EVP, Treasury and Servicing Natalone John acquired 113,636 units of Special Voting Preferred Stock and disposed of 113,636 units of Special Voting Preferred Stock (SEC Form 4)
$ABR
Real Estate Investment Trusts
Real Estate
| 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 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
ARBOR REALTY TRUST INC [ ABR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 02/26/2025 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||||
| Special Voting Preferred Stock, par value $0.01 per share | 02/26/2025 | J(1) | 113,636 | A | (1) | 150,310 | D | |||
| Special Voting Preferred Stock, par value $0.01 per share | 02/26/2025 | J(1) | 113,636 | D | (1) | 36,674 | D | |||
| Special Voting Preferred Stock, par value $0.01 per share | 702,335(3) | I | By The KFT 2018 NY Trust | |||||||
| Special Voting Preferred Stock, par value $0.01 per share | 3,000,000(3) | I | By The KFT DT LLC | |||||||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||||||
| Partnership Common Units | (1) | 02/26/2025 | J(1) | 113,636 | (2) | (2) | Common Stock, par value $0.01 per share | 113,636 | (1) | 150,310 | D | ||||
| Partnership Common Units | (1) | 02/26/2025 | J(1) | 113,636 | (2) | (2) | Common Stock, par value $0.01 per share | 113,636 | (1) | 36,674 | D | ||||
| Partnership Common Units | (2) | (2) | (2) | Common Stock, par value $0.01 per share | 702,335(3) | 702,335(3) | I | By The KFT 2018 NY Trust | |||||||
| Partnership Common Units | (2) | (2) | (2) | Common Stock, par value $0.01 per share | 3,000,000(3) | 3,000,000(3) | I | By The KFT DT LLC | |||||||
| Explanation of Responses: |
| 1. On February 26, 2025, Arbor Commercial Mortgage, LLC ("ACM") distributed 113,636 Partnership Common Units and Special Voting Preferred Stock valued at $1,500,000 to the reporting person for a portion of their membership interest in ACM. The fair value was determined in accordance with ACM's Operating Agreement, using the average closing stock price of Arbor Realty Trust, Inc. ("the Company") from February 11, 2025 through February 25, 2025 of $13.20 per share. In addition the Company redeemed such distributed shares from the reporting person for cash totalling approximately $1.5 million, which was based on the same $13.20 fair market value described above. |
| 2. Not applicable |
| 3. These estate planning vehicles were set up for the benefit of the immediate family of Arbor Realty Trust, Inc.'s Chief Executive Officer, Ivan Kaufman. Mr. Natalone shares in the voting and investment power of these vehicles and disclaims beneficial ownership over these securities. |
| /s/ John Bishar, Attorney-in-Fact for John Natalone | 02/28/2025 | |
| ** 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. | ||