Exhibit 4.1


 



     

     


    

 


ZEDGE,
INC.


AMERICAN
STOCK TRANSFER & TRUST COMPANY, LLC 

TRANSFER FEE: AS REQUIRED


 





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)

        under
        Uniform Gifts to Minors

	JT
    TEN	-	as
joint tenants with right 

of survivorship and not as 

tenants in common
		 	 	 





	 	 	Act	 
	 	 	 	(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 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 Corporation, with full power of substitution in the premises.


 


Dated:____________20_________,


 


	 	 	Signature: X                                                                                                     
	Signature(s)
    Guaranteed:	 	 
	 	 	Signature: X                                                                                                      




 


THE
SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR,
WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER. 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.


 






    


     

    

 


 



     

     


    

 


ZEDGE,
INC.


AMERICAN
STOCK TRANSFER & TRUST COMPANY, LLC 

TRANSFER FEE: AS REQUIRED


 





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)

        under
        Uniform Gifts to Minors

	JT
    TEN	-	as
joint tenants with right 

of survivorship and not as 

tenants in common
		 	 	 





	 	 	Act	 
	 	 	 	(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 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 Corporation, with full power of substitution in the premises.


 


Dated:____________20_________,


 


	 	 	Signature: X                                                                                                     
	Signature(s)
    Guaranteed:	 	 
	 	 	Signature: X                                                                                                      




 


THE SIGNATURE(S) TO THIS ASSIGNMENT MUST CORRESPOND
WITH THE NAME(S) AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE
WHATEVER. 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.