NUMBER	SHARES


 


______C


 


LAZYDAYS
HOLDINGS, INC.


 


INCORPORATED
UNDER THE LAWS OF DELAWARE


 


COMMON
STOCK


 


SEE
REVERSE FOR

CERTAIN DEFINITIONS


 


	This
    Certifies that	CUSIP
    [______]


 


is
the owner of


 


FULLY
PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF


 


LAZYDAYS
HOLDINGS, INC.


 


transferable
on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed.

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.


 


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.


 


Lazydays
Holdings, Inc.


 


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 stock 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 Certificate of Incorporation and all amendments thereto and resolutions of the Board
of Directors (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 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)


 


 


__________________________________________________________________________________________ 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 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).