SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Spartan Acquisition Sponsor II LLC

(Last) (First) (Middle)
9 WEST 57TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sunlight Financial Holdings Inc. [ SUNL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/09/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 Common Stock 07/09/2021 C 7,337,241 A (1) 7,337,241 D(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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 Common Stock (4) 07/09/2021 J(3) 1,187,759 (4) (4) Class A Common Stock 1,187,759 (3) 7,337,241 D(2)
Class B Common Stock (1) 07/09/2021 C 7,337,241 (4) (4) Class A Common Stock 7,337,241 (1) 0 D(2)
1. Name and Address of Reporting Person*
Spartan Acquisition Sponsor II LLC

(Last) (First) (Middle)
9 WEST 57TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AP Spartan Energy Holdings II, L.P.

(Last) (First) (Middle)
9 WEST 57TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo ANRP Advisors III, L.P.

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED;
CAYMAN CORPORATE CENTRE; 27 HOSPITAL RD;

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo ANRP Capital Management III, LLC

(Last) (First) (Middle)
ONE MANHATTANVILLE ROAD, SUITE 201,

(Street)
PURCHASE, NY 10577

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
APH Holdings, L.P.

(Last) (First) (Middle)
ONE MANHATTANVILLE ROAD, SUITE 201,

(Street)
PURCHASE, NY 10577

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo Principal Holdings III GP Ltd

(Last) (First) (Middle)
C/O WALKERS CORPORATE LIMITED;
CAYMAN CORPORATE CENTRE; 27 HOSPITAL RD;

(Street)
GEORGE TOWN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. In connection with the closing of the business combination (the "business combination") among Spartan Acquisition Corp. II ("Spartan"), SL Invest I Inc., SL Invest II LLC, SL Financial Investor I LLC, SL Financial Investor II LLC, SL Financial Holdings Inc., SL Financial LLC, Sunlight Financial LLC, FTV-Sunlight, Inc. and Tiger Co-Invest B Sunlight Blocker, LLC, on July 9, 2021, shares of Class B Common Stock held of record by Spartan Acquisition Sponsor II LLC (the "Sponsor") automatically converted into shares of Spartan's Class A Common Stock on a one-for-one basis. Upon consummation of the business combination, Spartan changed its name to "Sunlight Financial Holdings Inc."
2. See Exhibit 99.1.
3. Immediately prior to the closing of the business combination, the Sponsor automatically and irrevocably surrendered and forfeited to Spartan, for no consideration and as a contribution to Spartan's capital, 1,187,759 shares of Class B Common Stock.
4. The shares of Class B Common Stock were automatically convertible into shares of Class A Common Stock at the time of Spartan's initial business combination on a one-for-one basis and had no expiration date.
[See signatures attached as Exhibit 99.2] 07/13/2021
** Signature of Reporting Person Date
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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