0001213900-18-010134.txt : 20180802 0001213900-18-010134.hdr.sgml : 20180802 20180802191553 ACCESSION NUMBER: 0001213900-18-010134 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180802 FILED AS OF DATE: 20180802 DATE AS OF CHANGE: 20180802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kiev Marshall CENTRAL INDEX KEY: 0001701748 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38615 FILM NUMBER: 18990025 MAIL ADDRESS: STREET 1: 135 EAST 57TH STREET 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Forum Merger II Corp CENTRAL INDEX KEY: 0001741231 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 825457906 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS 11TH FL CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2123701300 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS 11TH FL CITY: NEW YORK STATE: NY ZIP: 10105 3 1 ownership.xml X0206 3 2018-08-02 0 0001741231 Forum Merger II Corp FMCIU 0001701748 Kiev Marshall 1345 AVENUE OF THE AMERICAS, FL 11 NEW YORK NY 10105 1 1 1 0 Co-CEO, President Class B Common Stock Class A Common Stock 5750000 I See Footnote These shares represent the 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. Mr. Kiev is a managing member of Forum Capital Management II LLC, the managing member of the Sponsor, and shares the voting and dispositive power of the securities held by the Sponsor. Accordingly, Mr. Kiev may be deemed to have or share beneficial ownership of such shares. Mr. Kiev disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. 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. /s/ Marshall Kiev 2018-08-02