EX-4.1



 Exhibit 4.1 
 




 
 SPECIMEN 
SPECIMEN

NUMBER 
SHARES 
COMMON STOCK 
VALERITAS, INC. 
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 
SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP 91914K 10 9 
THIS CERTIFIES THAT: 
SPECIMEN 
IS THE OWNER OF 
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF $0.00001 PAR VALUE EACH OF 
VALERITAS,
INC. 
transferable on the books of the Corporation in person or by attorney upon surrender of this certificate duly endorsed or assigned. This certificate and the
shares represented hereby are subject to the laws of the State of Delaware, and to the Certificate of Incorporation and Bylaws of the Corporation, as now or hereafter amended. This certificate is not valid until countersigned by the Transfer Agent.

WITNESS the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers. 
COUNTERSIGNED AND REGISTERED 
AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC 
BROOKLYN, NY 
TRANSFER AGENT AND REGISTRAR 
BY. 
AUTHORIZED SIGNATURE 
DATED: 
CHIEF FINANCIAL OFFICER 
VALERITAS, INC. 
CORPORATE 
SEAL 2007 
DELAWARE 
Kristine Peterson 
CHIEF EXECUTIVE OFFICER 
C 1990 COLUMBIA FINANCIAL PRINTING CORP. 







 VALERITAS, INC. 

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) 

			
	
	  

	
	  

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


			
		
	  
		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 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 WHATSOEVER.


 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.

 THE CORPORATION IS AUTHORIZED TO ISSUE TWO CLASSES OF STOCK, COMMON STOCK AND PREFERRED STOCK. THE COMPANY WILL FURNISH
WITHOUT CHARGE TO EACH SHAREHOLDER WHO SO REQUESTS, A SUMMARY OF THE POWERS, DESIGNATIONS, PREFERENCES AND RELATIVE, PARTICIPATING, OPTIONAL, OR OTHER SPECIAL RIGHTS OF EACH CLASS OF STOCK OF THE COMPANY AND THE QUALIFICATIONS, LIMITATIONS OR
RESTRICTIONS OF SUCH PREFERENCES AND/OR RIGHTS, AND THE VARIATIONS IN RIGHTS, PREFERENCES AND LIMITATIONS DETERMINED FOR EACH SERIES WHICH ARE FIXED BY THE CERTIFICATE OF INCORPORATION OF THE COMPANY AND THE AUTHORITY OF THE BOARD OF DIRECTORS TO
DETERMINE VARIATIONS FOR FUTURE SERIES. SUCH REQUEST MAY BE MADE TO THE OFFICE OF THE SECRETARY OF THE COMPANY OR TO THE TRANSFER AGENT. 
  

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