Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 29, 2022, David Kirsch resigned as a member of the board of directors
(the "Board") and vice president of Mudrick Capital Acquisition Corporation II
(the "Company"). Mr. Kirsch's resignation was not due to any disagreement with
the Company or any matter relating to the Company's operations, policies or
practices.
On May 4, 2022, the Board appointed Matthew Pietroforte as a member of the Board
to fill the vacancy created by Mr. Kirsch's resignation. In connection with his
appointment, Mr. Pietroforte entered into an indemnity agreement on
substantially the same terms as the form thereof previously entered into by and
between the Company and each of its other directors in connection with the
Company's initial public offering. Mr. Pietroforte has also agreed to become a
party to that certain letter agreement, dated December 7, 2020, by and between
the Company, the Company's directors and officers and the sponsor (the "Letter
Agreement"), and entered into a joinder to the Letter Agreement on May 4, 2022.
The Board has also appointed Mr. Pietroforte as vice president of the Company.
Each of the form of director indemnification agreement and the Letter Agreement
was described in, and were filed as exhibits to, the Company's registration
statement on Form S-1 (File No. 333-249402) related to the Company's initial
public offering.
Other than the foregoing, Mr. Pietroforte is not party to any arrangement or
understanding with any person pursuant to which he was appointed as a director,
nor is he a party to any transaction required to be disclosed under Item 404(a)
of Regulation S-K involving the Company.
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MUDRICK CAPITAL ACQUISITION CORPORATION II 
