SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

NATIONAL COMMERCIAL BANK

(Last)

(First)

(Middle)

KING ABDUL AZIZ STREET

P.O. BOX 3555

(Street)

JEDDAH

21481

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TCG BDC II, Inc. [ NONE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/25/2019		L⁽¹⁾		16.688	A	$0	3,268,120.688	I	See notes⁽¹⁾⁽⁵⁾
Common Stock	03/25/2019		L⁽²⁾		256.743	A	$0	3,268,377.431	D
Common Stock	04/26/2019		P⁽³⁾		12,661	A	$20.91	3,281,038.431	I	See notes⁽³⁾⁽⁵⁾
Common Stock	04/26/2019		P⁽⁴⁾		194,781	A	$20.48	3,475,819.431	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

NATIONAL COMMERCIAL BANK

(Last)

(First)

(Middle)

KING ABDUL AZIZ STREET

P.O. BOX 3555

(Street)

JEDDAH

21481

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

NCB CAPITAL Co

(Last)

(First)

(Middle)

4TH FLOOR TOWER B, NCB REGIONAL BUILDING

KING SAUD ROAD, P.O. BOX 22216

(Street)

RIYADH

11495

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Represents 16.688 shares of common stock of the Issuer acquired by the Joint Filer on March 25, 2019.

2. Represents 256.743 shares of common stock of the Issuer acquired by the Reporting Person on March 25, 2019.

3. Represents 12,661 shares of common stock of the Issuer acquired by the Joint Filer on April 26, 2019.

4. Represents 194,781 shares of common stock of the Issuer acquired by the Reporting Person on April 26, 2019.

5. The Reporting Person is the parent entity of the Joint Filer. After giving effect to the acquisitions reported on this Form 4, the aggregate number of shares beneficially owned by the Reporting Person is 3,475,819.431, which includes the shares of common stock of the Issuer owned by the Joint Filer. Based on 17,124,956 of common stock outstanding as of March 20, 2019 as reported by the Issuer in its definitive proxy statement filed with the Securities and Exchange Commission on April 12, 2019, the percent of common stock of the Issuer, beneficially owned, in the aggregate, by the Reporting Person is 20.30%.

Remarks:

Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference.

	National Commercial Bank By: /s/ Ali Shubbar Name: Ali Shubbar Title: Head, Treasury Operations & Bahrain Operations	05/07/2019
	NCB Capital Company By: /s/ Wasim Fasihaldin Name: Wasim Fasihaldin Title: Chief Financial Officer	05/07/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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