Brookdale Senior Living (BKD): Schedule 13G/A Amendment No. 4 filed by Flat Footed LLC and Marc Andersen. The reporting persons disclose beneficial ownership of 12,705,596 shares of Brookdale common stock, representing 5.3% of the class. The percentage is based on 237,490,452 shares outstanding as of August 5, 2025.
Flat Footed LLC and Marc Andersen report shared voting power over 12,705,596 shares and shared dispositive power over the same amount, with no sole voting or dispositive power. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
Brookdale Senior Living Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
112463104
(CUSIP Number)
09/30/2025
(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)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
112463104
1
Names of Reporting Persons
Flat Footed LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
12,705,596.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
12,705,596.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
12,705,596.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.3 %
12
Type of Reporting Person (See Instructions)
IA, HC, OO
SCHEDULE 13G
CUSIP No.
112463104
1
Names of Reporting Persons
Marc Andersen
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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
0.00
6
Shared Voting Power
12,705,596.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
12,705,596.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
12,705,596.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.3 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Brookdale Senior Living Inc.
(b)
Address of issuer's principal executive offices:
105 WESTWOOD PLACE, SUITE 400, BRENTWOOD, TENNESSEE, 37027.
Item 2.
(a)
Name of person filing:
Flat Footed LLC
Marc Andersen
(b)
Address or principal business office or, if none, residence:
Flat Footed LLC
3415 North Pines Way, Suite 205
Wilson, WY 83014
Marc Andersen
c/o Flat Footed LLC
3415 North Pines Way, Suite 205
Wilson, WY 83014
(c)
Citizenship:
Flat Footed LLC - DE
Marc Andersen - USA
(d)
Title of class of securities:
Common Stock, $0.01 par value
(e)
CUSIP No.:
112463104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing 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 adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(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 associations 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)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Flat Footed LLC is an investment adviser that is registered under the Investment Advisers Act of 1940. Flat Footed LLC, which serves as the investment manager to various private funds, which hold securities for the benefit of their investors, and Mr. Marc Andersen, as Managing Member of Flat Footed LLC, with the power to exercise investment and voting discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by the funds. Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, each of the funds expressly disclaims beneficial ownership over any of the securities reported in this statement, and the filing of this statement shall not be construed as an admission that any of the funds are the beneficial owner of any of the securities reported herein.
Flat Footed LLC - 12,705,596
Marc Andersen - 12,705,596
(b)
Percent of class:
Ownership percentage is based on 237,490,452 shares of the registrant's common stock, $0.01 par value, outstanding as of August 5, 2025, as represented by the Issuer in the Form 10-Q filed with the Securities and Exchange Commission on August 7, 2025.
Flat Footed LLC - 5.3%
Marc Andersen - 5.3%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Flat Footed LLC - 0
Marc Andersen - 0
(ii) Shared power to vote or to direct the vote:
Flat Footed LLC - 12,705,596
Marc Andersen - 12,705,596
(iii) Sole power to dispose or to direct the disposition of:
Flat Footed LLC - 0
Marc Andersen - 0
(iv) Shared power to dispose or to direct the disposition of:
Flat Footed LLC - 12,705,596
Marc Andersen - 12,705,596
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Notes above.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Notes above
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under § 240.14a-11.
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.
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