Exhibit 4.1


 




	
  

  	
  SS CUSIP 860341
  10 6 SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that is the owner of STEWART
  & STEVENSON INC. SEAL 2011 DELAWARE CORPORATE FULLY PAID AND
  NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.01 EACH OF THE COMMON STOCK OF
  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 unless countersigned by the Transfer Agent and
  registered by the Registrar. Witness the seal of the Corporation and the
  facsimile signatures of its duly authorized officers. Dated: STEWART &
  STEVENSON INC. STEWART & STEVENSON INC. INCORPORATED UNDER THE LAWS OF
  THE STATE OF DElAWARE CHIEF FINANCIAL OFFICER CHAIRMAN OF THE BOARD
  COUNTERSIGNED AND REGISTERED: CONTINENTAl STOCK TRANSFER & TRUST COMPANY
  TRANSFER AGENT AND REGISTRAR BY AUTHORIZED OFFICER COMMON STOCK COMMON STOCK © SECURITY-COLUMBIAN UNITED STATES BANKNOTE COMPANY 1960

  






 












	
  

  	
  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 TEN ENT – as
  tenants by the entireties JT TEN – as joint tenants with right of
  survivorship and not as tenants in common 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. Signature(s) Guaranteed: UNIF GIFT MIN ACT– Custodian (Cust)
  (Minor) under Uniform Gifts to Minors Act (State) THE SIGNATURE(S) MUST 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). STEWART
  & STEVENSON INC. The Corporation will 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 or series thereof of the Corporation and the qualifications,
  limitations, or restrictions of such preferences and/or rights. This certificate
  and the shares represented thereby are issued and shall be held subject to
  all the provisions of the Certificate of Incorporation and all amendments
  thereto and resolutions of the Board of Directors providing for the issue of
  shares of Preferred Stock (copies of which may be obtained from the secretary
  of the Corporation), to all of which the holder of this certificate by
  acceptance hereof assents. PLEASE INITIAL THE APPROPRIATE SELECTION FOR THIS
  PROOF: OK AS IS OK WITH CHANGES MAKE CHANGES AND SEND ANOTHER PROOF AMERICAN
  BANK NOTE COMPANY 711 ARMSTRONG LANE COLUMBIA, TENNESSEE 38401 (931) 388-3003
  SALES: HOLLY GRONER 931-490-7660 PROOF OF: JUNE 13, 2011 STEWART &
  STEVENSON INC. WO 3811 BK LOT 1&2 OPERATOR: JH NEW