M3-Brigade Sponsor II LP - Apr 19, 2021 Form 4 Insider Report for M3-Brigade Acquisition II Corp. (MBAC)

Role: 10%+ Owner
Signature: /s/ Mohsin Y. Meghji, as Authorized Signatory
Stock symbol: MBAC
Transactions as of: Apr 19, 2021
Transactions value $: $0
Form type: 4
Date filed: 3/29/2022, 04:04 PM

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
transaction	MBAC	Class B common stock	Other	$0	-1.5M	-13.04%	$0.00	10M	Apr 19, 2021	Class A Common Stock	1.5M		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. 333-253132) 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, or at any time prior thereto at the option of the holder, on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.
F2	On April 19, 2021, M3-Brigade Sponsor II LP (the "Sponsor) forfeited at no cost 1,500,000 shares of common stock, par value $0.0001 per share, in connection with the determination by the underwriters of the Issuer's initial public offering not to exercise in full the over-allotment option granted to them.

Content

As described in the Issuer's registration statement on Form S-1 (File No. 333-253132) 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, or at any time prior thereto at the option of the holder, on a one-for-one basis, subject to certain adjustments described therein and have no expiration date.

On April 19, 2021, M3-Brigade Sponsor II LP (the "Sponsor) forfeited at no cost 1,500,000 shares of common stock, par value $0.0001 per share, in connection with the determination by the underwriters of the Issuer's initial public offering not to exercise in full the over-allotment option granted to them.