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 |
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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). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol GETTY REALTY CORP /MD/ [ GTY ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 09/17/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 09/17/2020 | J | V | 607,652(1) | D | $0 | 0 | I | By Liebowitz Realty II LLC(2) | |
Common Stock | 09/17/2020 | J | V | 6,074(3) | A | $0 | 256,883 | I | By Rose Liebowitz Revocable Trust(4) | |
Common Stock | 11/02/2020 | J | V | 11,220(10) | D | $0 | 24,494 | D | ||
Common Stock | 11/02/2020 | J | V | 11,220(10) | A | $0 | 1,016,340 | I | By Leo Liebowitz Revocable Trust(5) | |
Common Stock | 11/10/2020 | J | V | 74,928(10) | D | $0 | 364,763 | I | By Liebowitz Realty LLC(6) | |
Common Stock | 11/10/2020 | J | V | 74,928(10) | A | $0 | 1,091,268 | I | By Leo Liebowitz Revocable Trust(5) | |
Common Stock | 11/17/2020 | J | V | 3,261(10) | D | $0 | 361,502 | I | By Liebowitz Realty LLC(6) | |
Common Stock | 11/17/2020 | J | V | 3,261(10) | A | $0 | 1,094,529 | I | By Leo Liebowitz Revocable Trust(5) | |
Common Stock | 11/18/2020 | J | V | 255,751(10)(7) | D | $0 | 105,751 | I | By Liebowitz Realty LLC(6) | |
Common Stock | 11/18/2020 | J | V | 255,751(10) | A | $0 | 1,350,280 | I | By Leo Liebowitz Revocable Trust(5) | |
Common Stock | 3,872 | I | By Spouse | |||||||
Common Stock | 34,200 | I | By Liebowitz 2015 Family Trust(8) | |||||||
Common Stock | 439 | I | By 401(k) | |||||||
Common Stock | 310,957 | I | By CLS(9) | |||||||
Common Stock | 56,434 | I | By Charitable Foundation |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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: |
1. Distribution of shares, for estate planning purposes, by Liebowitz Realty II LLC to its members in proportion to such members' interests. As a result of this distribution, Liebowitz Realty II LLC owns no shares of GTY common stock. |
2. This footnote corrects a prior footnote which incorrectly stated that Reporting Person was the sole member of this LLC, when it should have stated that Reporting Person's six (6) adult children have 99% membership interest and Reporting Person's Spouse ("Spouse") was a 1% member. Reporting Person was the sole manager until May 2020 when Spouse, as sole member, removed Reporting Person as the sole manager and appointed herself and two (2) adult family members as co-managers. |
3. Proportionate shares (1%) distributed from Liebowitz Realty II LLC as described in Footnote 1 above to the Rose Liebowitz Revocable Trust. |
4. Rose Liebowitz Revocable Trust dated 4/13/20, a revocable trust with respect to which Spouse is the sole beneficiary and a co-trustee, and Reporting Person is also a co-trustee. The Reporting Person disclaims beneficial ownership of the shares owned by this Trust. |
5. Leo Liebowitz Revocable Trust dated 4/13/20, a revocable trust with respect to which Reporting Person is the sole beneficiary and a co-trustee. The Trust is the sole member of Liebowitz Realty LLC. |
6. Prior to May 2020, Reporting Person was the sole member and manager of Liebowitz Realty LLC. As of May 2020, Reporting Person, as the sole member, resigned as manager and appointed Spouse and two (2) adult family members as co-managers of Liebowitz Realty LLC. Also as of May 2020, Reporting Person assigned all membership interests in Liebowitz Realty LLC to the Leo Liebowitz Revocable Trust. |
7. Intentionally left blank. |
8. Reporting Person is not a beneficiary of the Trust and his Spouse is the sole trustee of the Trust. Reporting Person disclaims any beneficial ownership in the shares owned by this Trust. |
9. An S-corporation in which the Reporting Person is a shareholder. Shares indicate Reporting Person's proportionate equity in the S-corporation. |
10. Transfer of shares for estate planning purposes. |
/s/ Leo Liebowitz | 12/14/2020 | |
** 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. |