Ng Shing Joe Kester - Aug 23, 2024 Form 3 Insider Report for Black Spade Acquisition II Co (BSIIU)

Role: Co-CEO, Director
Signature: /s/ Ng Shing Joe Kester
Stock symbol: BSIIU
Transactions as of: Aug 23, 2024
Transactions value $: $0
Form type: 3
Date filed: 8/23/2024, 01:39 PM
Previous filing: Aug 14, 2023

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	BSIIU	Class B ordinary shares							Aug 23, 2024	Class A ordinary shares	100K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	The Class B ordinary shares of the issuer will automatically convert into Class A ordinary shares of the issuer on a one-for-one basis (subject to certain adjustments, including share sub-divisions, share capitalizations, reorganizations, recapitalizations and other transactions) concurrently with or immediately following the consummation of the issuer's initial business combination, as described in the section entitled "Description of Securities" in the issuer's registration statement on Form S-1 (File No. 333-280385) filed with the Securities and Exchange Commission on June 21, 2024. The Class B ordinary shares have no expiration date.
F2	Up to 13,043 of the Class B ordinary shares reported herein will be surrendered to the issuer for no consideration after the closing of the initial public offering depending on the extent to which the underwriters' over-allotment option is exercised.

Content

The Class B ordinary shares of the issuer will automatically convert into Class A ordinary shares of the issuer on a one-for-one basis (subject to certain adjustments, including share sub-divisions, share capitalizations, reorganizations, recapitalizations and other transactions) concurrently with or immediately following the consummation of the issuer's initial business combination, as described in the section entitled "Description of Securities" in the issuer's registration statement on Form S-1 (File No. 333-280385) filed with the Securities and Exchange Commission on June 21, 2024. The Class B ordinary shares have no expiration date.

Up to 13,043 of the Class B ordinary shares reported herein will be surrendered to the issuer for no consideration after the closing of the initial public offering depending on the extent to which the underwriters' over-allotment option is exercised.