Kyle Derham - Jun 15, 2021 Form 3 Insider Report for Rice Acquisition Corp. II (NPWR)

Role
President and CFO, Director, 10%+ Owner
Signature
/s/ James Wilmot Rogers, as Attorney-in-Fact
Stock symbol
NPWR
Transactions as of
Jun 15, 2021
Transactions value $
$0
Form type
3
Date filed
6/15/2021, 09:01 PM
Next filing
Sep 17, 2021
SEC
View on sec.gov

Transactions Table

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 NPWR Class A Units of Rice Acquisition Holdings II LLC Jun 15, 2021 Class A ordinary shares 100 See footnote F1, F2
holding NPWR Class B Units of Rice Acquisition Holdings II LLC Jun 15, 2021 Class A ordinary shares 8.53M See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Rice Acquisition Sponsor II LLC is the record holder of the shares and units reported herein. Mr. Derham is a managing member of Rice Acquisition Sponsor II LLC. As such, Mr. Derham may be deemed to have or share beneficial ownership of the shares and units held directly by Rice Acquisition Sponsor II LLC.
F2 For each Class A or Class B Unit of Rice Acquisition Holdings II LLC ("Opco"), the Reporting Person owns a corresponding Class B ordinary share of the Issuer. In connection with the Issuer's initial business combination, the Class B Units of Opco are expected to convert into Class A Units of Opco on a one-for-one basis, subject to adjustment. The Class A Units of Opco (together with the corresponding Class B ordinary shares of the Issuer) will be exchangeable into cash or Class A ordinary shares of the Issuer after the time of the Issuer's initial business combination on a one-for-one basis and have no expiration date.
F3 Includes 1,127,500 Class A ordinary shares of the Issuer underlying the 1,127,500 Class B Units of Opco that are subject to forfeiture if the underwriters of the Issuer's initial public offering of units do not exercise their over-allotment option in full.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney