Exhibit 4.3





 


EXHIBIT
A


 


	NUMBER	 	THIS
    WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD OR REDEMPTION BY THE COMPANY PROVIDED FOR IN
    THE WARRANT AGREEMENT DESCRIBED BELOW	 	WARRANTS


 


AETHERIUM
ACQUISITION CORP.


 


CUSIP
[●]


 


WARRANT


 


THIS
CERTIFIES THAT ____________________, for value received, is the registered holder of a warrant or warrants (the “Warrant(s)”)
of Aetherium Acquisition Corp., a Delaware corporation (the “Company”), to purchase one fully paid and non-assessable
share of Class A common stock, par value $0.0001 per share (“Shares”), of the Company for each whole Warrant evidenced
by this Warrant Certificate. The Warrant entitles the holder thereof to purchase from the Company, commencing on the later of the Company’s
completion of an initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business
combination with one or more businesses (a “Business Combination”) and 12 months from the date of the Prospectus (as
defined in the Warrant Agreement), such number of Shares of the Company at the Warrant Price (as defined below), upon surrender of this
Warrant Certificate and payment of the Warrant Price at the office or agency of Continental Stock Transfer & Trust Company (the “Warrant
Agent”), but only subject to the conditions set forth herein and in the Warrant Agreement between the Company and Continental
Stock Transfer & Trust Company, dated as of [●], 2021 (the “Warrant Agreement”). In no event will the Company
be required to net cash settle any warrant exercise. The term “Warrant Price” as used in this Warrant Certificate
refers to the price per Share at which Shares may be purchased at the time the Warrant is exercised. The initial Warrant Price per Share
is equal to $11.50 per share. The Warrant Agreement provides that upon the occurrence of certain events the Warrant Price, the Redemption
Trigger Price (as defined below) and the number of Shares purchasable hereunder, set forth on the face hereof, may, subject to certain
conditions, be adjusted.


 


The
warrants will expire five years after the completion of the Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption
or liquidation, as provided for in the Warrant Agreement.


 


No
fraction of a Share will be issued upon any exercise of a Warrant. If the holder of a Warrant would be entitled to receive a fraction
of a Share upon any exercise of a Warrant, the Company shall, upon such exercise, round down to the nearest whole number the number of
Shares to be issued to such holder.


 


Upon
any exercise of the Warrant for less than the total number of full Shares provided for herein, there shall be issued to the registered
holder hereof or the registered holder’s assignee a new Warrant Certificate covering the number of Shares for which the Warrant
has not been exercised.


 


Upon
due presentment for registration of transfer of the Warrant Certificate at the office or agency of the Warrant Agent, a new Warrant Certificate
or Warrant Certificates of like tenor and evidencing in the aggregate a like number of Warrants shall be issued to the transferee in
exchange for this Warrant Certificate, subject to the limitations provided in the Warrant Agreement, without charge except for any applicable
tax or other governmental charge.


 


The
Company and the Warrant Agent may deem and treat the registered holder as the absolute owner of this Warrant Certificate (notwithstanding
any notation of ownership or other writing hereon made by anyone), for the purpose of any exercise hereof, of any distribution to the
registered holder, and for all other purposes, and neither the Company nor the Warrant Agent shall be affected by any notice to the contrary.


 


This
Warrant does not entitle the registered holder to any of the rights of a stockholder of the Company.


 








The
Company reserves the right to call the Warrant at any time prior to its exercise with a notice of call in writing to the holders of record
of the Warrant, giving at least 30 days’ notice of such call, at any time while the Warrant is exercisable, if the last sale price
of the Shares has been at least $18.00 per share (the “Redemption Trigger Price”) on each of 20 trading days within
any 30 trading day period (the “30-day trading period”) ending on the third trading day prior to the date on which
notice of such call is given and if, and only if, the Shares underlying the Warrants is exempt from registration or qualification under
applicable state blue sky laws. The call price of the Warrants is to be $0.01 per Warrant. Any Warrant either not exercised or tendered
back to the Company by the end of the date specified in the notice of call shall be canceled on the books of the Company and have no
further value except for the $0.01 call price.


 


This
Warrant Certificate shall not be valid unless countersigned by the Warrant Agent, as such term is used in the Warrant Agreement. This
Warrant Certificate shall be governed by and construed in accordance with the internal laws of the State of New York.


 


	By	 
	 	 	 	 
	 	Chief
    Executive Officer or Co-Chief Executive Officer, as applicable	 	Chief
    Financial Officer


 






    	 



     


    

 


SUBSCRIPTION
FORM


 


To
Be Executed by the Registered Holder in Order to Exercise Warrants


 


The
undersigned Registered Holder irrevocably elects to exercise ____________________ Warrants represented by this Warrant Certificate, and
to purchase the Class A Common Stock issuable upon the exercise of such Warrants, and requests that Certificates for such shares shall
be issued in the name of


 


	(PLEASE
    TYPE OR PRINT NAME AND ADDRESS)
	 
	 
	 
	 
	 


(SOCIAL
SECURITY OR TAX IDENTIFICATION NUMBER)


 


and
be delivered to _______________________________________________________________________


(PLEASE
PRINT OR TYPE NAME AND ADDRESS)


 





 



 


and,
if such number of Warrants shall not be all the Warrants evidenced by this Warrant Certificate, that a new Warrant Certificate for the
balance of such Warrants be registered in the name of, and delivered to, the Registered Holder at the address stated below:


 


	Dated:	 	 	 
	 	 	(SIGNATURE)
	 	 	 
	 	 	(ADDRESS)
	 	 	 
	 	 	 
	 	 	 
	 	 	(TAX
    IDENTIFICATION NUMBER)


 




    	 



     


    

 


ASSIGNMENT


 


To
Be Executed by the Registered Holder in Order to Assign Warrants


 


For
Value Received, ____________________ hereby sells, assigns and transfers unto


 


 


	(PLEASE
    TYPE OR PRINT NAME AND ADDRESS)
	 
	 
	 
	 
	 


(SOCIAL
SECURITY OR TAX IDENTIFICATION NUMBER)


 


and
be delivered to _______________________________________________________________________


(PLEASE
PRINT OR TYPE NAME AND ADDRESS)


 


____________________
of the Warrants represented by this Warrant Certificate, and hereby irrevocably constitutes and appoints ____________________ Attorney
to transfer this Warrant Certificate on the books of the Company, with full power of substitution in the premises.


 


	Dated:	 	 	 
	 	(SIGNATURE)


 


The
signature to the assignment of the Subscription Form must correspond to the name written upon the face of this Warrant Certificate in
every particular, without alteration or enlargement or any change whatsoever, and must be guaranteed by a commercial bank or trust company
or a member firm of the NYSE American, Nasdaq, New York Stock Exchange, Pacific Stock Exchange, or Chicago Stock Exchange.