0000899243-20-031202.txt : 20201116 0000899243-20-031202.hdr.sgml : 20201116 20201116214517 ACCESSION NUMBER: 0000899243-20-031202 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201116 FILED AS OF DATE: 20201116 DATE AS OF CHANGE: 20201116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dragoneer Growth Opportunities Holdings II CENTRAL INDEX KEY: 0001832273 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39709 FILM NUMBER: 201319116 BUSINESS ADDRESS: STREET 1: 1 LETTERMAN DRIVE STREET 2: BUILDING D, SUITE M500 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 BUSINESS PHONE: 415-539-3085 MAIL ADDRESS: STREET 1: 1 LETTERMAN DRIVE STREET 2: BUILDING D, SUITE M500 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STAD MARC CENTRAL INDEX KEY: 0001646303 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39709 FILM NUMBER: 201319117 MAIL ADDRESS: STREET 1: ONE LETTERMAN DRIVE, BUILDING C, SUITE 3 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dragoneer Growth Opportunities Corp. II CENTRAL INDEX KEY: 0001827075 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 BUSINESS ADDRESS: STREET 1: 1 LETTERMAN DRIVE STREET 2: BUILDING D, SUITE M500 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 BUSINESS PHONE: 415-539-3085 MAIL ADDRESS: STREET 1: 1 LETTERMAN DRIVE STREET 2: BUILDING D, SUITE M500 CITY: SAN FRANCISCO STATE: CA ZIP: 94129 FORMER COMPANY: FORMER CONFORMED NAME: Dragoneer Growth Opportunities Beta Corp. DATE OF NAME CHANGE: 20201002 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-11-16 0 0001827075 Dragoneer Growth Opportunities Corp. II DGNS 0001646303 STAD MARC ONE LETTERMAN DRIVE, BUILDING D SUITE M500 SAN FRANCISCO CA 94129 1 1 1 0 Chief Executive Officer 0001832273 Dragoneer Growth Opportunities Holdings II ONE LETTERMAN DRIVE, BUILDING D SUITE M500 SAN FRANCISCO CA 94129 0 0 1 0 Class B Ordinary Shares Class A Ordinary Shares 6600000 I See footnotes The Class B Ordinary Shares will automatically convert into the Issuer's Class A Ordinary Shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment, as described under the heading "Description of Securities" in the Issuer's registration statement on form S-1 (File No. 333-249767) and have no expiration date. Includes up to 900,000 Class B Ordinary Shares subject to forfeiture depending on the extent to which the underwriters' over-allotment option is exercised as described in the Issuer's registration statement. The securities are held directly by Dragoneer Growth Opportunities Holdings II. The Reporting Person controls Dragoneer Growth Opportunities Holdings II and has voting and investment discretion over and may be deemed to beneficially own such shares hold by Dragoneer Growth Opportunities Holdings II. The Reporting Person disclaims beneficial ownership over any securities owned by Dragoneer Growth Opportunities Holdings II other than to the extent of any pecuniary interest he may have therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. See Exhibit 24.1 - Power of Attorney /s/ Pat Robertson, Attorney-in-Fact Marc Stad 2020-11-16 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

                                                                    Exhibit 24.1

                               LIMITED POWER OF ATTORNEY

        The undersigned hereby constitutes and appoints Pat Robertson with full
power of substitution, as the undersigned's true and lawful attorney-in-fact to:

        (1)   prepare, execute in the undersigned's name and on the
              undersigned's behalf, and submit to the U.S. Securities and
              Exchange Commission (the "SEC") a Form ID, including amendments
              thereto, and any other documents necessary or appropriate to
              obtain codes and passwords enabling the undersigned to make
              electronic filings with the SEC of reports required by Section
              16(a) of the Securities Exchange Act of 1934, as amended, or any
              rule or regulation of the SEC;

        (2)   execute for and on behalf of the undersigned, in the undersigned's
              capacity as officer and/or director of Dragoneer Growth
              Opportunities Corp. II (the "Company"), Forms 3, 4, 5 and any
              Schedules 13D or 13G in accordance with Section 16(a) of the
              Securities Exchange Act of 1934, as amended, and the rules
              thereunder;

        (3)   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 or Schedule 13D or 13G, complete
              and execute any amendment or amendments thereto, and timely file
              such form with the SEC and any stock exchange or similar
              authority; and

        (4)   take any other action of any type whatsoever in connection with
              the foregoing that, in the opinion of each such attorney-in-fact,
              may be of benefit to, in the best interest of, or legally required
              by, the undersigned, it being understood that the documents
              executed by each 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 each such
              attorney-in-fact may approve in each 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 each such
attorney-in-fact, or each 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 each
foregoing attorney-in-fact, in 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 Securities
Exchange Act of 1934, as amended.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, 5, and any Schedules 13D
or 13G 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 each foregoing attorney-in-fact.


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        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 16th day of November, 2020.


                                        /s/ Marc Stad
                                        ----------------------------------------
                                        Name:  Marc Stad