Sec Form 4 Filing - SVF Sponsor II (DE) LLC @ SVF Investment Corp. 2 - 2023-03-24

Insider filing report for Changes in Beneficial Ownership
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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
SVF Sponsor II (DE) LLC
2. Issuer Name and Ticker or Trading Symbol
SVF Investment Corp. 2 [ SVFB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O SVF INVESTMENT CORP. 2, 1 CIRCLE STAR WAY
3. Date of Earliest Transaction (MM/DD/YY)
03/24/2023
(Street)
SAN CARLOS, CA94070
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 (held by Navneet Govil) 03/24/2023 D( 1 ) 62,500 D $ 10.2227 0 D
Class A Ordinary Shares (held by SVF Sponsor II (DE) LLC) 03/24/2023 D( 1 ) 760,000 D $ 0 0 D
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
Class B Ordinary Shares (held by SVF Sponsor II (DE) LLC) ( 2 ) 03/24/2023 D 5,599,999 ( 2 ) ( 2 ) Class A Ordinary Shares 5,599,999 $ 0 1 D
Class B Ordinary Shares (held by Sunil Gulati) ( 2 ) 03/24/2023 D 50,000 ( 2 ) ( 2 ) Class A Ordinary Shares 50,000 $ 0 0 D
Class B Ordinary Shares (held by Fred P Hochberg) ( 2 ) 03/24/2023 D 50,000 ( 2 ) ( 2 ) Class A Ordinary Shares 50,000 $ 0 0 D
Class B Ordinary Shares (held by Robin Josephs) ( 2 ) 03/24/2023 D 50,000 ( 2 ) ( 2 ) Class A Ordinary Shares 50,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SVF Sponsor II (DE) LLC
C/O SVF INVESTMENT CORP. 2
1 CIRCLE STAR WAY
SAN CARLOS, CA94070
X X See Remarks
Govil Navneet
C/O SVF INVESTMENT CORP. 2
1 CIRCLE STAR WAY
SAN CARLOS, CA94070
X
Gulati Sunil
C/O SVF INVESTMENT CORP. 2
1 CIRCLE STAR WAY
SAN CARLOS, CA94070
X
Hochberg Fred P
C/O SVF INVESTMENT CORP. 2
1 CIRCLE STAR WAY
SAN CARLOS, CA94070
X
JOSEPHS ROBIN
C/O SVF INVESTMENT CORP. 2
1 CIRCLE STAR WAY
SAN CARLOS, CA94070
X
Signatures
SVF Sponsor II (DE) LLC: By: Jonathan Duckles 03/27/2023
Signature of Reporting Person Date
/s/ Navneet Govil 03/27/2023
Signature of Reporting Person Date
/s/ Sunil Gulati 03/27/2023
Signature of Reporting Person Date
/s/ Fred P Hochberg 03/27/2023
Signature of Reporting Person Date
/s/ Robin Josephs 03/27/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported securities were redeemed by the Issuer pursuant to a redemption of all Class A ordinary shares in connection with the Issuer's liquidation.
( 2 )As described in the Issuer's registration statement on Form S-1 (File No. 333-252785) under the heading "Founder Shares", the founder shares are designated as Class B ordinary shares and would have automatically converted into Class A ordinary shares upon the consummation of an initial business combination. The Issuer's sponsor and each member of the management team entered into an agreement pursuant to which they agreed to waive their rights to liquidating distributions from the trust account with respect to any founder shares they hold in the event the Issuer failed to consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. On March 7, 2023, the Issuer announced that it will not consummate an initial business combination within the time period required. Accordingly, the Class B ordinary shares held by the reporting persons were surrendered for no compensation on March 24, 2023.

Remarks:
After giving effect to the Issuer's delisting and deregistration, the Reporting Persons will no longer be subject to Section 16 reporting obligations.

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).
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