0000950142-21-003537.txt : 20211102 0000950142-21-003537.hdr.sgml : 20211102 20211102215042 ACCESSION NUMBER: 0000950142-21-003537 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211102 FILED AS OF DATE: 20211102 DATE AS OF CHANGE: 20211102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Henry Pierre M. CENTRAL INDEX KEY: 0001762786 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40995 FILM NUMBER: 211373505 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE, 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Robin Trine II LLC CENTRAL INDEX KEY: 0001835581 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40995 FILM NUMBER: 211373504 BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE, 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-503-2842 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE, 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Acanthis Master, LLC CENTRAL INDEX KEY: 0001836553 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40995 FILM NUMBER: 211373503 BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE, 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-503-2842 MAIL ADDRESS: STREET 1: 405 LEXINGTON AVENUE, 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Trine II Acquisition Corp. CENTRAL INDEX KEY: 0001841230 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981575523 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 228 PARK AVENUE S., STE 63482 CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212-503-2855 MAIL ADDRESS: STREET 1: 228 PARK AVENUE S., STE 63482 CITY: NEW YORK STATE: NY ZIP: 10003 3 1 es210197608_3-henry.xml OWNERSHIP DOCUMENT X0206 3 2021-11-02 0 0001841230 Trine II Acquisition Corp. TRAQ 0001762786 Henry Pierre M. C/O TRINE II ACQUISITION CORP. 228 PARK AVENUE S., STE 63482 NEW YORK NY 10003 1 1 1 0 Chief Executive Officer 0001835581 Robin Trine II LLC C/O TRINE II ACQUISITION CORP. 228 PARK AVENUE S., STE 63482 NEW YORK NY 10003 0 0 1 0 0001836553 Acanthis Master, LLC C/O TRINE II ACQUISITION CORP. 228 PARK AVENUE S., STE 63482 NEW YORK NY 10003 0 0 1 0 Class B Ordinary Shares Class A Ordinary Shares 10175000 I See Footnote The Issuer's Class B ordinary shares, par value $0.0001 per share (the "Class B Ordinary Shares"), are convertible for the Issuer's Class A ordinary shares, par value $0.0001 per share, as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-252260) (the "Registration Statement") and have no expiration date. The Class B Ordinary Shares owned by the reporting person include up to 1,350,000 Class B Ordinary Shares that are subject to forfeiture depending on the extent to which the underwriters' over-allotment option is exercised as described in the Registration Statement. The Class B Ordinary Shares are held by Robin Trine II LLC (the "Sponsor"). Acanthis Master, LLC ("Acanthis") is the managing member of the Sponsor. Pierre M. Henry, Chief Executive Officer of the issuer, is a managing member of Acanthis, which has voting and investment discretion with respect to the Class B Ordinary Shares held of record by the Sponsor. Based on the foregoing, Mr. Henry and Acanthis may be deemed to have shared beneficial ownership of the common stock held directly by 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. See Exhibit 24.1 - Power of Attorney. /s/ Pierre M. Henry 2021-11-02 /s/ Pierre M. Henry, as Managing Member for Robin Trine II LLC 2021-11-02 /s/ Pierre M. Henry, as Managing Member for Acanthis Master, LLC 2021-11-02 EX-24.1 2 es210197608_ex2401.htm EXHIBIT 24.1

EXHIBIT 24.1

Power of Attorney

Know all by these presents, that the undersigned hereby constitutes and appoints each of (i) Pierre M. Henry, (ii) Mark J. Coleman and (iii) Richard A. Miller, signing singly, the undersigned’s true and lawful attorney-in-fact to:

(1)        execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or holder of 10% or more of the registered class of securities of Trine II Acquisition Corp. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2)        do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)        take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 2nd day of November 2021.

 

  By: /s/ Pierre M. Henry  
    Name: Pierre M. Henry