NEN insider sale: 0.21 GP units and 7.9 Class B units reported

Rhea-AI Filing Summary

Jameson P. Brown, a Director, 10% owner and Treasurer of New England Realty Associates Limited Partnership (NEN), reported transactions dated 09/30/2025 under the Partnership's equity repurchase program. The filing discloses a disposition of 0.21 Units of General Partner Interest (indirect) and 7.9 Class B Units of Limited Partnership Interest (indirect), with the reported price shown as $2,165.76. After the transactions, the reporting person beneficially owns 436.9 Units of General Partner Interest (indirect) and 16,600.6 Class B Units (indirect). The report notes these indirect holdings reflect the reporting person's 37.5% equity interest in the close-held corporation that is the general partner, and that the dispositions occurred through the Partnership's repurchase program.

Positive

• Participation in the Partnership's equity repurchase program, indicating use of an existing, board-authorized mechanism
• Clear disclosure of indirect ownership structure and the reporting person's 37.5% interest in the close-held general partner

Negative

• Reduction in indirect holdings: disposition of 0.21 General Partner Units and 7.9 Class B Units
• Reported price shown as $2,165.76 for the transaction, implying cash consideration left the reporting person's indirect position

Insights

Corporate Governance Analyst

Insider participated in the Partnership's repurchase program, modestly reducing indirect holdings.

The Form 4 shows Jameson P. Brown disposing of 0.21 General Partner Units and 7.9 Class B Units on 09/30/2025 under the Partnership's equity repurchase program.

This is an administrative-level insider transaction tied to the issuer's buyback program rather than an open-market sale, and the report clarifies the dispositions were of units indirectly owned through affiliated entities reflecting a 37.5% interest in the close-held general partner.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Brown Jameson Pruitt

Role TREASURER

Type	Security	Shares	Price	Value
Other	NEN Units of General Partner Interest	0.21	$2,165.76	$454.81
Other	NEN Class B Units of Limited Partnership Interest	7.9	$2,165.76	$17K

Holdings After Transaction: NEN Units of General Partner Interest — 436.9 shares (Indirect, By Close-Held Corporation); NEN Class B Units of Limited Partnership Interest — 16,600.6 shares (Indirect, By HBC Holdings, LLC)

Footnotes (1)

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 7.9 Class B Units of Limited Partnership Interest directly beneficially owned by the reporting person and 0.21 Units of General Partner Interest from the general partner of the Partnership that are indirectly beneficially owned by the reporting person. 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. The purchase price of the Units of General Partner Interest was equal to the $72.19 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.

Form 4 Insider Transactions: What Each Field Means →

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).

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)
09/30/2025

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	09/30/2025		J(1)		0.21(2)	D	$2,165.76(3)	436.9	I	By Close-Held Corporation
NEN Class B Units of Limited Partnership Interest	09/30/2025		J(1)	V	7.9	D	$2,165.76(3)	16,600.6	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 7.9 Class B Units of Limited Partnership Interest directly beneficially owned by the reporting person and 0.21 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 $72.19 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	10/02/2025
	** 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

What did NEN insider Jameson P. Brown report on Form 4?

The Form 4 reports dispositions on 09/30/2025 of 0.21 Units of General Partner Interest and 7.9 Class B Units under the Partnership's repurchase program.

How much does Jameson P. Brown beneficially own after the transaction (NEN)?

After the reported transactions the filing shows 436.9 General Partner Units and 16,600.6 Class B Units beneficially owned indirectly.

What ownership stake does the reporting person hold in the general partner?

The filing states the reporting person's interest in the close-held corporation (the general partner) is 37.5%.

Were these transactions open-market trades or part of a program (NEN)?

The dispositions occurred through the Partnership's equity repurchase program, as described in the filing and prior SEC report referenced therein.

What price is disclosed for the repurchased units?

The Form 4 lists a price of $2,165.76 for the reported disposition line; the explanation also ties GP unit pricing to a $72.19 per Depositary Receipt calculation.