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
                                                                                  
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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 * Miller William B 2. Issuer Name and Ticker or Trading Symbol Sunlight Financial Holdings Inc. [ SUNL ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Managing Direct Acct Finance
(Last)         (First)         (Middle)
C/O SUNLIGHT FINANCIAL HOLDINGS INC., 101 N. TRYON STREET, SUITE 1000
3. Date of Earliest Transaction (MM/DD/YYYY)
7/9/2021
(Street)
CHARLOTTE, NC 28246
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
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. 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  7/9/2021    A(1)    212114  A $0.00 (1) 212114  D   
Class A Common Stock  7/9/2021    A(2)    40000  A $0.00 (2) 252114  D   
Class A Common Stock  7/9/2021    F    71570  D $10.00  180544  D   

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

Explanation of Responses:
(1)  The reporting person received these shares of Class A Common Stock pursuant to the Business Combination Agreement (the "Business Combination Agreement"), dated as of January 23, 2021 by and among Spartan Acquisition Corp. II ("Spartan"), Sunlight Financial LLC ("Sunlight"), and certain of their respective affiliates and subsidiaries. In connection with the consummation of the transactions contemplated by the Business Combination Agreement, Sunlight became a majority-owned subsidiary of Spartan and Spartan was renamed Sunlight Financial Holdings Inc. (the "Company"). The reporting person received these shares of Class A Common Stock in exchange for LTIP Units issued by Sunlight under its Long-Term Incentive Plan, dated effective as of December 13, 2017. Of these shares of Class A Common Stock received, 153,900 are vested. Of the remainder, a portion will vest over a 30 month period and the rest over a 42 month period, in each case on a pro-rated monthly basis.
(2)  The reporting person received Restricted Stock Units ("RSUs"), which are settled in shares of Class A Common Stock, under the 2021 Equity Incentive Plan of the Company. The RSUs will vest over a 4-year period in equal installments commencing on the first anniversary of the grant date.

Remarks:
Title: Managing Director, Accounting - Finance

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Miller William B
C/O SUNLIGHT FINANCIAL HOLDINGS INC.
101 N. TRYON STREET, SUITE 1000
CHARLOTTE, NC 28246


Managing Direct Acct Finance

Signatures
/s/ Lindsay Schall, attorney-in-fact 7/12/2021
**Signature of Reporting Person Date
Spartan Acquisition Corp... (NYSE:SPRQ)
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