SC 13G/A: Seritage Growth Properties

AI Summary

SC 13G/A filing by Seritage Growth Properties.

Risk Assessment

Risk Level: low

FAQ

Filing Documents

• tm2419137d1_sc13ga.htm (SC 13G/A) — 86KB
• 0001104659-24-078897.txt ( ) — 87KB

Properties

Properties (Name of Issuer) 7.00% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 81752R308 (CUSIP Number) June 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Continued on following pages Page 1 of 11 Pages CUSIP NO. 81752R308 Page 2 of 1 1 Pages CUSIP No. 81752R308 (1) Names of reporting persons Ursa Fund Management LLC (2) Check the appropriate box if a member of a group (a) (see instructions) (b) (3) SEC use only (4) Citizenship or place of organization DE Number of shares beneficially owned by each reporting person with: (5) Sole voting power 0 (6) Shared voting power 83,472* (7) Sole dispositive power 0 (8) Shared dispositive power 83,472* (9) Aggregate amount beneficially owned by each reporting person 83,472* (10) Check if the aggregate amount in Row (9) excludes certain shares (see instructions) (11) Percent of class represented by amount in Row (9) 2.98%† (12) Type of reporting person (see instructions) IA * Ursa Fund Management LLC is the General Partner and Investment Manager of Ursa Fund Partners LP (the “Fund”) in which such shares referred to above are held. As a result, Ursa Fund

(a)

Item 1(a). Name of Issuer: Seritage Growth Properties (the “Iss uer”).

(b)

Item 1(b). Address of the Issuer's Principal Executive Offices: 500 Fifth Avenue, Suite 1530 New York, NY 10110

(a)

Item 2(a). Name of Person Filing The names of the person filing this statement on Schedule 13G (collectively, the “Reporting Persons”) are: · Ursa Fund Management, LLC · Ursa Fund Partners, LP · Andrew Hahn · Russell Douglas

(b)

Item 2(b). Address of Principal Business Office or, if None, Residence: 156 Diablo Road, Suite 250, Danville, CA 94526

(c)

Item 2(c). Citizenship: Ursa Fund Management, LLC is a Delaware limited liability company and Ursa Fund Partners, LP is a Delaware limited partnership. Andrew Hahn and Russell Douglas are citizens of the United States.

(d)

Item 2(d). Title of Class of Securities: 7.00% Series A Cumulative Redeemable Preferred Shares (the “Shares”)

(e)

Item 2(e). CUSIP Number: 81752R308 CUSIP NO. 81752R308 Page 7 of 1 1 Pages Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (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 § 240.13d-1(b)(1)(ii)(G); (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (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 (15 U.S.C. 80a-3);Page 5 of 6 pages (j) Group, in accordance with §240.13d-1(b)(1)(ii)(J) Item 4.

(a)

Item 4(a). Amount Beneficially Owned: Aggregate of all Reporting Persons: 83,472 Ursa Fund Management LLC – 83,472 Ursa Fund Partners LP – 83,472 Andrew Hahn – 83,472* Russell Douglas – 83,472*

(b)

Item 4(b). Percent of Class: Aggregate of all Reporting Persons: 2.98% Ursa Fund Management LLC – 2.98% Ursa Fund Partners LP – 2.98% Andrew Hahn – 2.98%* Russell Douglas – 2.98%* CUSIP NO. 81752R308 Page 8 of 1 1 Pages

(c)

Item 4(c). Number of shares as to which such person has: (i) Sole power to vote or direct the vote: Ursa Fund Management LLC – 0 Ursa Fund Partners LP – 0 Andrew Hahn – 0 Russell Douglas – 0 (ii) Shared power to vote or to direct the vote: Ursa Fund Management LLC – 83,472 Ursa Fund Partners LP – 83,472 Andrew Hahn – 83,472* Russell Douglas – 83,472* (iii) Sole power to dispose or to direct the disposition of Ursa Fund Management LLC – 0 Ursa Fund Partners LP – 0 Investment Opportunities 14 Segregated Portfolio – 0 Andrew Hahn – 0 Russell Douglas – 0 (iv) Shared power to dispose or to direct the disposition of Ursa Fund Management LLC – 83,472 Ursa Fund Partners LP – 83,472 Andrew Hahn – 83,472* Russell Douglas – 83,472* *Mr. Hahn and Mr. Douglas are the Managing Members of Ursa Fund Management LLC. As a result, Mr. Hahn and Mr. Douglas possess the power to vote and dispose or direct the disposition of all the shares beneficially owned by Ursa Fund Management LLC as Investment Manager to the Fund. Mr. Hahn and Mr. Douglas disclaim beneficial ownership of any of the shares held by the Fund. CUSIP NO. 81752R308 Page 9 of 1 1 Pages Item 5. or Less of a Class: This Item 5 is not applicable. Item 6. This Item 6 is not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: This Item 7 is not applicable. Item 8. Identification and Classification of Members of the Group: See Exhibit A. Item 9. Notice of Dissolution of Group: This Item 9 is not applicable. Item 10. Certification: By signing below the Reporting Persons certify that, to the best of such persons’ knowledge and belief, the securities referred to above were not ac

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: July 8, 2024 Ursa Fund Management LLC By: /s/ Andrew Hahn Andrew Hahn Managing Member Ursa Fund Partners LP By: /s/ Ursa Fund Management LLC General Partner of Ursa Fund Partners LP By: /s/ Andrew Hahn Managing Member of Ursa Fund Management LLC By: /s/ Andrew Hahn Andrew Hahn CUSIP NO. 81752R308 Page 11 of 1 1 Pages EXHIBIT A Joint Filing Agreement The Undersigned agree that the statements on Schedule 13G with respect to the 7.00% Series A Cumulative Redeemable Preferred Shares of Seritage Growth Properties, dated as of July 8, 202, is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Date: July 8, 2024 Signature: /s/ Andrew Hahn Name: Andrew Hahn Signature: /s/ Russell Douglas Name: Russell Douglas Ursa Fund Partners LP By: /s/ Andrew Hahn Name: Andrew Hahn Title: Managing Member of Ursa Fund Management LLC, General Partner of Ursa Fund Partners LP Ursa Fund Management LLC By: /s/ Andrew Hahn Name: Andrew Hahn Title: Managing Member

View Full Filing

View this SC 13G/A filing on SEC EDGAR