SEC Form 4 · accession 0000919574-17-007604
Seritage Growth Properties · SRG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce R Berkowitz
10% Owner
Period of report
Nov 3, 2017
Accepted (ET)
Nov 7, 2017 · 6:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001628063
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class C Non-Voting Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 75,000 | $41.43 | D | 4,431,031 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 75,000 | $41.43 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 75,000 | $41.43 | D | 3,766,650 | I | See Footnote |
| Class C Non-Voting Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 157,300 | $41.43 | D | 4,273,731 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 157,300 | $41.43 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 3, 2017 | J | 157,300 | $41.43 | D | 3,766,650 | I | See Footnote |
| Class C Non-Voting Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 28,100 | $41.05 | D | 4,245,631 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 28,100 | $41.05 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 28,100 | $41.05 | D | 3,766,650 | I | See Footnote |
| Class C Non-Voting Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 85,200 | $41.05 | D | 4,160,431 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 85,200 | $41.05 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 6, 2017 | J | 85,200 | $41.05 | D | 3,766,650 | I | See Footnote |
| Class C Non-Voting Common Shares, $0.01 par value | Nov 6, 2017 | J | 23,900 | $41.05 | D | 662,498 | D | |
| Class A Common Shares, $0.01 par value | Nov 6, 2017 | J | 23,900 | $41.05 | A | 0 | D | |
| Class A Common Shares, $0.01 par value | Nov 6, 2017 | J | 23,900 | $41.05 | D | 0 | D | |
| Class C Non-Voting Common Shares, $0.01 par valueF2 | Nov 7, 2017 | J | 15,600 | $40.83 | D | 4,144,831 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 7, 2017 | J | 15,600 | $40.83 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 7, 2017 | J | 15,600 | $40.83 | D | 3,766,650 | I | See Footnote |
| Class C Non-Voting Common Shares, $0.01 par valueF5,F2 | Nov 7, 2017 | J | 400 | $40.83 | D | 3,629,131 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 7, 2017 | J | 400 | $40.83 | A | 3,766,650 | I | See Footnote |
| Class A Common Shares, $0.01 par valueF2 | Nov 7, 2017 | J | 400 | $40.83 | D | 3,766,650 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities were held in account(s) managed indirectly by Mr. Bruce R. Berkowitz (the "Reporting Person"). The Reporting Person does not have any direct or indirect pecuniary interest in the managed account(s) because the Reporting Person (i) does not receive any incentive compensation from the managed account(s) and (ii) does not have a direct or indirect interest in the managed account(s).
- F2The securities may be deemed to be beneficially owned by the Reporting Person because he controls the sole member of a registered investment adviser, which may be deemed to have beneficial ownership of the securities because it serves as the investment manager to a registered investment company and managed accounts. The Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F3Due to a contractual restriction on the sale of the Class C Non-Voting Common Shares, $0.01 par value ("Class C Shares"), the account(s) sold Class A Common Shares, $0.01 par value ("Class A Shares") in the market while effecting a conversion of its Class C Shares to Class A Shares (via a transfer agent).
- F4The securities were held in account(s) managed indirectly by the Reporting Person. The Reporting Person disclaims beneficial ownership in the account(s) except to the extent of his pecuniary interest, if any therein.
- F5The amount reported in Column 5 accounts for 515,300 shares now held in account(s) over which the Reporting Person no longer has beneficial ownership