UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): September 02, 2025 |
SERITAGE GROWTH PROPERTIES
(Exact name of Registrant as Specified in Its Charter)
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Maryland |
001-37420 |
38-3976287 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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500 Fifth Avenue, Suite 1530 |
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New York, New York |
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10110 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 212 355-7800 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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Class A common shares of beneficial interest, par value $0.01 per share |
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SRG |
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New York Stock Exchange |
7.00% Series A cumulative redeemable preferred shares of beneficial interest, par value $0.01 per share |
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SRG-PA |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement
On September 2, 2025 (the “Effective Date”), a subsidiary of the Company entered into a purchase and sale agreement (the “PSA”) with Boulevard Step Ventures LLC (the “Buyer”) for the sale of the Company’s property located in Aventura, Florida. The purchase price for the sale of the property is $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. At signing of the PSA, the Buyer posted a $5.0 million earnest money deposit which is non-refundable except as otherwise provided for in the PSA. The closing is scheduled for 30 days after the Effective Date subject to satisfaction of customary closing conditions. The Buyer has the right to extend closing by 45 days upon posting an additional $5.0 million earnest money deposit which would also be non-refundable except as otherwise provided for in the PSA.
The foregoing description of the PSA does not purport to be complete and is qualified in its entirety by reference to the full text of the PSA, a copy of which is expected to be filed as an exhibit to the Company’s Periodic Report on Form 10-Q for the period ended September 30, 2025.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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SERITAGE GROWTH PROPERTIES |
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Date: |
September 8, 2025 |
By: |
/s/ Matthew Fernand |
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Matthew Fernand
Chief Legal Officer and Corporate Secretary |
