Filing Details

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

SCHEDULE 13G

(RULE 13d - 102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)

(Amendment No. 4)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(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)

[x]            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 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 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).

Retail Value Inc. (“Issuer”)

3300 Enterprise Parkway

Beachwood, Ohio 44122

(b) Address of Principal Business Office or, if None, Residence:

(c) Citizenship:

The names and citizenships of the persons filing this statement on Schedule 13G are (collectively, the “Reporting Persons”):

Luxor Capital Partners, LP (the “Onshore Fund”)

Citizenship: Delaware

Luxor Capital Partners Offshore Master Fund, LP (the “Offshore Master Fund”)

Citizenship: Cayman Islands

Luxor Capital Partners Offshore, Ltd. (the “Offshore Feeder Fund”)

Citizenship: Cayman Islands

Luxor Wavefront, LP (the “Wavefront Fund”)

Citizenship: Delaware

LCG Holdings, LLC (“LCG Holdings”)

Citizenship: Delaware

Luxor Capital Group, LP (“Luxor Capital Group”)

Citizenship: Delaware

Luxor Management, LLC (“Luxor Management”)

Citizenship: Delaware

Christian Leone (“Mr. Leone”)

Citizenship: United States

The principal business address of each of the Onshore Fund, the Wavefront Fund, Luxor Capital Group, Luxor Management, LCG Holdings and Mr. Leone is 1114 Avenue of the Americas, 28th Floor, New York, New York 10036.

The principal business address of each of the Offshore Master Fund and the Offshore Feeder Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.

Common stock, par value $0.10 per share (the “Common Stock”)

76133Q102

As of the close of business on December 31, 2020,

(i)	The Onshore Fund beneficially owned 0 shares of Common Stock;

(ii)	The Wavefront Fund beneficially owned 391,336 shares of Common Stock;

(iii)

The Offshore Master Fund beneficially owned 1,068,614 shares of Common Stock.  The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the shares of Common Stock beneficially owned by the Offshore Master Fund;

(iv)	LCG Holdings, as the general partner of the Onshore Fund, the Wavefront Fund and the Offshore Master Fund, may be deemed to have beneficially owned the 1,459,950 shares of Common Stock beneficially owned by the Onshore Fund, the Wavefront Fund and the Offshore Master Fund;

(v)	Luxor Capital Group, as the investment manager of the Funds, may be deemed to have beneficially owned 1,459,950 shares of Common Stock beneficially owned by the Funds;

(vi)	Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 1,459,950 shares of Common Stock beneficially owned by Luxor Capital Group; and

(vii)

Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 1,459,950 shares of Common Stock beneficially owned by Luxor Management.

As of the close of business on December 31, 2020, the Reporting Persons may be deemed to have beneficially owned 1,459,950 shares of the Issuer’s Common Stock or 7.36% of the Issuer’s Common Stock outstanding, which percentage was calculated based on 19,829,264 shares of Common Stock outstanding as of November 2, 2020, which is the total number of shares of Common Stock outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2020. Specifically, as of the close of business on December 31, 2020 each Reporting Person beneficially owned such percentage as reflected on Item 11 of the applicable Cover Page hereto.

(i)            Sole power to vote or to direct the vote of Common Stock:

See Cover Pages Items 5-9.

(ii)            Shared power to vote or to direct the vote of Common Stock:

See Cover Pages Items 5-9.

(iii)            Sole power to dispose or to direct the disposition of Common Stock:

See Cover Pages Items 5-9.

(iv)            Shared power to dispose or to direct the disposition of Common Stock:

See Cover Pages Items 5-9.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [  ].

Not applicable.

Not applicable.

See Exhibit A of the Schedule 13G filed with the Securities and Exchange Commission on July 20, 2018.

Not applicable.

By signing below each of the undersigned certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete, and correct.

Dated:  February 16, 2021

LUXOR CAPITAL PARTNERS, LP
By: LCG Holdings, LLC, as General Partner
	By:	/s/ Norris Nissim
		Norris Nissim,
		General Counsel

LUXOR CAPITAL PARTNERS OFFSHORE MASTER FUND, LP
By: LCG Holdings, LLC, as General Partner
	By:	/s/ Norris Nissim
		Norris Nissim,
		General Counsel

LUXOR CAPITAL PARTNERS OFFSHORE, LTD.
By: Luxor Capital Group, LP, as investment manager
	By:	/s/ Norris Nissim
		Norris Nissim,
		General Counsel

LUXOR MANAGEMENT, LLC
	By:	/s/ Norris Nissim
		Norris Nissim,
		General Counsel