Exhibit 4.1


 


	NUMBER	 	UNITS
	 	 	 
	U-__________	 	 
	 	 	 
	 	 	 
	SEE REVERSE FOR CERTAIN DEFINITIONS	 	 


 


 





 


INCORPORATED UNDER THE LAWS OF DELAWARE


 


CUSIP 70423R 201


 


UNITS CONSISTING OF
ONE SHARE OF COMMON STOCK AND


ONE WARRANT


 


	THIS 	CERTIFIES	THAT
	 	 	 


 


	is	the	owner	of
	 	 	 	 	Units.


 


Each Unit (“Unit”) consists
of one (1) share of common stock, par value $.001 per share (“Common Stock”), of PAVmed Inc., a Delaware corporation
(the “Company”), and one (1) warrant (the “Warrants”). Each Warrant entitles the holder to purchase one
share of Common Stock for $5.00 per share (subject to adjustment) commencing six (6) months from the consummation of the Company’s
initial public offering (“IPO”) and expiring unless exercised before 5:00 p.m., New York City Time, on ______, 2021
(the “Expiration Date”). The Common Stock and Warrant(s) comprising the Unit(s) represented by this certificate are
not transferable separately until the 90th day after the consummation of the Company’s initial public offering.
The terms of the Warrants are governed by a Warrant Agreement, dated as of _______, 2015, 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 17 Battery Place, New York, New York 10004, and are available to any Warrant holder on written
request and without cost.


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


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


 


	Dated:		 
	 	 
	 	 
	CHAIRMAN	SECRETARY



 




    	 	 	 



     

    

 


PAVmed Inc.


 


The Company will furnish
without charge to each shareholder 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 ______
	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.


 


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)


 


 


 



 


 


 






  


	  	Units


 


represented by the within Certificate,
and do hereby irrevocably constitute and appoint


 


	 	Attorney


to transfer the said Units 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).