NCB Capital Credit Fund I Form 4 TCG BDC II / National Bank Saudi ownership change

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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

Saudi National Bank

(Last) (First) (Middle)

KING ABDULAZIZ STREET

P.O. BOX 3555

(Street)

JEDDAH T0 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)
12/20/2021

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/20/2021		S(2)		2,588,303.44	D	$20.35	17,783.721(3)	D
Common Stock	12/20/2021		P(2)		2,588,303.44	A	$20.35	8,729,222.13(4)	I	See note(1)
Common Stock								568,555.781(5)	I	See note(1)
Common Stock								9,315,561.632(6)	I	See note(1)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Saudi National Bank

(Last) (First) (Middle)

KING ABDULAZIZ STREET

P.O. BOX 3555

(Street)

JEDDAH T0 21481

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SNB Capital Co

(Last) (First) (Middle)

4TH FLOOR TOWER B, SNB REGIONAL BUILDING

KING SAUD ROAD, P.O. BOX 22216

(Street)

RIYADH T0 11495

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NCB CAPITAL CREDIT FUND I L.P.

(Last) (First) (Middle)

C/O NCB CAPITAL CREDIT FUND I GP CO.

WALKERS CORPORATE LIMITED, 190 ELGIN AVE

(Street)

GEORGE TOWN, GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NCB Capital Credit Fund I GP Co.

(Last) (First) (Middle)

WALKERS CORPORATE LIMITED

190 ELGIN AVE

(Street)

GEORGE TOWN, GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

Explanation of Responses:

1. This statement is being filed by the following Reporting Persons: Saudi National Bank ("SNB"), the parent entity of SNB Capital Company (f/k/a NCB Capital Company) ("SNBCC"), which in turn is the sole shareholder of NCB Capital Credit Fund I GP Co. ("Credit Fund GP"), the general partner of the NCB Capital Credit Fund I L.P ("Credit Fund").

2. Represents shares of common stock of the Issuer directly held and transferred (the "Transfer") by SNB, for an aggregate purchase price of $52,671,975 to the Credit Fund on December 20, 2021, pursuant to a Share Option Agreement, dated October 8, 2018.

3. Represents shares of common stock of the Issuer directly held by SNB following the Transfer.

4. Represents shares of common stock of the Issuer directly held by the Credit Fund following the Transfer.

5. Represents shares of common stock of the Issuer directly held by SNBCC.

6. After giving effect to the transactions reported on this Form 4, the aggregate number of shares beneficially owned by SNB is 9,315,561.632, which includes the shares of common stock of the Issuer directly owned by each of SNBCC and the Credit Fund and its general partner. Each of the Reporting Persons disclaims beneficial ownership of all shares of the Issuer for the purposes of Section 16 or for any other purpose, except to the extent of such pecuniary interest therein.

Remarks:

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

	/s/ See Exhibit 99.1 for Signatures incorporated herein by reference	12/21/2021
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.