Specimen Common Stock Certificate of Cempra, Inc.



 Exhibit 4.1 
 CEMPRA, INC. 
 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE


                       
                                         
                                         
                                         
      CUSIP NUMBER 15130J 109 
 SEE REVERSE FOR CERTAIN DEFINITIONS 

THIS CERTIFIES THAT 
 IS THE RECORD
HOLDER OF 
 FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK , $0.001 PAR VALUE PER SHARE, OF 

CEMPRA, INC. 

transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of the Certificate properly endorsed. This
Certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar. 
 IN WITNESS WHEREOF, the
Corporation has caused the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers to be duly affixed hereto. 
 DATED: 
 



 
  

					
	Prabhavathi Fernandes	 		 	Shane Barton
	Chief Executive Officer	 		 	Secretary








 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)

		
		 	UNIF TRF MIN ACT.......Custodian (until age....)
		 		 	(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 
 IDENTIFIYING
NUMBER OF ASSIGNEE 
  

	
	 

  
  

PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE 

 
  
 _______________________________________________________________________________________________Shares Of the Common Stock represented by the within Certificate, and do(es) hereby irrevocably constitute
and appoint____________________________________________________________________________________ Attorney 
 To transfer the said Shares on the
books of the within named Corporation with full power of substitution in the premises 
 Dated ______________________________ 

X_____________________________________ 
 X_____________________________________ 
 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 ALTERNATION OR ENLARGEMENT OR ANY 
 CHANGE WHATEVER 
 Signature(s) Guaranteed: 

By_________________________________________________________________________ 
 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.