Exhibit 4.1


	NUMBER	UNITS
	U-	 



 


SEE REVERSE FOR CERTAIN DEFINITIONS 


CUSIP [XX]


 





TG
VENTURE ACQUISITION CORP.


UNITS
CONSISTING OF ONE SHARE OF 


CLASS
A COMMON STOCK AND ONE WARRANT,


EACH
ONE 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 (“Common
Stock”), of TG Venture Acquisition Corp., a Delaware corporation (the “Company”), and
one redeemable warrant (the “Warrant”). Each one Warrant entitles the holder to purchase one (1) share
(subject to adjustment) of Common Stock for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on
the later of (i) thirty (30) days after the Company’s completion of a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or other similar business combination with one or more businesses (each a “Business
Combination”), or (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 “Expiration Date”).
The Common Stock and Warrants comprising the Units represented by this certificate are not transferable separately prior to [XX],
2021, unless ThinkEquity 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 the Company’s initial public offering and issuing
a press release announcing when separate trading will begin. The terms of the Warrants are governed by a Warrant Agreement, dated
as of [XX], 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 1 State Street, 30th Floor,
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.


 


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 a duly authorized signatory of the Company.


 


	 	 	 	 	 
	Authorized
Signatory	 	 	 	Transfer
Agent



 







TG Venture 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	 	 
	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 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 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 whatever.
	 
	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).











 






    	 



    	 



    

 


In each case, as more fully
described in the Company’s final prospectus dated [XX], 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 shares of Class A common stock sold in the Company’s initial public offering and
liquidates because it does not consummate an initial business combination within the time period set forth in the Company’s
amended and restated certificate of incorporation, as the same may be amended from time to time (such date being referred to herein
as the “Last Date”), (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
to (A) modify the substance or timing of the Company’s obligation to redeem 100% of the Class A common stock if it does not
consummate an initial business combination by the Last Date (B) with respect to any other provision relating to stockholders’
rights or pre-initial business combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its 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.