Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 * Elkin Dimitri	2. Issuer Name and Ticker or Trading Symbol Twelve Seas Investment Co. II [ TWLV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    __X__ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Executive Officer
(Last)          (First)          (Middle) 2685 NOTTINGHAM AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 2/6/2023
(Street) LOS ANGELES, CA 90027 (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
Class A Common Stock	2/6/2023		C(1)		8625000 (1)	A	(1)	9285000 (2)	I	See footnote (3)

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	(1)	2/6/2023		C (1)			8625000 (1)	(1)	(1)	Class A Common Stock	8625000	(1)	0	I	See footnote (3)

Explanation of Responses:
(1)	The shares of Class B common stock of the issuer have no expiration date and are convertible into shares of Class A common stock of the issuer on a one-for-one basis. On February 6, 2023, the reporting person elected to convert all of its shares of Class B common stock into shares of Class A common stock.
(2)	Includes 660,000 shares underlying units (each unit consisting of one share of Class A common stock and one third of one warrant, each whole warrant exercisable to purchase one share of Class A common stock) held by Twelve Seas Sponsor II LLC (the "Sponsor"), acquired in connection with the issuer's initial public offering.
(3)	Dimitri Elkin, the Chief Executive Officer and a director of the issuer, and Jonathan Morris, the Chief Financial Officer and director of the issuer, are the managing members of the Sponsor and have voting and investment discretion with respect to the securities held by the Sponsor. As such, Mr. Elkin and Mr. Morris may be deemed to possess beneficial ownership of the securities held directly by the Sponsor. Mr. Elkin and Mr. Morris disclaim any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Elkin Dimitri 2685 NOTTINGHAM AVENUE LOS ANGELES, CA 90027	X	X	Chief Executive Officer
Morris Jonathan D 2685 NOTTINGHAM AVENUE LOS ANGELES, CA 90027	X	X	Chief Financial Officer
Twelve Seas Sponsor II LLC 2685 NOTTINGHAM AVENUE LOS ANGELES, CA 90027		X

Signatures
/s/ Dimitri Elkin, Managing Member of Twelve Seas Sponsor II LLC		2/8/2023
**Signature of Reporting Person		Date
/s/ Jonathan Morris, Managing Member of Twelve Seas Sponsor II LLC		2/8/2023
**Signature of Reporting Person		Date
/s/ Dimitri Elkin		2/8/2023
**Signature of Reporting Person		Date
/s/ Jonathan Morris		2/8/2023
**Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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