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  4. [Form 4] NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP Insider Trading Activity

New England Realty (NYSE: NEN) reports insider-linked unit repurchases

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NEW ENGLAND REALTY ASSOCIATES LIMITED PARTNERSHIP reported an internal restructuring transaction involving units indirectly tied to director and treasurer Jameson Pruitt Brown. On March 31, the partnership repurchased 0.26 Units of General Partner Interest and 9.8 Class B Units of Limited Partnership Interest under its equity repurchase program.

The 0.26 general partner units were held through a close-held corporation in which Brown has a 37.5% equity interest, while the 9.8 Class B units were directly beneficially owned by him and held through HBC Holdings, LLC. After these transactions, associated indirect holdings were 435.9 Units of General Partner Interest and 16,562.8 Class B Units of Limited Partnership Interest.

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Negative

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Insider Brown Jameson Pruitt
Role TREASURER
Type Security Shares Price Value
Other NEN Units of General Partner Interest 0.26 $1,938.96 $504.13
Other NEN Class B Units of Limited Partnership Interest 9.8 $1,938.96 $19K
Holdings After Transaction: NEN Units of General Partner Interest — 435.9 shares (Indirect, By Close-Held Corporation); NEN Class B Units of Limited Partnership Interest — 16,562.8 shares (Indirect, By HBC Holdings, LLC)
Footnotes (3)
  1. F1. 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 9.8 Class B Units of Limited Partnership Interest directly beneficially owned by the reporting person and 0.26 Units of General Partner Interest from the general partner of the Partnership that are indirectly beneficially owned by the reporting person.
  2. F2. 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. F3. The purchase price of the Units of General Partner Interest was equal to the $64.63 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.
General partner units repurchased 0.26 units at $1,938.96 Units of General Partner Interest repurchased on March 31, 2026
Class B units repurchased 9.8 units at $1,938.96 Class B Units of Limited Partnership Interest repurchased March 31, 2026
General partner units after transaction 435.9 units Indirect holdings of Units of General Partner Interest following transaction
Class B units after transaction 16,562.8 units Indirect holdings of Class B Units of Limited Partnership Interest after transaction
Depositary Receipt price $64.63 per Depositary Receipt Price contemporaneously repurchased; each represents 1/30 of a Class A Unit
equity repurchase program financial
"Pursuant to the Partnership's equity repurchase program, as renewed and reauthorized..."
A program where a company uses cash to buy its own shares from the market, reducing the number of shares available to outside investors. Like a baker buying back slices of a pie so each remaining slice is larger, buybacks can raise the value of each share and signal management’s confidence, but they also use cash that could be spent on growth or saved for safety—factors investors weigh when judging long-term value.
Units of General Partner Interest financial
"the Partnership repurchased 9.8 Class B Units... and 0.26 Units of General Partner Interest..."
Class B Units of Limited Partnership Interest financial
"the Partnership repurchased 9.8 Class B Units of Limited Partnership Interest..."
close-held corporation financial
"Amounts reported represent 37.5% of the securities owned by the close-held corporation..."
Depositary Receipts financial
"The purchase price of the Units of General Partner Interest was equal to the $64.63 purchase price of the Depositary Receipts..."
A depositary receipt is a certificate issued by a bank that represents ownership of shares in a foreign company and can be bought and sold on a local stock exchange. Think of it as a proxy share held in a safe abroad so investors can trade and receive dividends in their own market and currency, making it easier to access foreign companies while exposing investors to the issuer’s underlying business and cross‑border risks.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did Jameson Pruitt Brown report in this Form 4 for NEN?
Jameson Pruitt Brown reported two internal restructuring transactions involving partnership units tied to him. NEW ENGLAND REALTY ASSOCIATES repurchased 0.26 general partner units and 9.8 Class B units under its equity repurchase program, affecting his indirect and direct beneficial holdings.

How many NEW ENGLAND REALTY ASSOCIATES units were repurchased in this filing?
The partnership repurchased 0.26 Units of General Partner Interest and 9.8 Class B Units of Limited Partnership Interest. These units were beneficially owned by Jameson Pruitt Brown through related entities and were repurchased under the partnership’s previously authorized equity repurchase program.

What are Jameson Pruitt Brown’s holdings in NEN units after the transactions?
Following the restructuring, indirect holdings associated with Jameson Pruitt Brown total 435.9 Units of General Partner Interest and 16,562.8 Class B Units of Limited Partnership Interest. These positions are held through a close-held corporation and HBC Holdings, LLC, reflecting his indirect ownership interests.

How were the repurchase prices determined for the NEN units in this Form 4?
The reported price for both the 0.26 general partner units and 9.8 Class B units is $1,938.96 per unit. A footnote explains that the general partner unit price equals the $64.63 price per Depositary Receipt contemporaneously repurchased, with each Depositary Receipt representing one-thirtieth of a Class A Unit.

Was this NEN Form 4 an open-market buy or sell by Jameson Pruitt Brown?
No open-market buy or sell was reported. The transactions are coded as “J,” indicating other acquisitions or dispositions. Footnotes describe them as repurchases by the partnership under its equity repurchase program, involving units beneficially owned by Brown through related entities.

Which entities hold the NEN units linked to Jameson Pruitt Brown in this filing?
The 0.26 Units of General Partner Interest are held by a close-held corporation that is the general partner of the partnership, in which Brown owns 37.5%. The 9.8 Class B Units are held by HBC Holdings, LLC, and are directly beneficially owned by him.
SEC Form 4
FORM 4UNITED 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 MASSACHUSETTS 02134
(City)(State)(Zip)
UNITED STATES
(Country)		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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
TREASURER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
NEN Units of General Partner Interest03/31/2026J(1)0.26(2)D$1,938.96(3)435.9IBy Close-Held Corporation
NEN Class B Units of Limited Partnership Interest03/31/2026J(1)V9.8D$1,938.96(3)16,562.8IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 9.8 Class B Units of Limited Partnership Interest directly beneficially owned by the reporting person and 0.26 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 $64.63 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. Brown04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR