Exhibit
4.1


 


[Form
of Common Stock Certificate]


 


NUMBER


 


C-


 





	 	
        SHARES

        SEE REVERSE FOR

        CERTAIN DEFINITIONS

        CUSIP 449109 107



 


HYLIION
HOLDINGS CORP.

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

COMMON STOCK


 


This
Certifies that


 


is
the owner of


 


FULLY
PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.0001 OF


 


HYLIION
HOLDINGS CORP.

(THE “CORPORATION”)


 


transferable
on the books of the Corporation 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 Corporation and the facsimile signatures of its duly authorized officers.


 


 


	Secretary	[Corporate
    Seal]

    Delaware	Chief
    Executive Officer



 




    


     


    

 


HYLIION
HOLDINGS CORP.


 


The
Corporation 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 Corporation 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 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 Corporation),
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)                              (Minor)
	JT TEN	–	as joint tenants with right of survivorship
    and not as tenants in common	 	 	 	under
        Uniform Gifts to Minors Act

                                                                           

                                  (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 Corporation 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 SEC RULE 17Ad-15 (OR ANY SUCCESSOR
    RULE)) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.