Exhibit 4.2

    

     

    

    SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE

     

    

    
      	NUMBER 	SHARES


      

      

    

    TCV ACQUISITION CORP.

      INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS

      CLASS A ORDINARY SHARES

     

    

    SEE REVERSE FOR

      CERTAIN DEFINITIONS

      CUSIP [●]

     

    

    This Certifies                                         that is the owner of

     

    

    FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF

      US $0.0001 EACH OF TCV ACQUISITION CORP.

      (THE “COMPANY”)

     

    

    Subject to the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time, and transferable on the books of the Company in
      person or by duly authorized attorney upon surrender of this certificate properly endorsed.

     

    

    The Company will be forced to redeem all of its Class A ordinary shares if it is unable to complete a business combination within the period set forth in the Company’s amended and
      restated memorandum and articles of association, as the same may be amended from time to time, all as more fully described in the Company’s final prospectus dated [●], 2021.

     

    

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

     

    

    Witness the facsimile signatures of its duly authorized officers.

     

    

    	
            Dated:

          	 	 


    

    

    	
            Co-Chief Executive Officer

          	 	
            Cayman Islands

          	 	
            President

          
	  	 	 	 	 
	  	 	 	 	 


    
      
        


    

    TCV ACQUISITION CORP.

     

    

    The Company will furnish without charge to each shareholder who so requests the powers, designations, preferences and relative, participating, optional or other special rights of each class of shares
      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 memorandum and articles of association, as the same may be amended from time to time, and resolutions of the Board of Directors providing for the issue of Class A ordinary shares (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 - Custodian

          	 	 	 
	 	 	 	
            MIN ACT

          	 	 	 
	 	 	 	 	
            

            

          	 	
            

            

          
	 	 	 	 	
            (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 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 represented by the within Certificate, and does hereby irrevocably constitute and appoint Attorney to transfer the said shares on the books of the within named Company with full power of
      substitution in the premises.

     

    

    	
            Dated

          	 	 	 
	  	 	
            Shareholder

          
	 	 	 
	  	 	
            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).

     

    

    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 its initial public offering only in the event that (i) the Company redeems the Class A ordinary shares sold in its initial public offering and liquidates because it does not consummate an initial
      business combination within the period of time set forth in the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time, (ii) the Company redeems the Class A ordinary shares sold in its
      initial public offering in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to provide holders of the Class A
      ordinary shares the right to have their shares redeemed in connection with the Company’s initial business combination or to redeem 100% of the Class A ordinary shares if the Company does not complete its initial business combination within the time
      period set forth therein or (B) with respect to any other provision relating to the rights of holders of the Class A ordinary shares, or (iii) if the holder(s) seek(s) to redeem for cash his, her, its or their respective Class A ordinary shares in
      connection with a tender offer (or proxy solicitation, solely in the event the Company seeks shareholder 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.