UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 1, 2020
THUNDER BRIDGE ACCQUISITION II, LTD.
(Exact Name of Registrant as Specified in Charter)
| Cayman Islands | | 001-39022 | | N/A |
(State or Other Jurisdiction
of Incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
9912 Georgetown Pike, Suite D203 Great Falls, Virginia | | 22066 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (202) 431-0507
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading
Symbol(s) | | Name of each exchange on
which registered |
| | | | | |
| Units, each consisting of one Class A Ordinary Share and one-half of one Redeemable Warrant | | THBRU | | The NASDAQ Stock Market LLC |
| | | | | |
| Class A Ordinary Share, par value $0.0001 per share | | THBR | | The NASDAQ Stock Market LLC |
| | | | | |
| Warrants, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share | | THBRW | | The NASDAQ Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On December 1, 2020, the Board of Directors of Thunder Bridge Acquisition II, LTD. (the “Company”) determined that the Company’s 2020 Annual Meeting of Shareholders (the “Annual Meeting”) will be held on Wednesday, December 30, 2020. The time and location of the Annual Meeting will be as set forth in the Company’s definitive proxy statement for the Annual Meeting to be filed with the Securities and Exchange Commission (“SEC”). Pursuant to the Company’s Amended and Restated Memorandum and Articles of Association (the “AOA”), shareholders seeking to bring business before the Annual Meeting must deliver such proposals to the principal executive offices of the Company, at 9912 Georgetown Pike, Suite D203, Great Falls, Virginia, 22066, not later than December 9, 2020. Any shareholder proposal must also comply with the requirements of Cayman Islands law, the rules and regulations promulgated by the SEC and the AOA, as applicable.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 2, 2020
| | THUNDER BRIDGE ACQUISITION II, LTD. |
| | | |
| | By: | /s/ Gary A. Simanson |
| | Name: | Gary A. Simanson |
| | Title: | President and Chief Executive Officer |
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