Eric J. Scheyer - 29 Sep 2021 Form 4 Insider Report for Star Peak Corp II (BHIL)

Role: Former Director and Officer
Signature: /s/ Tyson Taylor, as Attorney-in-Fact
Issuer symbol: BHIL
Transactions as of: 29 Sep 2021
Transactions value $: $0
Form type: 4
Filing time: 01 Oct 2021, 21:31:35 UTC
Previous filing: 02 Jul 2021
Next filing: 05 Jan 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BHIL	Common Stock	Options Exercise		+9,982,500			9,982,500	29 Sep 2021	By Star Peak Sponsor II LLC	F1, F2

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	BHIL	Class B Common Stock	Options Exercise		-9,982,500	-100%		0	29 Sep 2021	Class A Common Stock	9,982,500		By Star Peak Sponsor II LLC	F1, F2
transaction	BHIL	Warrants to Purchase Common Stock	Other		+6,553,454			6,553,454	29 Sep 2021	Common Stock	6,553,454	$11.5	By Star Peak Sponsor II LLC	F2, F3

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

Eric J. Scheyer is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	As described in the registrant's registration statement on Form S-1 (File No. 333-251488) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.
F2	The securities reported herein are held directly by the Star Peak Sponsor II LLC (the "Sponsor"). The reporting person has voting and investment discretion with respect to certain securities held by the Sponsor and may be deemed to have shared beneficial ownership of such securities held directly by the Sponsor. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
F3	Pursuant to the private placement warrants purchase agreement between the Sponsor and the registrant, dated as of January 8, 2021, the Sponsor purchased an aggregate of 6,553,454 private placement warrants to purchase Class A Common Stock on a one-for-one basis. In connection with the registrant's initial business combination, the private placement warrants became exercisable for Common Stock on a one-for-one basis at a price of $11.50 per share. The private placement warrants may be exercised only during the period commencing on January 8, 2022 and expiring five years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation.