPLE &*

MR. SAMPLE & MRS. SAMPLE	 	CUSIP 36241U 10 6

SEE REVERSE FOR CERTAIN DEFINITIONS
	

is the owner of	
 	

* * * SIX HUNDRED THOUSAND

SIX HUNDRED AND TWENTY* * *	
 	

 




FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK OF 


GSI Technology, Inc. (hereinafter called the "Company"), transferable on the books of the Company 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 held subject to all of the provisions of the Articles of Incorporation, as
amended, and the By-Laws, as amended, of the Company (copies of which are on file with the Company and with the Transfer Agent), to all of which each holder, by acceptance hereof, assents.
This Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar. 


Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized officers. 



	 	 	 	 	DATED «Month Day, Year»

COUNTERSIGNED AND REGISTERED:
	/s/ Lee-Lean Shu	 	[SEAL]	 	COMPUTERSHARE TRUST COMPANY, N.A.
	President, CEO and Chairman	 	 	 	TRANSFER AGENT AND REGISTRAR,
	

/s/ Robert Yau	
 	

 	
 	

By	
 	

 
	VPEngineering, Secretary and Director	 	 	 	 	 	
 AUTHORIZED SIGNATURE












GSI TECHNOLOGY, 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	 	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	 	UNIFTRF MIN ACT	 	Custodian (until age)
	 	 	and not as tenants in common	 	 	 	(Cust)                        (Minor)
	 	 	 	 	 	 	under Uniform Transfers to Minors Act
	 	 	 	 	 	 	(State)
	 	 	Additional abbreviations may also be used though not in the above list.





	

 	
 	

 	
 	

 	
 	

PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE
	For value received,	 	 	 	hereby sell, assign and transfer unto	 	 
	 	 	
	 	 	 	






	

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


	


	

 	
 	

Shares
	
	 	 
	of the capital stock represented by the within Certificate, and do hereby irrevocably constitute and appoint
	

 	
 	

Attorney
	
	 	 
	to transfer the said stock on the books of the within-named Corporation with full power of substitution in the premises.







	

Dated:	
 	

 	
 	

20	
 	

 	
 	

Signature(s) Guaranteed: Medallion Guarantee Stamp
	 	 	
	 	 	 	
	 	THE SIGNATURE(S) SHOULD 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,
PURSUANTTO S.E.C. RULE 17Ad-15.
	Signature:	 	 	 	 	 	 	 	 
	 	 	
	 	 
	

Signature:	
 	

 	
 	

 	
 	

 	
 	

 
	 	 	
	 	 
	 	 	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.	 	 













QuickLinks



Exhibit 4.1