Exhibit 4.1


 




	
  

  	
  032868 NUMBER
  PNW COMMON STOCK COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN JERSEY
  CITY, NJ, NEW YORK, NY AND PITTSBURGH, PA SHARES PINNACLE WEST CAPITAL
  CORPORATION SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 723484 10 1
  INCORPORATED UNDER THE LAWS OF THE STATE OF ARIZONA SPECIMEN FULLY PAID AND
  NON-ASSESSABLE SHARES OF THE COMMON STOCK WITHOUT PAR VALUE OF CERTIFICATE OF
  STOCK SECRETARY PRESIDENT COUNTERSIGNED AND REGISTERED: THE BANK OF NEW YORK
  MELLON TRANSFER AGENT AND REGISTRAR BY: AUTHORIZED SIGNATURE Witness the seal
  of the Corporation and the signatures of its duly authorized officers. Dated

  






 














	
  

  	
  PINNACLE WEST
  CAPITAL CORPORATION For a description of the classes and series of stock of
  the Corporation and a statement of the relative rights, designations,
  preferences, privileges, voting powers, restrictions and qualifications
  thereof, and the authority of the board of directors to determine variations
  for future series, reference is made to the provisions of the Articles of
  Incorporation of the Corporation, and any Certificate of the Corporation
  pursuant to Arizona Revised Statutes, which may be filled in the office of
  the Arizona Corporation Commission, and copies of which will be on file with
  the Transfer Agent and will be supplied without charge to the holder upon
  request in writing to the Corporation, Office of the Secretary. The Stock of
  the Corporation is issued subject to all provisions of said Articles of
  Incorporation and any such Certificates of the Corporation, and the holder
  hereof agrees to such provisions by the acceptance of this certificate. KEEP
  THIS CERTIFICATE IN A SAFE PLACE. IF IT IS LOST, STOLEN, OR DESTROYED THE
  CORPORATION MAY REQUIRE A BOND OF INDEMNITY AS A CONDITION TO THE ISSUANCE OF
  A REPLACEMENT CERTIFICATE. 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 TOD —
  transfer on death UNIF GIFT MIN ACT — Custodian (Cust) (Minor) under Uniform
  Gifts to Minors Act State UNIF TRF MIN ACT — Custodian (until age) Cust under
  Uniform Transfers (Minor) 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 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 NOTICE: 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 WHAT-EVER. BY THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE
  GUARANTOR INSTITUTION (BANKS, STOCK-BROKERS, SAVINGS AND LOAN ASSOCIATIONS
  AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GURANTEE MEDALLION
  PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15. Signature(s) Guaranteed X X