UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) April 8, 2016

COMMITTED CAPITAL ACQUISITION CORPORATION II

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  212-759-2020

________________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

Item 1.01. Entry into a Material Definitive Agreement

As a result of the special meeting of stockholders and the special meeting of warrantholders described in Item 5.07 below (the “Stockholder Meeting” and the “Warrantholder Meeting”, respectively), on April 8, 2016, Committed Capital Acquisition Corporation II (the “Company”) entered into agreements with Continental Stock Transfer & Trust Company (“Continental”) (i) to amend and restate the investment management trust agreement entered into between the Company and Continental on April 10, 2014 (the “Amended and Restated Trust Agreement”), and (ii) to amend the warrant agreement entered into between the Company and Continental on that same date (the “Warrant Agreement Amendment”).

Pursuant to the Amended and Restated Trust Agreement, such amendment permits distributions from the trust account to pay public stockholders properly demanding redemption in connection with the vote on the Extension Amendment (as defined below) and the Trust Amendment (as defined below) at the Stockholder Meeting, and extended the date on which to commence liquidating the trust account in the event the Company has not consummated a business transaction from April 10, 2016 (the “Current Termination Date”) to April 10, 2017 (the “Extended Termination Date”).

Pursuant to the Warrant Agreement Amendment, such amendment provides for the conversion of all of the Company’s 8,000,000 outstanding warrants into an aggregate of 80,000 shares of common stock (so that each warrant is converted into one-hundredth (1/100th) of one share) upon the consummation of a business transaction, and for the termination of the Warrant Agreement in connection with such conversion.

A copy of the Amended and Restated Trust Agreement and the Warrant Agreement Amendment are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated by reference herein.

Item 5.07. Submission of Matters to a Vote of Security Holders

Submission of Matters to Vote of Stockholders

At the Stockholder Meeting, which occurred on April 8, 2016, the Company’s stockholders approved the following:

The approval of these proposals required the affirmative vote of 65% of the issued and outstanding shares of the Company’s common stock as March 4, 2016.

The voting results for the Extension Amendment were as follows:

The voting results for the Trust Amendment were as follows:

The voting results for the amendment and restatement of the Trust Agreement were as follows:

Submission of Matters to Vote of Warrantholders

At the Warrantholder Meeting, which occurred on April 8, 2016, the Company’s warrantholders approved the following:

The approval of these proposals required the affirmative vote of 65% of the Company’s issued and outstanding warrants as March 4, 2016.

The voting results for the amendment to the Warrant Agreement were as follows:

The voting results for the adjournment proposal were as follows:

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

 SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.