Filing Details
- Accession Number:
- 0001104659-18-004136
- Form Type:
- 13D Filing
- Publication Date:
- 2018-01-26 10:16:16
- Filed By:
- Istar Inc.
- Company:
- Safehold Inc. (NYSE:SAFE)
- Filing Date:
- 2018-01-26
- 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 | 7,223,529 | 0 | 7,223,529 | 0 | 7,223,529 | 39.6% |
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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 (Rule 13d-101) |
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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. 11)*
Safety, Income & Growth Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
78649D104
(CUSIP Number)
Jay Sugarman
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)
January 25, 2018
(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 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 ("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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| (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 | |||
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This Amendment No. 11 on Schedule 13D (the Schedule 13D) relating to shares of common stock, $0.01 par value per share (the Shares), of Safety, Income & Growth 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 $3,374,482.54. iStar used its working capital to make such purchases.
Item 4. Purpose of Transaction.
iStar purchased additional Shares, as reported in Item 5(c) of this Statement, in order to increase its equity interest in the Issuer. See also Item 6.
Item 5. Interest in Securities of the Issuer.
(a) As of January 25, 2018, iStar owns 7,223,529 Shares directly, or approximately 39.6% of the outstanding Shares.
(c) Since filing Amendment No. 10 to the initial Statement, iStar purchased 188,726 shares of Common Stock of the Issuer pursuant to open-market purchases conducted under a written plan for trading securities within the meaning of Rule 10b5-1 promulgated under the Securities and Exchange Act of 1934, as amended. Further details regarding these purchases are set forth below.
| Date |
| No. of Shares |
| Price per Share ($) |
| Cost ($) | |
| January 16, 2018 |
| 25,000 |
| 17.87 |
| $ | 447,252.50 |
| January 17, 2018 |
| 24,453 |
| 17.88 |
| $ | 437,755.16 |
| January 18, 2018 |
| 24,497 |
| 17.83 |
| $ | 437,180.81 |
| January 19, 2018 |
| 24,723 |
| 17.88 |
| $ | 442,403.25 |
| January 22, 2018 |
| 25,000 |
| 17.74 |
| $ | 443,837.50 |
| January 23, 2018 |
| 25,000 |
| 17.83 |
| $ | 446,145.00 |
| January 24, 2018 |
| 15,053 |
| 17.92 |
| $ | 270,050.82 |
| January 25, 2018 |
| 25,000 |
| 17.98 |
| $ | 449,857.50 |
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
On November 7, 2017, iStar entered into a 10b5-1 plan under which iStar may buy, from time to time in the open market, up to approximately 957,000 shares of the Issuers common stock. In connection with the 10b5-1 Plan, the Issuer entered into an amended and restated ownership waiver agreement with iStar to increase the ownership limit of the Issuers common stock applicable to iStar from 35.0% to 39.9%.
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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: January 26, 2018
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| iSTAR INC. |
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| /s/ Jay Sugarman |
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| Jay Sugarman |
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| Chief Executive Officer |
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