Sec Form 4 Filing - LIV Capital Acquisition Sponsor II, L.P. @ LIV Capital Acquisition Corp. II - 2022-08-16

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 LIV Capital Acquisition Sponsor II, L.P. 2. Issuer Name and Ticker or Trading Symbol LIV Capital Acquisition Corp. II [ LIVB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O LIV CAP,TORRE VIRREYES, PEDREGAL #24, PISO 6-601, COL. MOLINO DEL REY 3. Date of Earliest Transaction (MM/DD/YY) 08/16/2022 (Street) CIUDAD DE MEXICO, O5CP 11040 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 B Ordinary Shares 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 ( 1 )( 2 )( 3 ) 08/16/2022 J( 1 )( 2 )( 3 ) 1,929,083 ( 1 )( 2 )( 3 ) ( 1 )( 2 )( 3 ) Class A Ordinary Shares 1,929,083 ( 1 )( 2 )( 3 ) 933,417 D ( 1 )( 2 )( 3 ) 08/16/2022 J( 1 )( 2 )( 3 ) 1,929,083 ( 1 )( 2 )( 3 ) ( 1 )( 2 )( 3 ) Class A Ordinary Shares 1,929,083 ( 1 )( 2 )( 3 ) 2,862,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LIV Capital Acquisition Sponsor II, L.P. C/O LIV CAP,TORRE VIRREYES, PEDREGAL #24 PISO 6-601, COL. MOLINO DEL REY CIUDAD DE MEXICO, O5CP 11040 X LIV Sponsor II GP, LLC TORRE VIRREYES, PEDREGAL NO. 24 PISO 6 - 601, COL. MOLINO DEL REY CIUDAD DE MEXICO, O5CP 11040 X Signatures /s/ Mariana Romero, as attorney-in-fact for LIV Capital Acquisition Sponsor II, L.P. 08/18/2022 Signature of Reporting Person Date /s/ Mariana Romero, as attorney-in-fact for LIV Sponsor II GP, LLC 08/18/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 17, 2022, LIV Capital Acquisition Corp. II (the "Issuer"), Covalto Ltd. ("Covalto") and Covalto Merger Sub Ltd. entered into a Business Combination Agreement (the "Agreement"). In connection with, and prior to, the execution of the Agreement, LIV Capital Acquisition Sponsor II, L.P. (the "Sponsor") granted to certain individuals Class S Units representing a right to receive Class B Ordinary Shares and Class W Units representing a right to receive warrants representing the right to purchase ordinary shares ("Warrants"). ( 2 )In connection with the execution of the Agreement, the Issuer, the Sponsor and certain limited partners entered into a redemption agreement on August 16, 2022 (the "Redemption Agreement"). Pursuant to the Redemption Agreement, prior to the execution of the Agreement, the Sponsor withdrew each (i) Class S Units in exchange for Class B Ordinary Shares and (ii) Class W Units in exchange for Warrants (the "Withdrawal"). Following the Withdrawal, the Issuer repurchased each Class B Ordinary Share and Warrant received in connection with the Withdrawal in exchange for promissory notes (the "Promissory Notes"). ( 3 )In connection with the execution of the Agreement, Issuer, the Sponsor, Covalto and certain limited partners entered into a contribution agreement on August 17, 2022 (the "Contribution Agreement"). Pursuant to the Contribution Agreement, following the closing of the transactions set forth in the Agreement (the "Closing"), the individuals holding Promissory Notes contributed the Promissory Notes to Covalto as full and adequate consideration for Class A Ordinary Shares and Warrants. Following the Closing, Covalto will contribute the Promissory Note to the Issuer in exchange for Class A Ordinary Shares and Warrants and the Promissory Notes will be cancelled.

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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