Exhibit 4.1


 


	NUMBER	SHARES


 


	C- 	SEE REVERSE FOR
	 	CERTAIN DEFINITIONS


CUSIP [●]


SPECIMEN COMMON STOCK CERTIFICATE


 


BENSON HILL, INC.


 


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 THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF BENSON HILL, INC. (THE “COMPANY”) subject to the Company’s
amended and restated certificate of incorporation, 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.


 


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.


 


Dated:_____________


	Chief Executive Officer	[Corporate Seal]	Chief Financial Officer
	 	 	 
	 	Delaware	 


 


BENSON HILL, 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, as the same may be amended from time to time 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)	_________________

(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 does hereby irrevocably constitute and appoint


Attorney to transfer the said stock 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).