3//SEC Filing
Forum Capital Management II LLC 3
Accession 0001213900-18-010128
CIK 0001741231other
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 7:12 PM ET
Size
7.7 KB
Accession
0001213900-18-010128
Insider Transaction Report
Form 3
Forum Merger II CorpFMCIU
Forum Investors II LLC
10% Owner
Holdings
Class B Common Stock
→ Class A Common Stock (5,750,000 underlying)
Footnotes (3)
- [F1]As described in the issuer's registration statement on Form S-1 (File No. 333-226084) 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]These shares represent Class B common stock held by Forum Investors II LLC (the "Sponsor") acquired pursuant to a subscription agreement by and between the Sponsor and the issuer. The Class B common stock owned by the Sponsor includes up to 750,000 shares that are subject to forfeiture in the event the underwriters of the issuer's initial public offering do not exercise in full their over-allotment option as described in the issuer's registration statement.
- [F3]Forum Capital Management II LLC is the managing member of the Sponsor and has voting and investment discretion with respect to the securities held by the Sponsor. Marshall Kiev and David Boris are the managing members of Forum Capital Management II LLC. As such, Forum Capital Management II LLC, the Sponsor, David Boris and Marshall Kiev may be deemed to have beneficial ownership of the common stock held directly 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.
Documents
Issuer
Forum Merger II Corp
CIK 0001741231
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001741229
Filing Metadata
- Form type
- 3
- Filed
- Aug 1, 8:00 PM ET
- Accepted
- Aug 2, 7:12 PM ET
- Size
- 7.7 KB