Andrew Brenner - 19 Aug 2024 Form 4 Insider Report for HCM II Acquisition Corp. (HCMA)

Role: Director
Signature: /s/ Andrew Brenner
Issuer symbol: HCMA
Transactions as of: 19 Aug 2024
Transactions value $: $100
Form type: 4
Filing time: 20 Aug 2024, 20:52:54 UTC
Previous filing: 15 Aug 2024
Next filing: 30 Oct 2025
SEC: View on sec.gov

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	HCMA	Class B Ordinary Shares	Other	$100	+25K		$0.00	25K	19 Aug 2024	Class A Ordinary Shares	25K		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 are automatically convertible into the shares of the Issuer's Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. The Class B ordinary shares are subject to forfeiture under certain circumstances relating to the reporting person's service on the Issuer's Board of Directors.
F2	As contemplated by the securities purchase agreement between HCM Investor Holdings II, LLC (the "Sponsor") and the reporting person, dated August 19, 2024, the Sponsor assigned 25,000 Class B ordinary shares to the reporting person in connection with reporting person's appointment to the Issuer's Board of Directors.

Content

The Class B ordinary shares are automatically convertible into the shares of the Issuer's Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. The Class B ordinary shares are subject to forfeiture under certain circumstances relating to the reporting person's service on the Issuer's Board of Directors.

As contemplated by the securities purchase agreement between HCM Investor Holdings II, LLC (the "Sponsor") and the reporting person, dated August 19, 2024, the Sponsor assigned 25,000 Class B ordinary shares to the reporting person in connection with reporting person's appointment to the Issuer's Board of Directors.