Sec Form 4 Filing - STAD MARC @ Dragoneer Growth Opportunities Corp. II - 2021-12-07

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person STAD MARC 2. Issuer Name and Ticker or Trading Symbol Dragoneer Growth Opportunities Corp. II [ CVT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) ONE LETTERMAN DRIVE, BUILDING D, SUITE M500 3. Date of Earliest Transaction (MM/DD/YY) 12/07/2021 (Street) SAN FRANCISCO, CA94129 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A ordinary shares 12/07/2021 12/07/2021 A( 1 ) 5,000,000 A 5,000,000 I See footnote( 2 ) Class B ordinary shares 12/07/2021 12/07/2021 J 6,600,000 D 6,600,000 I See footnote( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other STAD MARC ONE LETTERMAN DRIVE, BUILDING D SUITE M500 SAN FRANCISCO, CA94129 X See Remarks Signatures Marc Stad, /s/ Pat Robertson, Attorney-in-Fact Marc Stad 12/10/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the consummation of the transactions contemplated by the Issuer's Forward Purchase Agreement dated October 29, 2020, by and between Dragoneer Growth Opportunities Corp. II ("Dragoneer") and Dragoneer Funding II LLC ("Dragoneer Funding II") (the "FPA"), Dragoneer Funding II purchased 5,000,000 Class A ordinary shares of Dragoneer, par value $0.0001 per share, from Dragoneer at a price of $10.00 per share and assigned them to Dragoneer Funding II-A LLC ("Dragoneer Funding II-A"), an affiliate of Dragoneer Funding II. ( 2 )The ultimate managing member of Dragoneer Funding II is controlled by Marc Stad. Mr. Stad disclaims beneficial ownership over the securities reported herein, except to the extent of his pecuniary interest therein. ( 3 )Includes 6,600,000 Class B ordinary shares of Dragoneer, par value $0.0001 per share (the "Founder Shares"), held in the name of Dragoneer Growth Opportunities Holdings II (the "Sponsor"). Marc Stad is the sole member of the ultimate general partner of Dragoneer Interco Holdings LP, which is the ultimate manager of Sponsor. As a result of the foregoing, Mr. Stad may be deemed to beneficially own the Founder Shares. Mr. Stad disclaims beneficial ownership over any of the Founder Shares other than to the extent of any pecuniary interest he may have therein, and the inclusion of the Founder Shares in this report shall not be deemed an admission of beneficial ownership of the Founder Shares.

Remarks: This "Exit" Form 4 is voluntarily filed to report that the Marc Stad is no longer serving in the role as the Company's director and chief executive officer, effective as of December 8, 2021, and therefore is no longer subject to Section 16 reporting. Mr. Stad did not have any other transactions in the Issuer's securities during the time that he was a Section 16 reporting person other than those previously disclosed in Initial Statement of Beneficial Ownership of Securities on Form 3, filed on November 16, 2020.

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).

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