ABP Trust Amends RMR Group Stake, Signals Continued Holding
Ticker: RMR · Form: SC 13G/A · Filed: Feb 7, 2024 · CIK: 1644378
| Field | Detail |
|---|---|
| Company | Rmr Group INC. (RMR) |
| Form Type | SC 13G/A |
| Filed Date | Feb 7, 2024 |
| Risk Level | low |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: institutional-ownership, amendment, shareholder-update
TL;DR
**ABP Trust still holds RMR Group shares, no major change reported.**
AI Summary
ABP Trust, a major shareholder in The RMR Group Inc., filed an amendment to its Schedule 13G on February 7, 2024, indicating its ownership of Class A Common Stock as of December 31, 2023. This filing, an amendment number 8, shows that ABP Trust continues to hold a significant stake in RMR Group, a company specializing in management consulting services. This matters to investors because large institutional holdings can signal confidence in the company's future, but also means any future changes in their position could impact stock price.
Why It Matters
This filing confirms a major shareholder, ABP Trust, maintains its position in The RMR Group, which can influence investor sentiment and stock stability.
Risk Assessment
Risk Level: low — This is an amendment to an existing filing, indicating no significant new or adverse information for investors.
Analyst Insight
Investors should note the continued significant holding by ABP Trust, suggesting stability in major ownership, but should monitor future filings for any changes in their position.
Key Numbers
- 005-89313 — SEC File Number (identifies The RMR Group Inc.'s registration with the SEC)
- 74967R 106 — CUSIP Number (unique identifier for The RMR Group Inc.'s Class A Common Stock)
- 8 — Amendment Number (indicates this is the eighth amendment to the original Schedule 13G filing by ABP Trust)
Key Players & Entities
- ABP Trust (company) — reporting person and major shareholder of The RMR Group Inc.
- The RMR Group Inc. (company) — the issuer of the Class A Common Stock
- ADAM D. PORTNOY (person) — group member associated with the filing
- December 31, 2023 (date) — date of the event requiring the filing
- February 7, 2024 (date) — date the SC 13G/A was filed
Forward-Looking Statements
- ABP Trust will maintain its significant stake in The RMR Group Inc. for the foreseeable future. (ABP Trust) — medium confidence, target: December 31, 2024
FAQ
What type of security is ABP Trust reporting ownership of in The RMR Group Inc.?
ABP Trust is reporting ownership of Class A Common Stock, with a par value of $0.001, issued by The RMR Group Inc., as stated in the 'Title of Class of Securities' section of the filing.
When was the event date that triggered this SC 13G/A filing by ABP Trust?
The event date which required the filing of this statement was December 31, 2023, as specified under 'Date of Event Which Requires Filing of this Statement'.
What is the CUSIP number for The RMR Group Inc.'s Class A Common Stock?
The CUSIP number for The RMR Group Inc.'s Class A Common Stock is 74967R 106, as listed in the filing.
Which rule under the Securities Exchange Act of 1934 is this Schedule 13G/A filed pursuant to?
This Schedule 13G/A is filed pursuant to Rule 13d-1(d) of the Securities Exchange Act of 1934, as indicated by the checked box in the filing.
Who is listed as a group member associated with this filing?
ADAM D. PORTNOY is listed as a group member associated with this filing, under the 'GROUP MEMBERS' section.
Filing Stats: 1,561 words · 6 min read · ~5 pages · Grade level 8.5 · Accepted 2024-02-07 17:15:30
Key Financial Figures
- $0.001 — Name of Issuer) CLASS A COMMON STOCK, $0.001 par value (Title of Class of Securiti
Filing Documents
- tm245478d1_sc13ga.htm (SC 13G/A) — 83KB
- 0001104659-24-011675.txt ( ) — 85KB
(a). name
Item 1(a). name of Issuer: The RMR Group Inc. (the “Issuer”). Item 1(B). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: Two Newton Place 255 Washington Street Suite 300 Newton, Massachusetts 02458-1634
(a). NAME
Item 2(a). NAME OF PERSON FILING: This Schedule 13G/A is being filed jointly by ABP Trust and Adam D. Portnoy (collectively, the “Reporting Persons”).
(b). address or principal business office or, if none, residence
Item 2(b). address or principal business office or, if none, residence: The principal business office of each Reporting Person is Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458.
