Exhibit 4.1


 


Class A specimen





 



     


     


    

 


RAFAEL
HOLDINGS, INC.


AMERICAN STOCK TRANSFER & TRUST COMPANY,
LLC


TRANSFER FEE: AS REQUIRED


 


The following abbreviations, when used in the inscription on
the face ofthis certificate, shall be construed as though they were written out in full according to applicable laws or regulations:


 


	TEN COM	-	as tenants in common	 	 	 
	TEN ENT	-	as tenants by the entireties	 	UNIF GIFT MIN ACT   - 	Custodian 
	JT TEN	-	as joint tenants with right of survivorship and not as tenants in common	 	 	
        (Cust)                     (Minor)

        under Uniform Gifts 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 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
Corporation, with full power of substitution in the premises.


 


Dated:________________20________,


 


	 	Signature: X	 
	 	 	 
	Signature(s) Guaranteed:	 	 
	 	 	 
	 	Signature: X	 


 


THE SIGNATURE(S) TO THIS
ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. 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.

 



     


     


    

 


Class B specimen


 





 



     


     


    

 





RAFAEL
HOLDINGS, INC.


AMERICAN STOCK TRANSFER & TRUST COMPANY,
LLC


TRANSFER FEE: AS REQUIRED


 


The following abbreviations, when used in the inscription on
the face ofthis certificate, shall be construed as though they were written out in full according to applicable laws or regulations:


 


	TEN COM	-	as tenants in common	 	 	 
	TEN ENT	-	as tenants by the entireties	 	UNIF GIFT MIN ACT   - 	Custodian 
	JT TEN	-	as joint tenants with right of survivorship and not as tenants in common	 	 	
        (Cust)                     (Minor)

        under Uniform Gifts 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 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
Corporation, with full power of substitution in the premises.


 


Dated:________________20________,


 


	 	Signature: X	 
	 	 	 
	Signature(s) Guaranteed:	 	 
	 	 	 
	 	Signature: X	 


 


THE SIGNATURE(S) TO THIS
ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. 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.