Filing Details
- Accession Number:
- 0001104659-19-042689
- Form Type:
- 13D Filing
- Publication Date:
- 2019-07-30 18:19:31
- Filed By:
- Istar Inc.
- Company:
- Safehold Inc. (NYSE:SAFE)
- Filing Date:
- 2019-07-31
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| iStar Inc | 20,734,163 | 0 | 20,734,163 | 0 | 20,734,163 | 66.90% |
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| UNITED STATES |
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| SECURITIES AND EXCHANGE COMMISSION |
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| Washington, D.C. 20549 |
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| SCHEDULE 13D |
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INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 16)*
Safehold Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
78649D104
(CUSIP Number)
Marcos Alvarado
iStar Inc.
1114 Avenue of the Americas
New York, New York 10036
(212) 930-9400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 26, 2019
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter 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).
| CUSIP No. 78649D104 | |||||
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| 1 | Name of Reporting Person | |||
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| 2 | Check the Appropriate Box if a Member of a Group | |||
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| (a) | o | ||
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| (b) | x | ||
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| 3 | SEC Use Only | |||
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| 4 | Source of Funds | |||
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| 5 | Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o | |||
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| 6 | Citizenship or Place of Organization | |||
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| Number of | 7 | Sole Voting Power | |||
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| 8 | Shared Voting Power | ||||
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| 9 | Sole Dispositive Power | ||||
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| 10 | Shared Dispositive Power | ||||
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| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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| 12 | Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o | |||
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| 13 | Percent of Class Represented by Amount in Row (11) | |||
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| 14 | Type of Reporting Person | |||
2
This Amendment No. 16 on Schedule 13D (the Schedule 13D) relating to shares of common stock, $0.01 par value per share (the Shares), of Safehold Inc., a Maryland corporation (the Issuer), is being filed by iStar Inc., a Maryland corporation (iStar), and supplements and amends the statement on Schedule 13D originally filed with the Commission on June 27, 2017 (as amended, the Statement).
Item 3. Source and Amount of Funds or Other Consideration.
The aggregate amount of funds used by iStar to acquire the Shares reported in Item 5(c) was $7,737,060.15. iStar used its working capital to make such purchases. In addition, iStar received 75,585 Shares as payment of first quarter 2019 management fees under its management agreement with the Issuer, and expects to receive an 56,610 Shares as payment for the next quarterly management fee.
Item 5. Interest in Securities of the Issuer.
(a) As of July 26, 2019, iStar beneficially owns 20,734,163 Shares directly, or approximately 66.90% of the outstanding Shares. Annex A sets forth the number of Shares and the aggregate percentage of the outstanding Shares beneficially owned by each of iStars executive officers and directors.
(c) Since filing Amendment No. 15 to the initial Statement, iStar acquired a total of 389,812 Shares (including 56,610 Shares to be acquired on or about August 1, 2019 as payment of quarterly management fees).
iStar purchased 257,617 Shares through open-market purchases conducted under a written plan for trading securities within the meaning of Rule 10b5-1 promulgated under the Securities and Exchange Act of 1934, as amended. Further details regarding these purchases are set forth below.
On June 17, 2019, iStar also acquired 75,585 Shares as payment of quarterly management fees by the Issuer.
iStar expects to receive 56,610 Shares on or about August 1, 2019 in payment of the next quarterly management fee.
| Trade Date |
| No. of Shares |
| Price per Share ($) |
| Cost ($) |
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| May 13, 2019 |
| 2,690 |
| 27.507 |
| $ | 74,040.37 |
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| May 16, 2019 |
| 4,562 |
| 27.999 |
| $ | 127,810.82 |
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| May 17, 2019 |
| 4,963 |
| 28.151 |
| $ | 139,800.76 |
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| May 20, 2019 |
| 5,000 |
| 28.261 |
| $ | 141,393.00 |
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| May 21, 2019 |
| 5,000 |
| 28.336 |
| $ | 141,766.50 |
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| May 24, 2019 |
| 4,787 |
| 29.180 |
| $ | 139,770.35 |
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| May 28, 2019 |
| 4,418 |
| 29.257 |
| $ | 129,333.42 |
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| May 29, 2019 |
| 5,000 |
| 28.535 |
| $ | 142,764.50 |
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| May 30, 2019 |
| 5,000 |
| 27.922 |
| $ | 139,697.50 |
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| May 31, 2019 |
| 5,000 |
| 27.398 |
| $ | 137,076.00 |
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| June 3, 2019 |
| 12,000 |
| 27.187 |
| $ | 326,450.40 |
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| June 4, 2019 |
| 12,000 |
| 30.136 |
| $ | 361,840.80 |
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| June 5, 2019 |
| 12,000 |
| 29.972 |
| $ | 359,870.40 |
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| June 6, 2019 |
| 1,269 |
| 29.961 |
| $ | 38,042.97 |
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| June 7, 2019 |
