Sec Form 3 Filing - Rice Daniel J. IV @ Rice Acquisition Corp. II - 2021-06-15

FORM 3 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 Rice Daniel J. IV 2. Issuer Name and Ticker or Trading Symbol Rice Acquisition Corp. II [ RONI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 102 EAST MAIN STREET, SECOND STORY 3. Date of Earliest Transaction (MM/DD/YY) 06/15/2021 (Street) CARNEGIE, PA15106 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 2,500 I See footnote ( 1 )

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 A Units of Rice Acquisition Holdings II LLC ( 2 ) ( 2 ) ( 2 ) Class A ordinary shares 100 I See footnote ( 1 ) Class B Units of Rice Acquisition Holdings II LLC ( 2 ) ( 2 ) ( 2 ) Class A ordinary shares 8,534,900 ( 3 ) I See footnote ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Rice Daniel J. IV 102 EAST MAIN STREET, SECOND STORY CARNEGIE, PA15106 X X Chief Executive Officer Signatures /s/ James Wilmot Rogers, as Attorney-in-Fact 06/15/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Rice Acquisition Sponsor II LLC is the record holder of the shares and units reported herein. Mr. Rice is a managing member of Rice Acquisition Sponsor II LLC. As such, Mr. Rice may be deemed to have or share beneficial ownership of the shares and units held directly by Rice Acquisition Sponsor II LLC. ( 2 )For each Class A or Class B Unit of Rice Acquisition Holdings II LLC ("Opco"), the Reporting Person owns a corresponding Class B ordinary share of the Issuer. In connection with the Issuer's initial business combination, the Class B Units of Opco are expected to convert into Class A Units of Opco on a one-for-one basis, subject to adjustment. The Class A Units of Opco (together with the corresponding Class B ordinary shares of the Issuer) will be exchangeable into cash or Class A ordinary shares of the Issuer after the time of the Issuer's initial business combination on a one-for-one basis and have no expiration date. ( 3 )Includes 1,127,500 Class A ordinary shares of the Issuer underlying the 1,127,500 Class B Units of Opco that are subject to forfeiture if the underwriters of the Issuer's initial public offering of units do not exercise their over-allotment option in full.

Remarks: Exhibit List: Exhibit 24 - Power of Attorney

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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