[Form 4] New England Realty Associates Limited Partnership Insider Trading Activity

Rhea-AI Filing Summary

New England Realty Associates LP (NEN) – Form 4 Insider Filing

On 06/30/2025 Treasurer, Director and 10 % owner Jameson P. Brown reported two non-derivative transactions executed under the Partnership’s previously authorized equity repurchase program (transaction code “J”).

• 17.4 Class B Units of Limited Partnership Interest were disposed of at an aggregate price of $2,311.01, leaving 16,608.5 Class B units beneficially owned.
• 0.46 Units of General Partner Interest were likewise repurchased for $2,311.01, leaving 437.1 GP units beneficially owned.
• The reporting person’s holdings are held indirectly through a closely-held corporation (37.5 % owned by Brown) and HBC Holdings, LLC.

No derivative securities were involved, no option grants were exercised, and Mr. Brown continues to serve as Treasurer, Director and 10 % owner following the transactions. The filing reflects modest reductions in ownership and reconfirms the Partnership’s willingness to absorb units through its buy-back program first approved on 03/09/2020.

Positive

• Active equity repurchase program continues, indicating the Partnership is willing to deploy capital to retire units.

Negative

• Insider reduced holdings, albeit by a small amount, which some investors may interpret as a mild negative signal.

Insights

Securities Analyst

TL;DR – Small insider sale via buyback; minimal valuation impact.

The Form 4 details minor (<0.1 % of outstanding Class B units) dispositions by a key insider through NEN’s standing repurchase program. Because the trade is coded “J,” it is a negotiated purchase by the issuer rather than an open-market sale, signalling liquidity management rather than a bearish insider view. Post-transaction ownership remains substantial at 16.6 k Class B and 437 GP units, so control dynamics are unchanged. Given the limited size and the fact the partnership itself is the counter-party, I view the market impact as neutral.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brown Jameson Pruitt

(Last) (First) (Middle)

NEW ENGLAND REALTY ASSOCIATES LP

39 BRIGHTON AVENUE

(Street)

ALLSTON MA 02134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP [ NEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	TREASURER

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
NEN Units of General Partner Interest	06/30/2025		J(1)		0.46(2)	D	$2,311.01(3)	437.1	I	By Close-Held Corporation
NEN Class B Units of Limited Partnership Interest	06/30/2025		J(1)	V	17.4	D	$2,311.01(3)	16,608.5	I	By HBC Holdings, LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Partnership's equity repurchase program, as renewed and reauthorized by the Board of Directors of the General Partner on March 9, 2020 and as further described in the Partnership's Report on Form 10-K filed with the Securities and Exchange Commission on March 12, 2020, the Partnership repurchased 17.4 Class B Units of Limited Partnership Interest directly beneficially owned by the reporting person and 0.46 Units of General Partner Interest from the general partner of the Partnership that are indirectly beneficially owned by the reporting person.

2. Amounts reported represent 37.5% of the securities owned by the close-held corporation (which corporation is the general partner of the Partnership) based upon the reporting person's 37.5% equity interest in the corporation. The reporting person's interest is 37.5% after the disposition of the estate of Harold Brown on January 2, 2024.

3. The purchase price of the Units of General Partner Interest was equal to the $77.03 purchase price of the Depositary Receipts (each of which represents one-thirtieth of a Class A Unit of the Partnership) contemporaneously repurchased by the Partnership pursuant to its equity repurchase program.

	/s/ Jameson P. Brown	07/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who is the insider involved in the NEN Form 4?

Jameson P. Brown, Treasurer, Director and 10 % owner of New England Realty Associates LP.

What type of units were disposed of by the insider?

Brown disposed of 17.4 Class B Units of Limited Partnership Interest and 0.46 Units of General Partner Interest.

What was the transaction date reported in the filing?

The report covers transactions executed on 06/30/2025.

Was the transaction part of a 10b5-1 plan or company buyback?

Yes. It was executed under the Partnership’s equity repurchase program (transaction code “J”).

How many NEN units does the insider own after the sale?

Brown retains 16,608.5 Class B units and 437.1 GP units, held indirectly through related entities.