04/16/2025 | Press release | Distributed by Public on 04/16/2025 17:34
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
OP Units(1) | (2) | 10/03/2024 | J(4) | 6,250 | (2) | (2) | Common Stock | 6,250 | (2)(4) | 77,553 | I | See Footnote(3) | |||
OP Units(1) | (2) | 10/03/2024 | J(4) | 6,010 | (2) | (2) | Common Stock | 6,010 | (2)(4) | 6,010 | I | See Footnote(5) | |||
OP Units(1) | (2) | 11/21/2024 | M | 71,303 | (2) | (2) | Common Stock | 71,303 | (2) | 6,250 | I | See Footnote(3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Green Robert S. C/O FRONTVIEW REIT, INC. 3131 MCKINNEY AVE., SUITE L10 DALLAS, TX 75204 |
X |
/s/ Stephen Preston as Attorney-in-Fact for Robert S. Green | 04/16/2025 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents units of limited partnership interest in FrontView Operating Partnership LP (the "Operating Partnership") designated as OP Units ("OP Units") under the Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of October 3, 2024 (the "Partnership Agreement"). |
(2) | Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one share of the Issuer's common stock (each, a "Share"), or at the Issuer's election, one Share, subject to adjustment as set forth in the Partnership Agreement. OP Units have no expiration date. |
(3) | Held by RSG (US Holdings) Limited Partnership, which is controlled by the Reporting Person. |
(4) | OP Units were issued by the Operating Partnership to the Reporting Person in connection with the consummation of the transactions contemplated by the terms of the Contribution Agreement, dated October 3, 2024, by and among the Operating Partnership, and certain individual contributing parties, including the Reporting Person, pursuant to which the Reporting Person contributed his common unit interest in the Issuer's predecessor entity to the Operating Partnership in exchange for OP Units in connection with the completion of the Issuer's initial public offering. |
(5) | Held by RSG Holdings Inc., which is wholly owned by the Reporting Person. |