Sec Form 3 Filing - Ahmad Shahraab @ Atlantic Coastal Acquisition Corp. II - 2022-01-13

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 Ahmad Shahraab 2. Issuer Name and Ticker or Trading Symbol Atlantic Coastal Acquisition Corp. II [ ACAB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chaiman and CEO (Last) (First) (Middle) FLAT 3, 2-14 PRINCE OF WALES TERRACE 3. Date of Earliest Transaction (MM/DD/YY) 01/13/2022 (Street) LONDON, X0W8 5PE 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

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 Series B Common Stock, par value $0.0001 per share ( 1 ) ( 1 ) ( 1 ) Series A Common Stock, par value $0.0001 per share 7,253,750 I See Footnote( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Dire ctor 10% Owner Officer Other Ahmad Shahraab FLAT 3, 2-14 PRINCE OF WALES TERRACE LONDON, X0W8 5PE X Chaiman and CEO Atlantic Coastal Acquisition Management II LLC 6 ST JOHNS LANE, FLOOR 5 NEW YORK, NY10013 X Signatures /s/ Shahraab Ahmad, Attorney-in-Fact for Atlantic Coastal Acquisition Management II LLC 01/13/2022 Signature of Reporting Person Date /s/ Shahraab Ahmad 01/13/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares of Series B Common Stock are convertible into the Issuer's Series A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described under the heading "Description of Securities-Common Stock " in the Issuer's registration statement on Form S-1 (File No. 333-261459) (the "Registration Statement") and have no expiration date. The shares of Series B common stock beneficially owned by the Reporting Persons include up to 937,500 shares of Series B common stock subject to forfeiture to the Issuer depending on the extent to which the underwriters' over-allotment option is exercised in connection with the Issuer's initial public offering of units, as described in the Registration Statement. ( 2 )Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the sole and managing member of Atlantic Coastal Acquisition Management II LLC and shares voting and investment discretion with respect to the securities held of record by Atlantic Coastal Acquisition Management II LLC. Mr. Ahmad disclaims any beneficial ownership of the securities held by Atlantic Coastal Acquisition Management II LLC.

Remarks: See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of the Reporting Persons to the Issuer. See Exhibits 24.1 and 24.2 - Powers 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).

** 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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