0001213900-22-000263.txt : 20220103 0001213900-22-000263.hdr.sgml : 20220103 20220103162354 ACCESSION NUMBER: 0001213900-22-000263 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211228 FILED AS OF DATE: 20220103 DATE AS OF CHANGE: 20220103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Freidheim Isabelle D. CENTRAL INDEX KEY: 0001847748 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41144 FILM NUMBER: 22502424 MAIL ADDRESS: STREET 1: 125 TOWNPARK DRIVE, SUITE 300 CITY: KENNESAW STATE: GA ZIP: 30144 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Athena Technology Acquisition Corp. II CENTRAL INDEX KEY: 0001882198 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 872447308 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 442 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 970-925-1572 MAIL ADDRESS: STREET 1: 442 5TH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 4 1 ownership.xml X0306 4 2021-12-28 0 0001882198 Athena Technology Acquisition Corp. II ATEK.U 0001847748 Freidheim Isabelle D. C/O ATHENA TECHNOLOGY ACQUISITION CORP. II, 442 5TH AVENUE NEW YORK, NY 10018 1 1 1 0 Chief Executive Officer Class A Common Stock, par value $0.001 2021-12-28 2021-12-28 4 P 0 3750 10.00 A 953750 I See Footnotes Class B common stock 2021-12-28 4 J 0 1181250 0.00 D Class A common stock 1181250 8881250 I See Footnotes The reporting person is the managing member of Athena Technology Sponsor II LLC (the "Sponsor"), a Delaware limited liability company. As such, the reporting person has voting and investment discretion with respect to the common stock held of record by the Sponsor and may be deemed to have shared beneficial ownership of the common stock held directly by the Sponsor and disclaims any beneficial ownership of the reported common stock other than to the extent of any pecuniary interest she may have therein, directly or indirectly. With the Underwriters' partial exercise of their over-allotment option, the Sponsor purchased an additional 3,750 units of Athena Technology Acquisition Corp. II (the "Issuer") in a private placement. Each unit consists of one share of the Issuer's Class A common stock, par value $0.001 ("Common Stock"), and one-half of one redeemable warrant, as described under the heading "Description of Securities - Units - Private Placement Units" in the Issuer's registration statement on Form S-1 (File No. 333-261287). As described in the Issuer's registration statement on Form S-1 (File No. 333-261287) under the heading "Description of Securities - Common Stock - Founder Shares and Private Placement Shares", the Class B common stock will automatically convert into Class A common stock at the time of the Issuer's initial business combination, on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. As contemplated in connection with the initial public offering of the Issuer, 1,181,250 Class B common stock of the Issuer were forfeited by Athena Technology Sponsor II LLC to the Issuer for no consideration and cancelled because the underwriters of the Issuer's initial public offering did not exercise their over-allotment option in full, as described in the Issuer's registration statement. /s/ Isabelle Freidheim 2022-01-03