Star Peak Sponsor II LLC - Sep 29, 2021 Form 4 Insider Report for Star Peak Corp II (BHIL)

Role: Former 10% holder
Signature: /s/ Eric Scheyer, as Authorized Signatory
Stock symbol: BHIL
Transactions as of: Sep 29, 2021
Transactions value $: $0
Form type: 4
Date filed: 10/1/2021, 09:34 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Ownership	Footnotes
transaction	BHIL	Common Stock	Options Exercise		+9.98 M			9.98 M	Sep 29, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BHIL	Class B Common Stock	Options Exercise		-9.98 M	-100%		0	Sep 29, 2021	Class A Common Stock	9.98 M		Direct	F1
transaction	BHIL	Warrants to Purchase Common Stock	Other		+6.55 M			6.55 M	Sep 29, 2021	Common Stock	6.55 M	$11.50	Direct	F2

Star Peak Sponsor II LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	As described in the registrant's registration statement on Form S-1 (File No. 333-251488) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.
F2	Pursuant to the private placement warrants purchase agreement between the reporting person and the registrant, dated as of January 8, 2021, the reporting person purchased an aggregate of 6,553,454 private placement warrants to purchase Class A Common Stock on a one-for-one basis. In connection with the registrant's initial business combination, the private placement warrants became exercisable for Common Stock on a one-for-one basis at a price of $11.50 per share. The private placement warrants may be exercised only during the period commencing on January 8, 2022 and expiring five years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation.

Content

As described in the registrant's registration statement on Form S-1 (File No. 333-251488) under the heading "Description of Securities-Founder Shares," the shares of Class B common stock were automatically convertible into shares of Class A common stock at the time of the registrant's initial business combination on a one-for-one basis, subject to certain adjustments described therein and have no expiration date. In connection with the closing of the registrant's initial business combination, the outstanding shares of Class B common stock were converted into shares of Class A common stock.

Pursuant to the private placement warrants purchase agreement between the reporting person and the registrant, dated as of January 8, 2021, the reporting person purchased an aggregate of 6,553,454 private placement warrants to purchase Class A Common Stock on a one-for-one basis. In connection with the registrant's initial business combination, the private placement warrants became exercisable for Common Stock on a one-for-one basis at a price of $11.50 per share. The private placement warrants may be exercised only during the period commencing on January 8, 2022 and expiring five years after the completion of the registrant's initial business combination or earlier upon redemption or liquidation.