Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
13 February 2024 - 6:11AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 21)*
GETTY
REALTY CORP.
(Name
of Issuer)
Common
Stock,
par value $0.01 per share
(Title
of Class of Securities)
374297
10 9
(CUSIP
Number)
December
31, 2023
(Date
of Event which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed.
*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).
(Continued
on following page(s))
Page
1 of 9 Pages
CUSIP No. 374297 10 9 |
13G |
Page 2 of 9 Pages |
COMMON STOCK |
1. |
Names of Reporting Persons I.R.S. Identification
Nos. of above persons (entities only): |
|
|
|
Howard B. Safenowitz |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions): |
|
(a) ¨ |
|
(b) x |
3. |
SEC use only: |
|
|
|
|
4. |
Citizenship or Place of Organization: |
|
|
|
United States |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power: |
|
|
|
512,611 |
6. |
Shared Voting Power: |
|
|
|
2,467,333 (disclaims beneficial ownership of 11,586 shares) |
7. |
Sole Dispositive Power: |
|
|
|
512,611 |
8. |
Shared Dispositive Power: |
|
|
|
2,467,333 (disclaims beneficial ownership of 11,586 shares) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person: |
|
|
|
2,979,944 |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): |
|
|
|
¨ |
11. |
Percent of Class Represented by Amount in Row (9): |
|
|
|
5.518% |
12. |
Type of Reporting Person (See Instructions): |
|
|
|
IN |
CUSIP No. 374297 10 9 |
13G |
Page 3 of 9 Pages |
COMMON STOCK |
1. |
Names of Reporting Persons I.R.S. Identification
Nos. of above persons (entities only): |
|
|
|
Safenowitz Family Corp. 95-4641242 |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions): |
|
(a) ¨ |
|
(b) x |
3. |
SEC use only: |
|
|
|
|
4. |
Citizenship or Place of Organization: |
|
|
|
California |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power: |
|
|
|
-0- |
6. |
Shared Voting Power: |
|
|
|
2,455,747 |
7. |
Sole Dispositive Power: |
|
|
|
-0- |
8. |
Shared Dispositive Power: |
|
|
|
2,455,747 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person: |
|
|
|
2,455,747 |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): |
|
|
|
¨ |
11. |
Percent of Class Represented by Amount in Row (9): |
|
|
|
4.551% |
12. |
Type of Reporting Person (See Instructions): |
|
|
|
CO |
CUSIP No. 374297 10 9 |
13G |
Page 4 of 9 Pages |
COMMON STOCK |
1. |
Names of Reporting Persons I.R.S. Identification
Nos. of above persons (entities only): |
|
|
|
Safenowitz Partners, LP 58-2431903 |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions): |
|
(a) ¨ |
|
(b) x |
3. |
SEC use only: |
|
|
|
|
4. |
Citizenship or Place of Organization: |
|
|
|
California |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power: |
|
|
|
-0- |
6. |
Shared Voting Power: |
|
|
|
1,848,092 |
7. |
Sole Dispositive Power: |
|
|
|
-0- |
8. |
Shared Dispositive Power: |
|
|
|
1,848,092 |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person: |
|
|
|
1,848,092 |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): |
|
|
|
¨ |
11. |
Percent of Class Represented by Amount in Row (9): |
|
|
|
3.425% |
12. |
Type of Reporting Person (See Instructions): |
|
|
|
PN |
CUSIP No. 374297 10 9 |
13G |
Page 5 of 9 Pages |
Item 1(a). |
Name Of Issuer: |
Getty
Realty Corp.
Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
292
Madison Ave., 9th Floor
New
York, NY 10017-6376
Item 2(a). |
Names of Persons Filing: |
|
(ii) |
Safenowitz Family Corp. |
|
(iii) |
Safenowitz Partners, LP |
Item 2(b). |
Address of Principal Business Office or, if none, Residence: |
Getty
Realty Corp.
