Willow Lane Acquisition Corp. II

Code

P

Shares

370,305

Price

$10.00

Footnotes

2

Represents shares underlying units (each unit consisting of one Class A ordinary share and one-fourth of one warrant, each whole warrant exercisable to purchase one Class A ordinary share) directly held by Willow Lane Sponsor II, LLC (the "Sponsor"), and which were acquired pursuant to a Private Placement Units Purchase Agreement by and between the Sponsor and Willow Lane Acquisition Corp. II (the "Issuer"). Does not include 5,259,857 Class B ordinary shares, which shares will automatically convert into Class A ordinary shares concurrently with or immediately following the Issuer's initial business combination or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustments, as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-292597). The Sponsor is the record holder of such shares. B. Luke Weil, as the managing member of the Sponsor, holds voting and investment discretion with respect to the ordinary shares held of record by the Sponsor. As such, Mr. Weil may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. Weil disclaims any beneficial ownership of the securities held by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly.