3//SEC Filing
CIIG Management II LLC 3
Accession 0001213900-21-048074
CIK 0001841338other
Filed
Sep 13, 8:00 PM ET
Accepted
Sep 14, 8:01 PM ET
Size
6.1 KB
Accession
0001213900-21-048074
Insider Transaction Report
Form 3
CIIG Management II LLC
10% Owner
Holdings
Class B Common Stock
→ Class A Common Stock (7,187,500 underlying)
Footnotes (2)
- [F1]As described in the issuer's registration statement on Form S-1 (File No. 333-254078) (the "Registration Statement") under the heading "Description of Securities--Founder Shares," the shares of Class B Common Stock, par value $0.0001 per share ("Class B Common Stock"), will automatically be converted into shares of Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), at the time of the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
- [F2]Shares represent Class B Common Stock held by CIIG Management II LLC (the "Sponsor") acquired pursuant to a subscription agreement between the Sponsor and the issuer. The Class B Common Stock owned by the Sponsor includes up to 937,500 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option as described in the issuer's Registration Statement. F. Peter Cuneo, the issuer's Executive Chairman, Gavin Cuneo, the issuer's Co- Chief Executive Officer and Director, and Michael Minnick, the issuer's Co-Chief Executive Officer and Director, are the managing members of the sponsor and have voting and investment discretion with respect to the securities held by the Sponsor. As such, Messrs. Cuneo, Cuneo and Minnick may be deemed to share beneficial ownership of the shares of Class B Common Stock held directly by the Sponsor. Each of Messrs. Cuneo, Cuneo and Minnick disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Documents
Issuer
CIIG Capital Partners II, Inc.
CIK 0001841338
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001841482
Filing Metadata
- Form type
- 3
- Filed
- Sep 13, 8:00 PM ET
- Accepted
- Sep 14, 8:01 PM ET
- Size
- 6.1 KB