292
Madison Ave., 9th Floor
New
York, NY 10017-6376
United
States citizen, for the individual, California, for both entities
Item 2(d). |
Title of Class of Securities: |
Common
stock, par value $0.01 per share
374297
10 9
Item 3. |
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or
(c), check whether filing person is a: |
|
(a) |
¨ |
Broker or dealer registered under section 15 of
the Act (15 U.S.C. 78o). |
|
(b) |
¨ |
Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c). |
|
(c) |
¨ |
Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c). |
|
(d) |
¨ |
Investment company registered under section 8
of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
|
(e) |
¨ |
An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E). |
CUSIP No. 374297 10 9 |
13G |
Page 6 of 9 Pages |
|
(f) |
¨ |
An employee benefit plan or endowment fund in
accordance with §240.13d-1(b)(1)(ii)(F). |
|
(g) |
¨ |
A parent holding company or control person in
accordance with §240.13d-1(b)(1)(ii)(G). |
|
(h) |
¨ |
A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
|
(i) |
¨ |
A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). |
|
(j) |
¨ |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
If this statement is filed pursuant
to Rule 13d-1(c), check this box. ¨
Common
Stock
|
(a) |
Amount Beneficially Owned: |
As
of December 31, 2023: 2,979,944 shares
|
(b) |
Percent of Class: 5.518% |
|
(c) |
Number of shares as to which the person has: |
|
(i) |
sole power to vote or direct
the vote: 512,611 |
|
(ii) |
shared power to vote or
direct the vote: 2,467,333 (disclaims beneficial ownership of 11,586 shares) |
|
(iii) |
sole power to dispose or
to direct the disposition of: 512,611 |
|
(iv) |
shared power to dispose
or to direct the disposition of: 2,467,333 (disclaims beneficial ownership of 11,586 shares) |
|
(ii) |
Safenowitz Family Corp. |
|
(a) |
Amount Beneficially Owned: |
As
of December 31, 2023: 2,455,747 shares
|
(b) |
Percent of Class: 4.551% |
|
(c) |
Number of shares as to
which the person has: |
|
(i) |
sole power to vote or direct
the vote: -0- |
|
(ii) |
shared power to vote or
direct the vote: 2,455,747 |
CUSIP No. 374297 10 9 |
13G |
Page 7 of 9 Pages |
|
(iii) |
sole power to dispose or
to direct the disposition of: -0- |
|
(iv) |
shared power to dispose
or to direct the disposition of: 2,455,747 |
|
(iii) |
Safenowitz Partners, LP |
|
(a) |
Amount Beneficially Owned: |
As
of December 31, 2023: 1,848,092 shares
|
(b) |
Percent of Class: 3.425% |
|
(c) |
Number of shares as to
which the person has: |
|
(i) |
sole power to vote or direct
the vote: -0- |
|
(ii) |
shared power to vote or
direct the vote: 1,848,092 |
|
(iii) |
sole power to dispose or
to direct the disposition of: -0- |
|
(iv) |
shared power to dispose
or to direct the disposition of: 1,848,092 |
Item 5. |
Ownership of Five Percent or Less of a Class. |
If
this Schedule is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following box. ¨
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
Not
applicable.
Item 7. |
Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company. |
Not
applicable.
Item 8. |
Identification and Classification of Members of the Group. |
Not
applicable.
Item 9. |
Notice of Dissolution of Group. |
Not
applicable.
Not
applicable.
CUSIP No. 374297 10 9 |
13G |
Page 8 of 9 Pages |
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
Date: February 12, 2024 |
/s/ Howard B. Safenowitz |
|
Howard B. Safenowitz |
|
|
|
|
Date: February 12, 2024 |
SAFENOWITZ FAMILY CORP., a California corporation |
|
|
|
|
|
/s/ Howard B. Safenowitz |
|
By: Howard B. Safenowitz |
|
Its: President |
|
|
|
|
Date: February 12, 2024 |
SAFENOWITZ PARTNERS, LP, a California limited partnership |
|
|
|
By: SAFENOWITZ FAMILY CORP., a California corporation, its general partner |
|
|
|
|
|
/s/ Howard B. Safenowitz |
|
By: Howard B. Safenowitz |
|
Its: President |
CUSIP No. 374297 10 9 |
13G |
Page 9 of 9 Pages |
EXHIBIT
INDEX
Exhibit
No. |
|
Description |
|
|
|
99.1 |
|
Joint Filing Agreement, dated
as of February 28, 2002, by and among Howard B. Safenowitz, Safenowitz Family Corp. and The Safenowitz Partners, LP* |
* Previously filed
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