SEC FORM 4

SEC FORM 4 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^*

GIC Private Ltd

(Last)

(First)

(Middle)

168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE

068912

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Safehold Inc. /MD [ SAFE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	03/31/2023		D⁽¹⁾		2,123,435	D	⁽¹⁾	0	I	See Footnote⁽²⁾⁽³⁾
Common Stock, par value $0.01 per share	03/21/2023		D⁽¹⁾		2,125,000	D	⁽¹⁾	0	I	See Footnote⁽³⁾⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

GIC Private Ltd

(Last)

(First)

(Middle)

168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE

068912

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GIC Real Estate Private Ltd

(Last)

(First)

(Middle)

C/O GIC PRIVATE LIMITED

168 ROBINSON ROAD, #37-01 CAPITAL TOWER

(Street)

SINGAPORE

068912

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GIC Real Estate, Inc.

(Last)

(First)

(Middle)

ONE BUSH STREET, SUITE 1000

(Street)

SAN FRANCISCO

94104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SFTY Venture LLC

(Last)

(First)

(Middle)

C/O GIC REAL ESTATE, INC.

280 PARK AVENUE, 9TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

Explanation of Responses:

1. On March 31, 2023, iStar Inc. ("iStar") acquired the Issuer pursuant to the terms that certain Agreement and Plan of Merger, dated as of August 10, 2022 (the "Merger Agreement"), entered into by and among the Issuer and iStar. Pursuant to the Merger Agreement, the Issuer merged with and into iStar, with iStar surviving the merger (the "Merger") and changing its name to "Safehold Inc." Pursuant to the terms of the Merger Agreement, each Issuer share of common stock outstanding immediately prior to the effective time of the Merger (other than certain excluded shares) automatically converted into the right to receive one newly issued share of iStar common stock.

2. Reflects securities held directly by GIC Private Limited.

3. GIC Real Estate, Inc., the investment manager for SFTY Venture LLC, has the power to vote and dispose of such shares. GIC Real Estate, Inc. shares such powers with GIC Real Estate Private Limited and GIC Private Limited. Each of the Reporting Persons disclaims beneficial ownership of these shares, except to the extent of its pecuniary interest therein, if any.

4. Reflects securities held directly by SFTY Venture LLC.

Remarks:

	GIC PRIVATE LIMITED, By: /s/ Glien Tan Cheng Chuan, Name: Glien Tan Cheng Chuan, Title: Managing Director; By: /s/ Toh Tze Meng, Name: Toh Tze Meng, Title: Senior Vice President	04/04/2023
	GIC REAL ESTATE PRIVATE LIMITED, By: /s/ Chan Hoe Yin, Name: Chan Hoe Yin, Title: Director	04/04/2023
	GIC REAL ESTATE, INC., By: /s/ Kristin Leung, Name: Kristin Leung, Title: Managing Director	04/04/2023
	SFTY VENTURE LLC, By: /s/ Kristin Leung, Name: Kristin Leung, Title: Managing Director	04/04/2023
	** 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.
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SEC Form 4 filed by Gic Private Ltd