EX-4.1



 Exhibit 4.1 
  






 
 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# 
Certificate Number 
ZQ00000000 
COMMON STOCK 
PAR VALUE $0.01 
Party City® 
HOLDCO INC. 
COMMON STOCK 
THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA, JERSEY CITY, NJ AND 
COLLEGE STATION, TX 
Shares 
**000000****************** 
***000000***************** 
****000000**************** 
*****000000*************** 
******000000************** 
PARTY CITY HOLDCO INC. 
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 
THIS CERTIFIES THAT 
is the owner of 
CUSIP 702149 10 5 
SEE REVERSE FOR CERTAIN DEFINITIONS 
**** Mr. Alexander David Sample 
MR. SAMPLE & MRS. SAMPLE & 
MR. SAMPLE & MRS. SAMPLE 
**Shares****000000 
***ZERO HUNDRED THOUSAND 
ZERO HUNDRED AND ZERO*** 
FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF 
Party City Holdco 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. 
Vice President 
Secretary 
PARTY CITY HOLDCO INC. 
SEAL 
May 2012 DELAWARE 
DATED DD-MMM-YYYY 
COUNTERSIGNED AND REGISTERED: 
COMPUTERSHARE TRUST COMPANY, N.A. 
TRANSFER AGENT AND REGISTRAR, 
By 
AUTHORIZED SIGNATURE 
1234567 
Party City® 
HOLDCO INC. 
PO BOX 43004, Providence, RI 02940-3004 
MR A SAMPLE 
DESIGNATION (IF ANY) 
ADD 1 ADD 2 ADD 3 ADD 4 
CUSIP XXXXXX XX X 
Holder ID XXXXXXXXXX 
Insurance Value 1,000,000.00 
Number of Shares 123456 
DTC 12345678 123456789012345 
Certificate Numbers Num/No. Denom. Total 
1234567890/1234567890 1 1 1 
1234567890/1234567890 2 2 2 
1234567890/1234567890 3 3 3 
1234567890/1234567890 4 4 4 
1234567890/1234567890 5 5 5 
1234567890/1234567890 6 6 6 
Total Transaction 7 







  

PARTY CITY HOLDCO INC. 
 THE COMPANY WILL FURNISH WITHOUT CHARGE TO
EACH SHAREHOLDER WHO SO REQUESTS, A SUMMARY OF THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OF THE COMPANY AND THE QUALIFICATIONS, LIMITATIONS OR RESTRICTIONS OF SUCH
PREFERENCES AND RIGHTS, AND THE VARIATIONS IN RIGHTS, PREFERENCES AND LIMITATIONS DETERMINED FOR EACH SERIES, WHICH ARE FIXED BY THE ARTICLES OF INCORPORATION OF THE COMPANY, AS AMENDED, AND THE RESOLUTIONS OF THE BOARD OF DIRECTORS OF THE COMPANY,
AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO DETERMINE VARIATIONS FOR FUTURE SERIES. SUCH REQUEST MAY BE MADE TO THE OFFICE OF THE SECRETARY OF THE COMPANY OR TO THE TRANSFER AGENT. THE BOARD OF DIRECTORS MAY REQUIRE THE OWNER OF A LOST OR
DESTROYED STOCK CERTIFICATE, OR HIS LEGAL REPRESENTATIVES, TO GIVE THE COMPANY A BOND TO INDEMNIFY IT AND ITS TRANSFER AGENTS AND REGISTRARS AGAINST ANY CLAIM THAT MAY BE MADE AGAINST THEM ON ACCOUNT OF THE ALLEGED LOSS OR DESTRUCTION OF ANY SUCH
CERTIFICATE. 
  



															
	 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	 	  
	 	
		 		 		 		 		 	(State)                            	 	


															
	          JT TEN	 	-	 	 as joint tenants with right of survivorship

and not as tenants in common
	 	    UNIF TRF MIN ACT -	 	  

(Cust)
	 	Custodian (until age	 	  
	 	)  


															
		 		 		 		 	  
	 	under Uniform Transfers to Minors Act	 	  
	 	
		 		 		 		 	(Minor)	 		 	(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 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:	 	  
	 	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, PURSUANT TO 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.