EX-4.2





 Exhibit 4.2 
  

			
	 NUMBER
	  	SHARES

 C ______ 

PTK ACQUISITION CORP. 

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 

COMMON STOCK 
 SEE
REVERSE FOR 
 CERTAIN DEFINITIONS 

CUSIP 
 This Certifies that

 is the owner of 

FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF 

PTK ACQUISITION CORP. 

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 liquidate if it is unable to complete an initial business combination within the meaning as defined in
and the time period as required by its Amended and Restated Certificate of Incorporation, as the same may be amended from time to time. 

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

Dated: 
  

					
	 CHAIRMAN
	 		  	 SECRETARY


 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
	  	under Uniform Gifts to Minors
		  	 and not as tenants in common
	  	Act ______________
		  		  	(State)

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

PTK Acquisition Corp. 












 The Company will furnish without charge to each stockholder who so requests the powers,
designations, preferences and relative, participating, optional or other special rights of each class of shares 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 Certificate of Incorporation and all amendments thereto and resolutions of the Board of Directors providing for
the issue of preferred stock (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. 

For value received, ___________________________ hereby sells, assigns and transfers 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 stock 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) 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,
	 	
	 PURSUANT TO SEC RULE 17Ad-15).
	 	

 The holder of this certificate shall be entitled to receive funds from the trust account established in connection with the
Company’s initial public offering only in the event of the Company’s liquidation upon failure to consummate a business combination within the required time period set forth in the Company’s Amended and Restated Certificate of
Incorporation as the same may be amended from time to time (the “Certificate”), or if the holder seeks to convert his or her shares of common stock upon consummation of a business combination or in connection with certain amendments to the
Certificate. In no other circumstances shall the holder have any right or interest of any kind in or to the trust account.