Exhibit 4.2

SPECIMEN CLASS A COMMON STOCK CERTIFICATE

CERTIFICATE NUMBER

_________

NEO TECHNOLOGY ACQUISITION CORPORATION

INCORPORATED UNDER THE LAWS OF DELAWARE

CLASS A COMMON STOCK

SEE REVERSE FOR
CERTAIN DEFINITIONS

THIS CERTIFIES THAT

CUSIP: 64046W 101

IS THE OWNER OF

FULLY PAID AND NON-ASSESSABLE COMMON STOCKS OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF

NEO TECHNOLOGY ACQUISITION CORPORATION

(THE “COMPANY”)

transferable on the books of the Company 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 Company and the facsimile signatures of its duly authorized officers.

Dated:


Chairman		Chief Financial Officer

NEO TECHNOLOGY ACQUISITION CORPORATION
CORPORATE
SEAL 2021
DELAWARE

NEO TECHNOLOGY ACQUISITION CORPORATION

The Company 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 stocks or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate and the Common Stocks represented thereby are issued and shall be held subject to all the provisions of the Amended and Restated Certificate of Incorporation and all amendments thereto and resolutions of the Board of Directors providing for the issuance of Common Stocks (copies of which may be obtained from the secretary of the Company), to all of which the holder of this certificate by acceptance hereof assents.

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

UNIF GIFT MIN
ACT -

Custodian

(Cust)		(Minor)
under Uniform Gifts 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 capital stock represented by the within Certificate, and do hereby irrevocably constitute and appoint

	Attorney
to transfer the said stocks on the books of the within named Corporation will 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:

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).

The holder of this certificate shall be entitled to receive funds from the trust account only in the event of (i) the liquidation of the trust account upon a failure to consummate a business combination, as described in the prospectus covering the securities or (ii) if the holder seeks to convert his respective stocks or sells them to the Company in a tender offer, in each case in connection with (1) the consummation of a business combination or (2) in connection with an amendment to our Certificate of Incorporation prior to the consummation of a business combination. In no other circumstances shall the holder have any right or interest of any kind in or to the trust account.

Neo Technology Acquisition Corp S-1