DCRNU Decarbonization Plus Acquisition Corporation II

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Decarbonization Plus Acquisition Sponsor II, LLC	2. Issuer Name and Ticker or Trading Symbol Decarbonization Plus Acquisition Corp II [ DCRN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    __X__ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) C/O DECARBONIZATION PLUS ACQUISITION, CORP II 2744 SAND HILL ROAD, SUITE 100	3. Date of Earliest Transaction (MM/DD/YYYY) 4/21/2021
(Street) MENLO PARK, CA 94025 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock, par value $0.0001 per share	(1)	4/21/2021		P (2)		40000		(1)	(1)	Class A Common Stock, par value $0.0001 per share	40000	$0.0001 (2)	9702500	I	See footnotes (3)(4)

Explanation of Responses:
(1)	The shares of Class B Common Stock are convertible into shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date.
(2)	Pursuant to the Securities Agreement, dated April 21, 2021, by and among the Issuer, Decarbonization Plus Acquisition Sponsor II LLC and Michael Warren, the Reporting person acquired 40,000 shares of Class B Common Stock from the Issuer following Michael Warren's resignation from the board of directors of the Issuer and forfeiture of an equivalent number of shares of Class B Common Stock of the Issuer.
(3)	Decarbonization Plus Acquisition Sponsor II LLC is the record holder of the shares reported herein. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Holdings LLC, which is the sole and managing member of Decarbonization Plus Acquisition Sponsor II LLC.
(4)	Each of Riverstone Holdings, LLC, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the common stock held directly by Decarbonization Plus Acquisition Sponsor II LLC. Each such entity or person disclaims any such beneficial ownership of such securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Decarbonization Plus Acquisition Sponsor II, LLC C/O DECARBONIZATION PLUS ACQUISITION CORP II 2744 SAND HILL ROAD, SUITE 100 MENLO PARK, CA 94025		X
RIVERSTONE HOLDINGS LLC C/O RIVERSTONE HOLDINGS LLC 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY 10019		X
LEUSCHEN DAVID M C/O RIVERSTONE HOLDINGS LLC 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY 10019		X
LAPEYRE PIERRE F JR C/O RIVERSTONE HOLDINGS LLC 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY 10019		X

Signatures
Decarbonization Plus Acquisition Sponsor II LLC, /s/ Peter Haskopoulos, Managing Director		4/22/2021
**Signature of Reporting Person		Date
Riverstone Holdings LLC, /s/ Peter Haskopoulos, Authorized Person		4/22/2021
**Signature of Reporting Person		Date
David M. Leuschen, /s/ Peter Haskopoulos, Attorney-in-fact		4/22/2021
**Signature of Reporting Person		Date
Pierre F. Lapeyre, Jr., /s/ Peter Haskopoulos, Attorney-in-fact		4/22/2021
**Signature of Reporting Person		Date