(c). CITIZENSHIP
Item 2(c). CITIZENSHIP: ABP Trust is a Maryland statutory trust. Adam D. Portnoy is a United
(d). TITLE OF CLASS OF SECURITIES
Item 2(d). TITLE OF CLASS OF SECURITIES: The class of securities to which this Schedule 13G/A relates is the shares of Class A Common Stock, par value $0.001 per share, of the Issuer (the “Class A Common Shares”).
(E). CUSIP No
Item 2(E). CUSIP No.: The CUSIP number for the Class A Common Shares is 74967R 106.
If this statement is filed pursuant to Rule 13d-1(B),
Item 3. If this statement is filed pursuant to Rule 13d-1(B), or Rule 13d-2(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under Section 15 of the Act; (b) Bank as defined in Section 3(a)(6) of the Act; (c) Insurance company as defined in Section 3(a)(19) of the Act; (d) Investment company registered under Section 8 of the Investment Company Act of 1940; (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); SCHEDULE 13G CUSIP NO. 74967R 106 Page 5 of 9 Pages (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940; (j) A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); or (k) Group, in accordance with §240.13d-1(b)(1)(ii)(K).
OWNERSHIP
Item 4. OWNERSHIP. (a) Amount beneficially owned: (i) ABP Trust is the direct record and beneficial owner of 90,564 Class A Common Shares and 1,000,000 shares of Class B-1 Common Stock of the Company (the “Class B-1 Common Shares”). Each Class B-1 Common Share is convertible at ABP Trust’s option into one Class A Common Share. The number of Class A Common Shares beneficially owned by ABP Trust is 1,090,564. (ii) Voting and investment power with respect to the Shares owned by ABP Trust may be deemed to be held by Adam D. Portnoy as the president and chief executive officer, a beneficial owner and the sole trustee of ABP Trust. Adam D. Portnoy is the direct record and beneficial (b) Percent of class: (i) The 1,090,564 Class A Common Shares beneficially owned by ABP Trust represent approximately 6.5% of the Class A Common Shares outstanding as of December 31, 2023. (ii) The 1,200,502 Class A Common Shares beneficially owned by Adam D. Portnoy represent approximately 7.2% of the Class A Common Shares outstanding as of December 31, 2023. SCHEDULE 13G CUSIP NO. 74967R 106 Page 6 of 9 Pages (c) Number of Shares as to which such person has: (i) Sole power to vote or direct the vote: ABP Trust: 0 Adam D. Portnoy: 109,938 (ii) Shared power to vote or direct the vote: ABP Trust: 1,090,564 Adam D. Portnoy: 1,090,564 (iii) Sole power to dispose or to direct the disposition of: ABP Trust: 0 Adam D. Portnoy: 109,938 (iv) Shared power to dispose or to direct the disposition of: ABP Trust: 1,090,564 Adam D. Portnoy: 1,090,564 The numbers and percentages of Class A Common Shares reported as beneficially owned in this Schedule 13G/A: (a) are based on 15,710,555 Class A Common Shares outstanding as of December 31, 2023; (b) include and are diluted for the 1,000,000 Class A Common Share
Ownership of Five Percent or Less of a Class
Item 5. Ownership of Five Percent or Less of a Class. Not applicable.
Ownership of More than Five Percent on Behalf of Another Person
Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable.
Identification and Classification of Members of the Group
Item 8. Identification and Classification of Members of the Group. Not applicable.
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group. Not applicable.
Certifications
Item 10. Certifications. Not applicable.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 7, 2024 (Date) ABP TRUST /s/ Adam D. Portnoy (Signature) Adam D. Portnoy, President (Name/Title) ADAM D. PORTNOY /s/ Adam D. Portnoy (Signature) Attention. Intentional misstatements or omissions of fact constitute Federal criminal violations (s ee 18 U.S.C. 1001). EXHIBIT INDEX Exhibit No. Description 99.1 A Joint Filing Agreement, dated as of January 22, 2020, by and between ABP Trust and Adam D. Portnoy, was previously filed with the Securities and Exchange Commission and is incorporated herein by reference to Exhibit 99.1 to the Schedule 13G/A filed by ABP Trust and Adam D. Portnoy on January 22, 2020.