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Capital FT, LP Trasimene II

Filed: 18 Aug 20, 8:40pm
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Trasimene Capital FT, LP II

(Last) (First) (Middle)
C/O 1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/18/2020
3. Issuer Name and Ticker or Trading Symbol
Foley Trasimene Acquisition II [ BFT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock, par value $0.0001 (2) (2) Class A Common Stock, par value $0.0001 37,300,000 (2) D(1)(2)(3)(4)
1. Name and Address of Reporting Person*
Trasimene Capital FT, LP II

(Last) (First) (Middle)
C/O 1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Trasimene Capital FT, LLC II

(Last) (First) (Middle)
C/O 1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
1. Name and Address of Reporting Person*
FOLEY WILLIAM P II

(Last) (First) (Middle)
C/O 1701 VILLAGE CENTER CIRCLE

(Street)
LAS VEGAS NV 89134

(City) (State) (Zip)
Explanation of Responses:
1. This form is being filed by the following reporting persons: Trasimene Capital FT, LP II (the "Sponsor"), Trasimene Capital FT, LLC II ("Trasimene Capital") and William P. Foley, II (and together with the Sponsor and Trasimene Capital, the "Reporting Persons"). Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
2. The Sponsor owns 37,300,000 shares of Class B Common Stock, par value $0.0001 per share (the "Class B Shares"), of Foley Trasimene Acquisition Corp. II (the "Issuer"), including 4,875,000 Class B Shares that are subject to forfeiture if the underwriter of the Issuer's initial public offering does not exercise in full an option granted to it to cover over-allotments. Such Class B Shares have no expiration date and are convertible into shares of Class A Common Stock, par value $0.0001 per share, of the Issuer, as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-240285).
3. The sole general partner of the Sponsor is Trasimene Capital. William P. Foley, II is the sole member of Trasimene Capital.
4. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
Remarks:
Exhibit 24.1 Power of Attorney Exhibit 99.1 Joint Filer Information
/s/ Michael L. Gravelle, Attorney-in-Fact for Trasimene Capital FT, LP II 08/18/2020
/s/ Michael L. Gravelle, Attorney-in-Fact for Trasimene Capital FT, LLC II 08/18/2020
/s/ Michael L. Gravelle, Attorney-in-Fact for William P. Foley, II 08/18/2020
** 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 5 (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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