EXHIBIT 4.1


 


	NUMBER	 	 	 	UNITS
	 	 	 	 	 
	U-____________	 	 	 	 
	 	 	 	 	 
	SEE REVERSE FOR

CERTAIN DEFINITIONS	PMV ACQUISITION CORP.	 
	 	 	 
	 	 	CUSIP 693459 208





 


UNITS CONSISTING
OF ONE SHARE OF COMMON STOCK AND ONE WARRANT


EACH WARRANT TO
PURCHASE ONE HALF OF 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 PMV Acquisition Corp., a Delaware
corporation (the “Company”), and one warrant (the “Warrant(s)”). Each Warrant entitles the holder to purchase
one half (1/2) of one (1) share of Common Stock for $5.75 per half share (subject to adjustment). Each Warrant will become exercisable
on the later of (i) 30 days after the Company’s completion of a merger, share exchange, asset acquisition, stock purchase,
recapitalization, reorganization or other similar business combination (“Business Combination”) and (ii) 12 months
from the closing of the Company’s initial public offering (“IPO”), 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
(the “Expiration Date”). The Common Stock and Warrants comprising the Units represented by this certificate are not
transferable separately prior to the 52nd day after the date of the prospectus relating to the Company’s IPO, subject to
earlier separation in the discretion of Cantor Fitzgerald & Co. provided that the Company has filed with the Securities and
Exchange Commission a Current Report on Form 8-K which includes an audited balance sheet reflecting the Company’s receipt
of the gross proceeds of the IPO and issued a press release announcing when separate trading will begin. The terms of the Warrants
are governed by a Warrant Agreement, dated as of _______, 2015, 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 17 Battery Place, 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	 	 	 
	 	 	 	 
	 	Chairman of the Board	Secretary	 
	 	 	 	 
	 	 	 	 
	 	 	 	 




    	 



    	



    




PMV Acquisition Corp.


 


The Company will furnish
without charge to each stockholder 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	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.


 


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)


 


 


 


	 	 Units





 


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


 


	 	 Attorney








to transfer the said Units on the books
of the within named Company will 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 S.E.C. RULE 17Ad-15).	 




 


The holder of the shares of common stock underlying this certificate
shall be entitled to receive funds from the trust account only in the event of the liquidation of the Company’s trust account
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, or if the holder seeks to convert his shares
upon consummation of a business combination or in connection with certain amendments to the Company’s Amended and Restated
Certificate of Incorporation. In no other circumstances shall the holder have any right or interest of any kind in or to the trust
account.