Exhibit 4.1


 




	
  

  	
  COUNTERSIGNED:
  BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. 1717 ARCH ST., STE. 1300,
  PHILADELPHIA, PA 19103 TRANSFER AGENT BY: AUTHORIZED SIGNATURE NUMBER SHARES
  DATED: THIS CERTIFIES THAT: IS THE OWNER OF SPECIMEN SPECIMEN SPECIMEN
  INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE transferable on the
  books of the Corporation by the holder thereof in person or by duly
  authorized 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. C O M M O N S T O C K CUSIP 92847N 10 3 SEE REVERSE FOR CERTAIN
  DEFINITIONS TREASURER PRESIDENT CS FULLY PAID AND NON-ASSESSABLE SHARES OF
  COMMON STOCK OF $.0001 PAR VALUE EACH OF VITAE PHARMACEUTICALS, INC. 

  






 















	
  

  	
  COLUMBIA
  FINANCIAL PRINTING CORP. - www.stockinformation.com 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 under Uniform Gifts to Minors survivorship
  and not as tenants Act in common (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 TYPE 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. THE
  CORPORATION WILL FURNISH TO ANY STOCKHOLDER, UPON REQUEST AND WITHOUT CHARGE,
  A FULL STATEMENT OF THE DESIGNATIONS, RELATIVE RIGHTS, PREFERENCES AND
  LIMITATIONS OF THE SHARES OF EACH CLASS AND SERIES AUTHORIZED TO BE ISSUED,
  SO FAR AS THE SAME HAVE BEEN DETERMINED, AND OF THE AUTHORITY, IF ANY, OF THE
  BOARD TO DIVIDE THE SHARES INTO CLASSES OR SERIES AND TO DETERMINE AND CHANGE
  THE RELATIVE RIGHTS, PREFERENCES AND LIMITATIONS OF ANY CLASS OR SERIES. SUCH
  REQUEST MAY BE MADE TO THE SECRETARY OF THE CORPORATION OR TO THE TRANSFER AGENT
  NAMED ON THIS CERTIFICATE. THE SIGNATURE TO THE ASSIGNMENT MUST CORRESPOND TO
  THE NAME AS WRITTEN UPON THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR,
  WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER, AND MUST BE
  GUARANTEED BY A COMMERCIAL BANK OR TRUST COMPANY OR A MEMBER FIRM OF A
  NATIONAL OR REGIONAL OR OTHER RECOGNIZED STOCK EXCHANGE IN CONFORMANCE WITH A
  SIGNATURE GUARANTEE MEDALLION PROGRAM.