Sec Form 4 Filing - Ahmad Shahraab @ Atlantic Coastal Acquisition Corp. II - 2023-04-18

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 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 X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) 49 CATHCART ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/18/2023 (Street) LONDON, X0SW10 9JE 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 Series A Common Stock, par value $0.0001 per share 04/18/2023 M( 1 ) 7,199,999 A 7,199,999 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 Series B Common Stock, par value $0.0001 per share ( 3 ) 04/18/2023 M( 1 ) 7,199,999 ( 3 ) ( 3 ) Series A Common Stock, par value $0.0001 per share 7,199,999 ( 3 ) 1 I See Footnote ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ahmad Shahraab 49 CATHCART ROAD LONDON, X0SW10 9JE X X Chairman and CEO Atlantic Coastal Acquisition Management II LLC 6 ST JOHNS LANE, FLOOR 5 NEW YORK, NY10013 X Signatures By: Atlantic Coastal Acquisition Management II LLC, /s/ Shahraab Ahmad, Managing Member 04/19/2023 Signature of Reporting Person Date By: /s/ Shahraab Ahmad 04/19/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On April 18, 2023 the Reporting Person elected to exercise their right to convert 7,199,999 shares of Series B Common Stock into 7,199,999 shares of Series A Common Stock. ( 2 )Atlantic Coastal Acquisition Management II LLC is the record holder of the securities reported herein. Shahraab Ahmad is the managing member of Atlantic Coastal Acquisition Management II LLC and has sole 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. ( 3 )The 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) and the Issuer's DEF 14A filed March 20th, 2023 and have no expiration date.

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