EX-4.1





 Exhibit 4.1 
  






 
 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# CLASS A COMMON STOCK CLASS A COMMON STOCK PO PAR VALUE $0
0001 MR ADD ADD ADD ADD 43 2 1 A BOX DESIGNATION SAMPLE Certificate Shares 505006, Number * * 000000 ****************** (IF * * * 000000 ***************** ANY) ZQ00000000 **** 000000 **************** Louisville, XPONENTIAL FITNESS, INC ***** 000000
*************** KY ****** 000000 ************** INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE ** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David
Sample SEE REVERSE FOR CERTAIN DEFINITIONS 40233 **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David - THIS CERTIFIES THAT Sample **** Mr Alexander David
Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr MR Alexander David SAMPLE Sample **** Mr Alexander David &Sample MRS **** Mr Alexander SAMPLE David Sample
**** Mr Alexander & David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** CUSIP XXXXXX XX X 5006 Mr Alexander David Sample
**** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample
**** Mr Alexander David Sample **** Mr Alexander MR David Sample SAMPLE **** Mr Alexander David Sample **** &Mr Alexander MRS David Sample SAMPLE **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample ****
Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample ****
Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Alexander David Sample **** Mr Sample **** Mr Sample is the owner of ** Shares*** * 0 THIS CERTIFICATE IS TRANSFERABLE IN 00000** 00
***ZEROâ€^HUNDRED THOUSAND 0000** 000 CITIES DESIGNATED BY THE TRANSFER 000** 0000 AGENT, AVAILABLE ONLINE AT 00** 00000 0** 000000 ZERO HUNDRED AND ZERO*** www computershare com ** 000000* * S FULLY-PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF Xponential Fitness, Inc (hereinafter called the “Company”), transferable on the books of the Company in Total DTC person or by duly authorized attorney,
upon surrender of this Certificate properly endorsed This Certificate and Holder the shares represented hereby, are issued and shall be held subject to all of the provisions of the Certificate of Number Certificateof Insurance ID Incorporation, as
amended, and the By-Laws, as amended, of the Company (copies of which are on file with the Value Company and with the Transfer Agent), to all of which each holder, by acceptance hereof, assents This
Transaction Shares CUSIP/IDENTIFIER Certificate is not valid unless countersigned and registered by the Transfer Agent and Registrar Numbers 1234567890/1234567890 1234567890/1234567890 1234567890/1234567890 1234567890/1234567890
1234567890/1234567890 1234567890/1234567890 Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized officers DATED DD-MMM-YYYY AL
FIT 6 5 4 3 2 1 I N COUNTERSIGNED AND REGISTERED: 12345678 FACSIMILE SIGNATURE TO COME NT O E E ORP RA S COMPUTERSHARE TRUST COMPANY, N A Num/No C TE S President N ,I TRANSFERâ€^AGENT ANDâ€^REGISTRAR, P O N X C 6 5 4 3 2 1
Denom 1/14/2020 XXXXXX DEL RE 1,000,000 FACSIMILE SIGNATURE TO COME AWA 7 6 5 4 3 2 1 XX Total 123456789012345 123456 00 XXXXXXXXXX X By Secretary AUTHORIZEDâ€^SIGNATURE 












 



 
 XPONENTIAL FITNESS, INC 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 RIGHTS, AND THE VARIATIONS IN RIGHTS,
PREFERENCES AND LIMITATIONS DETERMINED FOR EACH SERIES, WHICH ARE FIXED BY THE CERTIFICATE OF INCORPORATION OF THE COMPANY, AS AMENDED, AND THE RESOLUTIONS OF THE BOARD OF DIRECTORS 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 THE BOARD OF DIRECTORS MAY REQUIRE THE OWNER OF A LOST OR DESTROYED STOCK CERTIFICATE, OR HIS LEGAL
REPRESENTATIVES, TO GIVE THE COMPANY A BOND TO INDEMNIFY IT AND ITS TRANSFER AGENTS AND REGISTRARS AGAINST ANY CLAIM THAT MAY BE MADE AGAINST THEM ON ACCOUNT OF THE ALLEGED LOSS OR DESTRUCTION OF ANY SUCH CERTIFICATE 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 (Cust) (Minor) TEN
ENT—as tenants by the entireties under Uniform Gifts to Minors Act (State) JT TEN—as joint tenants with right of survivorship UNIFâ TRF MIN ACT - Custodian (until age ) and not as tenants in common (Cust) under Uniform Transfers to
Minors Act (Minor) (State) Additional abbreviations may also be used though not in the above list PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE For value received, hereby sell, assign and transfer unto (PLEASE PRINT OR
TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) _ Shares of the Class A Common 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 Company with full power of substitution in the premises Dated: 20 Signature(s) Guaranteed: Medallion Guarantee Stamp THE SIGNATURE(S) SHOULD 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 Signature: Signature: 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 The IRS requires that the named transfer agent (“we”) report the cost basis of certain
shares or units acquired after January 1, 2011 If your shares or units are covered by the legislation, and you requested to sell or transfer the shares or units using a specific cost basis calculation method, then we have processed as you requested
If you did not specify a cost basis calculation method, then we have defaulted to the first in, first out (FIFO) method Please consult your tax advisor if you need additional information about cost basis If you do not keep in contact with the issuer
or do not have any activity in your account for the time period specified by state law, your property may become subject to state unclaimed property laws and transferred to the appropriate state