Exhibit 4.1
[UPG GRAPHIC OMITTED]
LET US POWER YOU.(TM)
[Graphic Omitted] UNIVERSAL POWER GROUP, INC. [Graphic Omitted]
INCORPORATED UNDER THE LAWS OF THE STATE OF TEXAS
AUTHORIZED: 50,000,000 COMMON SHARES, $.01 PAR VALUE
THIS CERTIFIES THAT SEE REVERSE FOR
CERTAIN DEFINITIONS
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IS THE OWNER OF CUSIP 913788105
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FULLY PAID AND NON-ASSESSABLE COMMON SHARE, $.01 PAR VALUE
UNIVERSAL POWER GROUP, INC.
TRANSFERABLE ON THE BOOKS OF THIS CORPORATION IN PERSON OR BY 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 TEXAS, AND
TO THE ARTICLES OF INCORPORATION AND BYLAWS OF THE CORPORATION, AS NOW OR
HEREAFTER AMENDED. THIS CERTIFICATE IS NOT VALID UNTIL COUNTERSIGNED BY THE
TRANSFER AGENT.
IN WITNESS WHEREOF, THE CORPORATION HAS CAUSED THIS CERTIFICATE TO BE
SIGNED BY THE FACSIMILE SIGNATURES OF ITS DULY AUTHORIZED OFFICERS AND TO BE
SEALED WITH THE FACSIMILE SEAL OF THE CORPORATION.
DATED:
[UNIVERSAL POWER GROUP, INC.
/s/ [ILLEGIBLE] CORPORATE SEAL /s/ [ILLEGIBLE]
- ------------------------ TEXAS ------------------------
PRESIDENT OMITTED] SECRETARY
COUNTERSIGNED:
CORPORATE STOCK TRANSFER, INC.
3200 Cherry Creek Drive South, Suite 430, Denver, CO 80209
By:
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Transfer Agent and Registrar Authorized Officer
UNIVERSAL POWER GROUP, INC.
CORPORATE STOCK TRANSFER, INC.
TRANSFER FEE: AS REQUIRED
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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 for...........
(Cust.) (Minor)
TEN ENT -- as tenants by the entireties under Uniform Gifts to Minors
JT TEN -- as joint tenants with right of Act of ..........................................
survivorship and not as tenants (State)
in common
ADDITIONAL ABBREVIATIONS MAY ALSO BE USED THOUGH NOT IN THE ABOVE LIST.
For value received ............................... assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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PLEASE PRINT OR TYPE NAME AND ADDRESS 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 ............................20 .............
SIGNATURE GUARANTEED: X
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X
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THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR
ENLARGEMENT OR ANY CHANGE WHATSOEVER. 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.