Exhibit 4.1


 


	NUMBER	UNITS
	U-	 
	 	 
	SEE REVERSE FOR CERTAIN DEFINITIONS	 
	 	 
	 	CUSIP [●]


 


COMPUTE HEALTH ACQUISITION CORP.


 


UNITS CONSISTING OF ONE SHARE OF CLASS
A COMMON STOCK AND

ONE-QUARTER OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE

HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK


 


	THIS CERTIFIES THAT	is the owner of	Units.


 


Each Unit
(“Unit”) consists of one (1) share of Class A common stock, par value $0.0001 per share
(“Class A Common Stock”), of Compute Health Acquisition Corp., a Delaware corporation (the
“Company”), and one-quarter (1/4) of one redeemable warrant (each whole warrant exercisable for one
share of Class A common stock) (the “Warrant”). Each whole Warrant entitles the holder to purchase
one (1) share of Class A Common Stock (subject to adjustment) for $11.50 per share (subject to adjustment). Only whole
Warrants are exercisable. Each Warrant will become exercisable on the later of (i) thirty (30) days after the Company’s
completion of an initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar
business combination with one or more businesses (each a “Business Combination”), and (ii) twelve
(12) months from the closing of the Company’s initial public offering, and will expire unless exercised before 5:00
p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial
Business Combination, or earlier upon redemption or liquidation. The shares of Class A Common Stock and Warrants comprising
the Units represented by this certificate are not transferable separately prior to , 2021, unless Goldman Sachs & Co. LLC
elects to allow separate trading earlier, subject to the Company’s filing of a Current Report on Form 8-K with the
Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross
proceeds of its initial public offering (the “Form 8-K”) and issuing a press release announcing when such earlier
separate trading will begin. The Company shall file the Form 8-K with the Securities and Exchange Commission. No fractional
Warrants will be issued upon separation of the Units and only whole Warrants will trade. The terms of the Warrants are
governed by a Warrant Agreement, dated as of , 2021, 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 One State Street, 30th Floor, New York, New York 10004, and are available to any Warrant holder on written
request and without cost.


 


Upon the consummation
of the Business Combination, the Units represented by this certificate will automatically separate into the Class A Common Stock
and Warrants comprising such Units.


 


This certificate is
not valid unless countersigned by the Transfer Agent and Registrar of the Company.


 


This certificate shall
be governed by and construed in accordance with the internal laws of the State of New York.


 


Witness the facsimile
signature of its duly authorized officers.


 


	 	 	 
	Secretary 	 	Principal Executive Officer



  



     


     


    

 


COMPUTE HEALTH ACQUISITION CORP.


 


The Company will furnish
without charge to each unitholder 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 ______

(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



 


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


 


For value received,
______________ hereby sell(s), assign(s) and transfer(s) 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(es) hereby irrevocably constitute and appoint _______________________ Attorney to transfer the said
Units on the books of the within named Company with 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 whatsoever.



 



    2


     


    

 


Signature(s) Guaranteed:


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)

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS

AMENDED).


 


In each case, as more fully described in
the Company’s final prospectus dated                , 2021, the holder(s) of this certificate shall be entitled to receive a pro-rata portion
of certain funds held in the trust account established in connection with the Company’s initial public offering only in the
event that (i) the Company redeems the shares of Class A Common Stock sold in its initial public offering and liquidates because
it does not consummate an initial business combination by                , 2023, or by such later date approved by the Company’s stockholders
in accordance with the Company’s amended and restated certificate of incorporation, (ii) the Company redeems the shares of
Class A Common Stock sold in its initial public offering in connection with a stockholder vote to amend the Company’s amended
and restated certificate of incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption
in connection with the Company’s initial business combination or to redeem 100% of the Class A Common Stock if it does not
complete its initial business combination by                , 2023, or (B) with respect to any other provision relating to the holder(s) rights
or pre-initial business combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her, its or their respective
shares of Class A Common Stock in connection with a tender offer (or proxy solicitation, solely in the event the Company seeks
stockholder approval of the proposed initial business combination) setting forth the details of a proposed initial business combination.
In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.


 


 


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