Exhibit 4.1

      

      

      	
              NUMBER

            	
              NUMBER

            
	 	
              C‐

            
	 	
              SHARES

            
	 	
              SEE REVERSE FOR CERTAIN DEFINITIONS

            
	 	
              CUSIP 11778X 104

            


      

      

      BTRS Holdings Inc.

      INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

      CLASS 1 COMMON STOCK

      

      

      This Certifies that

      is the owner of

      FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS 1 COMMON STOCK OF

      BTRS Holdings Inc.

      (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 is not valid unless countersigned by the Transfer Agent and registered by the Registrar.

      Witness the seal of the Company and the facsimile signatures of its duly authorized officers.

      	
              Chief Executive Officer

            	 	
              [Corporate Seal] Delaware

            	 	
              Chief Financial Officer

            


      

      

      
        
          


      

      BTRS 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 Company’s amended and restated certificate of incorporation and all amendments thereto and resolutions of the Board of Directors providing for the issue of securities (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. 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)

            


      	
              JT TEN

            	
              — as joint tenants with right of survivorship and not as tenants in common

            	
              under Uniform Gifts to Minors Act

              (Minor)

              (State)

            


      

      

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

      For value received, hereby sells, assigns and transfers unto

      (PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S))

      (PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))

      shares of the capital stock represented by the within Certificate, and hereby irrevocably constitutes and appoints

      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(S) 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:

      	
              By

            	 	 


      THE SIGNATURE(S) MUST 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 (OR ANY SUCCESSOR RULE).