EXHIBIT 4.1


 


DESCRIPTION OF THE REGISTRANT’S
SECURITIES


REGISTERED PURSUANT TO SECTION 12 OF
THE


SECURITIES EXCHANGE ACT OF 1934


 


As of December 31,
2019, HyreCar Inc. (“the Company”) had one class of security registered under Section 12 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), our common stock, par value $0.00001 per share (“Common Stock”).


 


Description of Common Stock


 


The following description
of our Common Stock is a summary and does not purport to be complete. It is subject to and qualified in its entirety
by reference to our Amended and Restated Certificate of Incorporation, as amended (the “Certificate of Incorporation”)
and our Amended and Restated Bylaws (the “Bylaws”), each of which are incorporated by reference as an exhibit to the
Annual Report on Form 10-K of which this Exhibit 4.1 is a part. We encourage you to read our Certificate of Incorporation,
Bylaws, and the applicable provisions of the Delaware General Corporation Law for additional information.


 


Authorized Capital Shares


 


Our authorized capital
shares consist of 50,000,000 shares of common stock, $0.00001 par value per share, and 10,000,000 shares of preferred stock, $0.00001
par value per share (“Preferred Stock”). As of December 31, 2019, there were 16,393,171 shares of common stock issued
and outstanding. There were no shares of Preferred Stock issued or outstanding as of December 31, 2019.


 


Voting Rights


 


Holders of common stock
are entitled to one vote per share on all matters voted on by the stockholders, including the election of directors. Our Certificate
of Incorporation and Bylaws do not provide for cumulative voting in the election of directors.


 


Dividend Rights


 


Holders of the Company’s
common stock are entitled to receive dividends, if any, as may be declared from time to time by the board of directors in its discretion
out of funds legally available for the payment of dividends.


 


Liquidation Rights


 


In the event of our
liquidation, the holders of our common stock will be entitled to share ratably in any distribution of our assets after payment
of all debts and other liabilities and the preferences payable to holders of shares of Preferred Stock then outstanding, if any.


 


Applicable Anti-Takeover Law


 


Set forth below is
a summary of the provisions of the Certificate of Incorporation and the Bylaws that could have the effect of delaying or preventing
a change in control of the Company. The following description is only a summary and it is qualified by refence to the Certificate
of Incorporation, the Bylaws and relevant provisions of the Delaware General Corporation Law.


 






     


     


    

 


Blank Check Preferred Stock


 


The Certificate of
Incorporation authorizes 10,000,000 undesignated shares of Preferred Stock and permits our board of directors to issue Preferred
Stock with rights or preferences that could impede the success of any attempt to change control of the Company. For example, our
board of directors, without stockholder approval, may create or issue Preferred Stock with conversion rights that could adversely
affect the voting power of the holders of our common stock as well as rights to such Preferred Stock, in connection with implementing
a stockholder rights plan. This provision may be deemed to have a potential anti-takeover effect, because the issuance of such
Preferred Stock may delay or prevent a change of control of the Company. Furthermore, shares of Preferred Stock, if any are issued,
may have other rights, including economic rights, senior to common stock, and as a result, the issuance thereof could depress the
market price of our common stock.


 


No Cumulative Voting


 


The Certificate of
Incorporation and the Bylaws do not provide holders of our common stock cumulative voting rights in the election of directors.
The absence of cumulative voting could have the effect of preventing stockholders holding a minority of our shares of common stock
from obtaining representation on our board of directors. The absence of cumulative voting might also, under certain circumstances,
render more difficult or discourage a merger, tender offer or proxy contest favored by a majority of our stockholders, the assumption
of control by a holder of a large block of our stock or the removal of incumbent management.


 


Advance Notice Requirements for Stockholder
Proposals and Director Nominees


 


The Bylaws require
stockholders seeking to make nominations of candidates for election as directors or to bring other business before a meeting of
our stockholders to provide timely notice of their intent in writing. To be timely, a stockholder’s notice must be delivered
to the Secretary at our principal executive offices not less than 90 days nor more than 120 days prior to the first anniversary
of the immediately preceding annual meeting of the stockholders; provided, however, that in the event that the date of the annual
meeting is more than 30 days before or after such anniversary date, notice by the stockholder to be timely must be so received
not later than the close of business on the tenth day following the earlier of the date on which we first give notice or publicly
announce the date of the meeting. A stockholder’s notice must include certain information about the stockholder and the nominee
or proposal as specified in the Bylaws. These advance notice provisions may restrict the ability of the stockholders to make nominations
for directors at or bring business before a meeting of the Company’s stockholders.


 


Listing


 


Our common stock is
traded on Nasdaq Capital Market under the trading symbol “HYRE”.


 


Transfer Agent


 


The Company’s transfer agent is VStock
Transfer, LLC.