KENSINGTON CAPITAL ACQUISITION CORP. II Westbury, NY 11590Securities Subscription Agreement • January 20th, 2021 • Kensington Capital Acquisition Corp. II • New York
Contract Type FiledJanuary 20th, 2021 Company JurisdictionThis letter agreement (this “Agreement”) is entered into as of January 4, 2021 between Kensington Capital Sponsor II LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Kensington Capital Acquisition Corp. II, a Delaware corporation (the “Company,” “we” or “us”) and confirms the Company’s acceptance of the offer the Subscriber has made to purchase 5,750,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows: