Exhibit 4.1


 




	
  

  	
  (Brooklyn, NY)
  SEE REVERSE FOR CERTAIN DEFINITIONS THIS CERTIFIES THAT IS THE RECORD HOLDER
  OF THIS CERTIFICATE IS TRANSFERABLE IN NEW YORK, N.Y. COMMON STOCK CUSIP
  56854Q 10 1 MP FULLY-PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, $0.001
  PAR VALUE PER SHARE, OF PRESIDENT AND CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL
  OFFICER, SECRETARY AND TREASURER COUNTERSIGNED AND REGISTERED: AMERICAN STOCK
  TRANSFER & TRUST COMPANY, LLC TRANSFER AGENT AND REGISTRAR BY AUTHORIZED
  SIGNATURE MARINUS PHARMACEUTICALS, INC. transferable on the books of the
  Corporation in person or by duly authorized attorney, upon surrender of this
  certificate properly endorsed. This certificate is not valid until
  countersigned by the Transfer Agent and registerd by the Registrar. WITNESS
  the facimile seal of the Corporation and the facsimile signatures of its duly
  authorized officers. Dated INCORPORATED UNDER THE LAWS OF THE STATE OF
  DELAWARE •••••••••••••••••••••••••••••••••• •••• •••••• •••• •••••
  •••••••••••• z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z
  z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z z
  z z z z z z z z z z z z z z z z z MARINUS PHARMACEUTICALS, INC. SEAL 2003
  DELAWARE CORPORATE 

  






 


 








 

The Corporation is authorized to issue more than one class of stock. The Corporation shall furnish without charge to each stockholder who so requests the powers, designations, preferences and relative, participating, optional, or other special rights of each class of stock of the Corporation or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights. Such requests shall be made to the Corporation’s Secretary at the principal office of the Corporation.

 

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 capital 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 WHATEVER.