Global Partner Sponsor II LLC - Dec 31, 2021 Form 5 Insider Report for Global Partner Acquisition Corp II (GPAC)

Role: 10%+ Owner
Signature: /s/ Paul J. Zepf Global Partner Sponsor II LLC By Paul J. Zepf, its managing member
Stock symbol: GPAC
Transactions as of: Dec 31, 2021
Transactions value $: $0
Form type: 5
Date filed: 2/14/2022, 04:15 PM
Next filing: Apr 8, 2024

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	GPAC	Class B Ordinary Shares						7.5M	Dec 31, 2021	Class A Ordinary Shares	7.5M		Direct	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	Class B Ordinary Shares, par value $0.0001 per share, of Global Partner Acquisition Corp II (the "Issuer") will automatically convert into the Issuer's Class A Ordinary Shares, par value $0.0001 per share, at the time of the Issuer's initial business combination, or earlier at the option of the holder thereof, on a one-for-one basis subject to certain adjustments, as more fully described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1, as amended (File No. 333-251558), filed in connection with the Issuer's 2021 initial public offering ("IPO"). There is no expiration date for such conversion.
F2	Global Partner Sponsor II LLC (the "Sponsor") is the direct, record holder of the shares reported herein. The Sponsor acquired 7,187,500 Class B Ordinary Shares on November 11, 2020 in a private transaction, pursuant to a subscription agreement entered into between the Sponsor and the Issuer. On January 11, 2021, the Issuer effected a share capitalization resulting in the Sponsor holding 7,500,000 Class B Ordinary Shares.
F3	Paul J. Zepf is the managing member of the Sponsor. Consequently, Mr. Zepf may be deemed to be the indirect beneficial owner of the shares held by the Sponsor and to have voting and dispositive control over such securities. Mr. Zepf disclaims beneficial ownership of any shares other than to the extent he may have a pecuniary interest therein, directly or indirectly.