RiverNorth Flexible Municipal Income Fund II (RFMZ) insider reports new share purchases

Rhea-AI Filing Summary

RiverNorth Flexible Municipal Income Fund II, Inc. reported insider share purchases by an affiliate of its adviser. The filing shows two acquisitions of common stock by one reporting person. On 12/03/2025, the insider acquired 2,065 shares at a price of $12.7387 per share, bringing beneficial ownership to 10,242 shares held directly. On 12/04/2025, the insider acquired an additional 3,791 shares at $12.78 per share, after which beneficial ownership is reported as 14,033 shares held directly. The form indicates the filer is an affiliate of the fund’s adviser and that the report is filed by one reporting person.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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

5. 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

3. Date of Earliest Transaction (Month/Day/Year)
12/03/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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
Common Stock	12/03/2025	12/03/2025	P		2,065	A	$12.7387	10,242	D
Common Stock	12/04/2025	12/04/2025	P		3,791	A	$12.78	$14,033	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

	/s/ Marc Collins	12/04/2025
	** 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 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.
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 insider activity did RiverNorth Flexible Municipal Income Fund II (RFMZ) report?

The fund reported that an affiliate of its adviser acquired additional common stock in two transactions on 12/03/2025 and 12/04/2025, as disclosed on Form 4.

How many RFMZ shares were purchased in the latest insider transactions?

The insider acquired 2,065 common shares on 12/03/2025 and 3,791 common shares on 12/04/2025, for a total of 5,856 shares across the two reported trades.

At what prices were the RFMZ insider share purchases made?

The Form 4 shows purchases at $12.7387 per share on 12/03/2025 and at $12.78 per share on 12/04/2025 for RiverNorth Flexible Municipal Income Fund II common stock.

What is the insiders reported ownership in RFMZ after these transactions?

After the 12/03/2025 purchase, beneficial ownership is listed as 10,242 common shares held directly. After the 12/04/2025 purchase, beneficial ownership is reported as 14,033 common shares held directly.

What is the relationship of the reporting person to RiverNorth Flexible Municipal Income Income Fund II (RFMZ)?

The Form 4 identifies the reporting person as an affiliate of the adviser to RiverNorth Flexible Municipal Income Fund II, Inc., rather than as a director or officer of the fund.

Was the RiverNorth Flexible Municipal Income Fund II (RFMZ) Form 4 filed by one or multiple reporting persons?

The filing indicates that it is a Form filed by one reporting person, not a joint or group filing.