| UNITED STATES | |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| SCHEDULE 13G*/ | |
| (Rule 13d-102) | |
| Mudrick Capital Acquisition Corporation II | |
| (Name of Issuer) | |
| Class A Common stock, par value $0.0001 per share | |
| (Title of Class of Securities) | |
|
62477L206** | |
| (CUSIP Number) | |
|
December 10, 2020 | |
| Date of Event Which Requires Filing of the Statement | |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨ Rule 13d-1(d)
*/ The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
** (See item 2(e))
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 62477L206 | 13G | Page 2 of 14 Pages |
1. |
NAME OF REPORTING PERSON Citadel Advisors LLC |
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3. |
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5. |
SOLE VOTING POWER 0 |
|
6. |
SHARED VOTING POWER 1,580,000 shares | |
|
7. |
SOLE DISPOSITIVE POWER 0 | |
|
8.
|
SHARED DISPOSITIVE POWER See Row 6 above |
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above |
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.0%1 |
|
12.
|
TYPE OF REPORTING PERSON IA; OO; HC |
| 1 | The percentages reported in this Schedule 13G are based upon 31,625,000 shares of Class A common stock outstanding after completion of the initial public offering (according to the issuer’s press release published on December 14, 2020). Except as described in the preceding sentence, all share numbers for the holdings of the reporting persons reported in this Schedule 13G are as of the opening of the market on December 21, 2020. |
| CUSIP No. 62477L206 | 13G | Page 3 of 14 Pages |
1. |
NAME OF REPORTING PERSON Citadel Advisors Holdings LP |
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3. |
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5. |
SOLE VOTING POWER 0 |
|
6. |
SHARED VOTING POWER 1,580,000 shares | |
|
7. |
SOLE DISPOSITIVE POWER 0 | |
|
8.
|
SHARED DISPOSITIVE POWER See Row 6 above |
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above |
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.0% |
|
12.
|
TYPE OF REPORTING PERSON PN; HC |
| CUSIP No. 62477L206 | 13G | Page 4 of 14 Pages |
1. |
NAME OF REPORTING PERSON Citadel GP LLC |
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
3. |
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5. |
SOLE VOTING POWER 0 |
|
6. |
SHARED VOTING POWER 1,580,000 shares | |
|
7. |
SOLE DISPOSITIVE POWER 0 | |
|
8.
|
SHARED DISPOSITIVE POWER See Row 6 above. |
|
9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above. |
|
10. |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ |
|
11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.0% |
|
12.
|
TYPE OF REPORTING PERSON OO; HC |
| CUSIP No. 62477L206 | 13G | Page 5 of 14 Pages |
|
1. |
NAME OF REPORTING PERSON Citadel Securities LLC |
|
2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
|
3. |
SEC USE ONLY
|
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5. |
SOLE VOTING POWER 0 |
|
6. |
SHARED VOTING POWER
2,019 shares | |
|
7. |
SOLE DISPOSITIVE POWER 0 | |
|
8.
|
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