CF Finance Holdings II, LLC 4
4 · CF Finance Acquisition Corp II · Filed Oct 14, 2020
Insider Transaction Report
Form 4
CF Finance Holdings II, LLC
DirectorChief Executive Officer10% Owner
Transactions
- Other
Class B Common Stock
2020-10-10−1,875,000→ 12,480,000 total(indirect: See Footnote)→ Class A Common Stock (1,875,000 underlying)
Footnotes (3)
- [F1]As described in the issuer's registration statement on Form S-1 (File No. 333-241727) under the heading "Description of Securities--Founder Shares", the shares of Class B common stock will automatically convert into shares of Class A common stock at the time of the issuer's initial business combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights.
- [F2]As contemplated in connection with the initial public offering of the issuer, 1,875,000 shares of Class B common stock were returned by CF Finance Holdings II, LLC (the "Sponsor") to the issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised.
- [F3]The Sponsor is the record holder of the shares reported herein. Cantor Fitzgerald, L.P. ("Cantor") is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor. Mr. Lutnick, the issuer's Chairman and Chief Executive Officer, is the trustee of the sole stockholder of CFGM. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the securities directly held by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.