Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of March 18, 2022, Jeffrey M. Glick resigned as the Chief Financial
Officer of Schultze Special Purpose Acquisition Corp. II (the "Company"). Mr.
Glick's resignation was not the result of any dispute or disagreement with the
Company or the board of directors of the Company (the "Board") on any matter
relating to the Company's operations, policies or practices, including its
controls of financial-related matters.
In connection with Mr. Glick's resignation, on March 18, 2022, the Board
appointed Gary M. Julien as the Chief Financial Officer of the Company,
effective immediately. Mr. Julien will also continue to serve as the Executive
Vice President of the Company and as a member of the Board. Additional
information regarding, among other things, Mr. Julien's background and
compensatory arrangements is contained in the Company's Annual Report on Form
10-K filed with the Securities and Exchange Commission on March 17, 2022 and is
incorporated herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On March 18, 2022, the Board approved the filing of a Certificate of Change of
Registered Agent and/or Registered Office (the "Certificate of Change") with the
Secretary of State of the State of Delaware to change the Company's registered
agent to Harvard Business Services, Inc., and its registered office to 16192
Coastal Highway, Lewes, DE 19958, County of Sussex. The Certificate of Change
became effective upon the Company's filing of the Certificate of Change with the
Secretary of State of the State of Delaware on March 21, 2022. A copy of the
Certificate of Change is attached as Exhibit 3.1 hereto and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
3.1 Certificate of Change of Registered Agent and/or Registered
Office
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