Cantor EP Holdings II, LLC - 05 May 2025 Form 4 Insider Report for Cantor Equity Partners II, Inc. (CEPT)

Role: 10%+ Owner
Signature: /s/ Howard Lutnick
Issuer symbol: CEPT
Transactions as of: 05 May 2025
Net transactions value: +$5,800,000
Form type: 4
Filing time: 06 May 2025, 16:00:22 UTC
Previous filing: 01 May 2025
SEC: View on sec.gov

Reporting Owners (4)

Name	Relationship	Address	Signature	Signature date	CIK
Cantor EP Holdings II, LLC	10%+ Owner	110 EAST 59TH STREET, NEW YORK	/s/ Howard Lutnick	06 May 2025	0002034273
CANTOR FITZGERALD, L. P.	10%+ Owner	110 EAST 59TH STREET, NEW YORK	/s/ Brandon Lutnick, as Chief Executive Officer of Cantor EP Holdings II, LLC	06 May 2025	0001024896
CF GROUP MANAGEMENT INC	10%+ Owner	110 EAST 59TH STREET, NEW YORK	/s/ Brandon Lutnick, as Chief Executive Officer of Cantor Fitzgerald, L.P.	06 May 2025	0001251145
LUTNICK HOWARD W	10%+ Owner	110 EAST 59TH STREET, NEW YORK	/s/ Brandon Lutnick, as Chief Executive Officer of CF Group Management, Inc.	06 May 2025	0001250975

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CEPT	Class A ordinary shares	Purchase	$5,800,000	+580,000		$10.00	580,000	05 May 2025	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	These Class A ordinary shares were acquired by Cantor EP Holdings II, LLC (the "Sponsor") pursuant to a private placement shares purchase agreement, dated May 1, 2025, by and between the Sponsor and the issuer.
F2	The Sponsor is the record holder of the shares reported herein. Cantor Fitzgerald, L.P. ("Cantor") is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor. Mr. Lutnick is the trustee of the sole stockholder of CFGM. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the shares directly held by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Content

These Class A ordinary shares were acquired by Cantor EP Holdings II, LLC (the "Sponsor") pursuant to a private placement shares purchase agreement, dated May 1, 2025, by and between the Sponsor and the issuer.

The Sponsor is the record holder of the shares reported herein. Cantor Fitzgerald, L.P. ("Cantor") is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor. Mr. Lutnick is the trustee of the sole stockholder of CFGM. As such, each of Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the shares directly held by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.