LIV Capital Acquisition Sponsor II, L.P. - Feb 16, 2022 Form 3 Insider Report for LIV Capital Acquisition Corp. II (LIVB)

Role: 10%+ Owner
Signature: /s/ Mariana Romero, as attorney-in-fact for LIV Capital Acquisition Sponsor II, L.P. and LIV Sponsor II GP, LLC
Stock symbol: LIVB
Transactions as of: Feb 16, 2022
Transactions value $: $0
Form type: 3
Date filed: 2/17/2022, 07:42 PM
Previous filing: Feb 8, 2022
Next filing: Aug 18, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	LIVB	Class B Ordinary Shares							Feb 16, 2022	Class B Ordinary Shares	2.86M		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As described in the issuer's registration statement on Form S-1 (File No. 333-261950) under the heading "Description of Securities - Founders Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares on the first day following the completion of the issuer's initial business combination on a one-for-one basis, subject to adjustment in accordance with certain anti-dilution rights and have no expiration date.
F2	These shares represent Class B ordinary shares held by LIV Capital Acquisition Sponsor II, L.P., acquired pursuant to a subscription agreement by and between LIV Capital Acquisition Sponsor II, L.P. and the issuer. The Class B ordinary shares owned by LIV Capital Acquisition Sponsor II, L.P. includes 2,500,000 shares issued in connection with the completion of the issuer's initial public offering and an additional 362,500 shares issued following the underwriters' partial exercise of the over-allotment option as described in the issuer's registration statement. These shares are owned directly by LIV Capital Acquisition Sponsor II, L.P., LIV Sponsor II GP, LLC is the sole general partner of LIV Capital Acquisition Sponsor II, L.P.

Content

As described in the issuer's registration statement on Form S-1 (File No. 333-261950) under the heading "Description of Securities - Founders Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares on the first day following the completion of the issuer's initial business combination on a one-for-one basis, subject to adjustment in accordance with certain anti-dilution rights and have no expiration date.

These shares represent Class B ordinary shares held by LIV Capital Acquisition Sponsor II, L.P., acquired pursuant to a subscription agreement by and between LIV Capital Acquisition Sponsor II, L.P. and the issuer. The Class B ordinary shares owned by LIV Capital Acquisition Sponsor II, L.P. includes 2,500,000 shares issued in connection with the completion of the issuer's initial public offering and an additional 362,500 shares issued following the underwriters' partial exercise of the over-allotment option as described in the issuer's registration statement. These shares are owned directly by LIV Capital Acquisition Sponsor II, L.P., LIV Sponsor II GP, LLC is the sole general partner of LIV Capital Acquisition Sponsor II, L.P.

Remarks:

Exhibit List - Exhibit 24.1 - Power of Attorney