| 5,000 |
| 30.098 |
| $ | 150,576.50 |
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| June 10, 2019 |
| 4,916 |
| 28.770 |
| $ | 141,521.32 |
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| June 11, 2019 |
| 5,000 |
| 28.188 |
| $ | 141,027.00 |
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| June 12, 2019 |
| 5,000 |
| 28.321 |
| $ | 141,690.00 |
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| June 13, 2019 |
| 5,000 |
| 29.031 |
| $ | 145,242.00 |
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| June 14, 2019 |
| 5,000 |
| 29.714 |
| $ | 148,657.00 |
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| June 17, 2019 |
| 5,000 |
| 29.158 |
| $ | 145,877.00 |
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| June 18, 2019 |
| 5,000 |
| 28.467 |
| $ | 142,422.50 |
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| June 19, 2019 |
| 5,000 |
| 28.696 |
| $ | 143,566.50 |
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| June 20, 2019 |
| 5,000 |
| 28.895 |
| $ | 144,562.00 |
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| June 21, 2019 |
| 4,826 |
| 28.500 |
| $ | 137,627.39 |
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| June 24, 2019 |
| 4,644 |
| 28.732 |
| $ | 133,511.28 |
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| June 25, 2019 |
| 4,542 |
| 28.766 |
| $ | 130,732.39 |
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| June 26, 2019 |
| 5,000 |
| 28.196 |
| $ | 141,069.00 |
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| June 27, 2019 |
| 5,000 |
| 29.074 |
| $ | 145,458.50 |
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| June 28, 2019 |
| 5,000 |
| 29.670 |
| $ | 148,436.00 |
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| July 1, 2019 |
| 5,000 |
| 30.107 |
| $ | 150,624.00 |
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| July 2, 2019 |
| 5,000 |
| 30.637 |
| $ | 153,271.00 |
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| July 3, 2019 |
| 5,000 |
| 30.949 |
| $ | 154,832.50 |
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| July 5, 2019 |
| 5,000 |
| 31.080 |
| $ | 155,487.50 |
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| July 8, 2019 |
| 5,000 |
| 31.527 |
| $ | 157,720.50 |
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| July 9, 2019 |
| 5,000 |
| 32.047 |
| $ | 160,324.50 |
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| July 10, 2019 |
| 5,000 |
| 32.732 |
| $ | 163,745.50 |
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| July 11, 2019 |
| 5,000 |
| 32.154 |
| $ | 160,855.00 |
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| July 12, 2019 |
| 5,000 |
| 32.563 |
| $ | 162,900.50 |
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| July 15, 2019 |
| 5,000 |
| 32.411 |
| $ | 162,140.00 |
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| July 16, 2019 |
| 5,000 |
| 32.257 |
| $ | 161,371.00 |
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| July 17, 2019 |
| 5,000 |
| 31.765 |
| $ | 158,913.50 |
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| July 18, 2019 |
| 5,000 |
| 31.483 |
| $ | 157,500.50 |
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| July 19, 2019 |
| 5,000 |
| 33.212 |
| $ | 166,146.50 |
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| July 22, 2019 |
| 5,000 |
| 32.996 |
| $ | 165,065.50 |
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| July 23, 2019 |
| 5,000 |
| 32.980 |
| $ | 164,985.50 |
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| July 24, 2019 |
| 5,000 |
| 33.165 |
| $ | 165,910.00 |
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| July 25, 2019 |
| 5,000 |
| 33.480 |
| $ | 167,485.50 |
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| July 26, 2019 |
| 5,000 |
| 33.212 |
| $ | 166,147.00 |
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4
SIGNATURE
After reasonable inquiry and to the best of his or her knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: July 30, 2019
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| iSTAR INC. |
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| /s/ Marcos Alvarado |
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| Marcos Alvarado |
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| President and Chief Investment Officer |
5
Annex A
INFORMATION REGARDING THE DIRECTORS AND
EXECUTIVE OFFICERS OF iSTAR, INC.
I. Set forth below is the name and present principal occupation or employment of each director and executive officer of iStar. Unless otherwise indicated, all persons identified below are United States citizens. Directors of iStar are identified by an asterisk.
| Name |
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| *Jay Sugarman |
| Chairman and Chief Executive Officer of iStar Inc. |
| *Clifford de Souza |
| Private investor |
| *Robin Josephs |
| Private investor |
| *Barry Ridings |
| Senior advisor, Lazard Freres & Co. |
| *Richard Lieb |
| Senior advisor, Greenhill & Co., LLC |
| Marcos Alvarado |
| President and Chief Investment Officer of iStar Inc. |
II. Set forth below are the number of Shares, and the percentage of the outstanding Shares, beneficially owned by each of the directors and executive officers of iStar Inc. Directors of iStar are identified by an asterisk.
| Name |
| No. of Shares |
| % of Outstanding Shares |
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| *Jay Sugarman |
| 100,882 |
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| *Clifford de Souza |
| 2,500 |
| ** |
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| *Robin Josephs |
| 41,250 | * | ** |
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| *Barry Ridings |
| 2,500 |
| ** |
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| *Richard Lieb |
| 0 |
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| Marcos Alvarado |
| 21,551 |
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* This consists of 6,250 Shares owned by Ms. Josephs, 25,000 owned by her family trust, and 10,000 restricted stock units granted to her on May 8, 2019, representing the right to receive 10,000 Shares when the units settle on July 1, 2022. These restricted stock units are fully vested as of the grant date.
** Under 0.1%.
6