Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 29, 2021, Graham Smith, a member of the Board of Directors (the
"Board") of Elliott Opportunity II Corp. (the "Company"), notified the Board of
his decision to resign as director of the Company effective immediately.
Mr. Smith has been a member of the Board since the Company's initial public
offering, was the chairman of the Audit Committee of the Board and was a member
of the Compensation Committee of the Board and the Nominating and Corporate
Governance Committee of the Board. Mr. Smith's resignation was not a result of
any disagreement with the Company or any matter relating to its operations,
policies or practices. Mr. Smith has recently taken the role of interim CEO at
Splunk and believes he cannot maintain his role on the Board due to the time
commitment involved in his new operating role. The Board fully supports this
decision and wishes Mr. Smith all the best in his new endeavor.
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