[Form 3] RiverNorth Flexible Municipal Income Fund II, Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

RiverNorth Financial Holdings, LLC filed an initial Form 3 reporting its relationship to RiverNorth Flexible Municipal Income Fund II, Inc. (RFMZ) on 09/18/2025. The filer identifies itself as an affiliate of the adviser and an officer (checked), and the filing shows 0 common shares beneficially owned, reported as direct (D). The document is signed by Marc Collins. No derivative securities, ownership amounts, or additional explanatory detail are included in the filing.

Insights

Compliance Officer

TL;DR: Routine initial Section 16 filing showing affiliate status and no beneficial ownership.

The Form 3 is an initial disclosure under Section 16 for RFMZ identifying RiverNorth Financial Holdings, LLC as an affiliate of the fund's adviser and an officer. The filing reports zero common shares and contains no derivative positions or additional holdings. From a compliance perspective, the form meets basic disclosure requirements by naming the reporting person, stating the relationship, and providing a signature and date. The lack of reported holdings suggests the reporting person currently holds no beneficial stake to disclose in this class.

Corporate Governance Expert

TL;DR: Non-material initial filing; confirms adviser-affiliate relationship but no ownership to affect governance.

This Form 3 documents an initial beneficial ownership statement for RFMZ with the reporting entity declaring affiliation to the adviser and an officer role, while indicating no direct ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

RiverNorth Financial Holdings, LLC

(Last) (First) (Middle)

360 S. ROSEMARY AVE

SUITE 1420

(Street)

WEST PALM BEACH FL 33401

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/18/2025

3. Issuer Name and Ticker or Trading Symbol
RiverNorth Flexible Municipal Income Fund II, Inc. [ RFMZ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Affiliate of the Adviser

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares of Beneficial Interest	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	/s/ Marc Collins	09/18/2025
	** 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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did RiverNorth Financial Holdings, LLC report on Form 3 for RFMZ?

The filer reported its relationship as an affiliate of the adviser and an officer, and declared 0 common shares beneficially owned.

When was the Form 3 for RFMZ filed?

The Form 3 shows the event date and signature date of 09/18/2025.

Does the Form 3 disclose any derivative securities for RFMZ?

No. The filing contains no derivative securities or underlying share amounts.

Who signed the Form 3 for RiverNorth Financial Holdings, LLC?

The filing is signed by Marc Collins on 09/18/2025.

Does this Form 3 indicate any change in control of RFMZ?

No. The filing reports zero common shares and no derivatives, so it does not indicate a change in control or voting influence.