Form 4 - Statement of changes in beneficial ownership of securities

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

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

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^*

Urstadt Elinor F

(Last)

(First)

(Middle)

1 EASTBOURNE AVENUE

APT #2C

(Street)

BRONXVILLE

10708

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
URSTADT BIDDLE PROPERTIES INC [ UBP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2023

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

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/18/2023		D		125,000	D	⁽¹⁾	0	I	See Footnote⁽²⁾
Common Stock	08/18/2023		D		280,570	D	⁽¹⁾	0	I	See Footnote⁽³⁾
Common Stock	08/18/2023		D		220,000	D	⁽¹⁾	0	I	See Footnote⁽⁴⁾
Common Stock	08/18/2023		D		888,426	D	⁽¹⁾	0	I	See Footnote⁽⁵⁾
Common Stock	08/18/2023		D		1,942,431	D	⁽¹⁾	0	I	See Footnote⁽⁶⁾
Common Stock	08/18/2023		D		455,721	D	⁽¹⁾	0	I	See Footnote⁽⁷⁾
Common Stock	08/18/2023		D		450,000	D	⁽¹⁾	0	I	See Footnote⁽⁸⁾
Common Stock	08/18/2023		D		76,050	D	⁽¹⁾	0	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Urstadt Elinor F

(Last)

(First)

(Middle)

1 EASTBOURNE AVENUE

APT #2C

(Street)

BRONXVILLE

10708

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Estate of Urstadt, Charles J.

(Last)

(First)

(Middle)

1 EASTBOURNE AVENUE

APT #2C

(Street)

BRONXVILLE

10708

(City)

(State)

(Zip)

Explanation of Responses:

1. All shares were disposed of pursuant to the Merger Agreement, by and among Regency Centers Corporation ("Regency"), Hercules Merger Sub, LLC, Urstadt Biddle Properties Inc., UB Maryland I, Inc., and UB Maryland II, Inc. in exchange for an aggregate of 1,540,052 shares of Regency common stock having a closing price of $61.31 per share on the effective date of the mergers.

2. Shares held by the Estate of Charles J. Urstadt, of which the Reporting Person is the executor.

3. Shares held by the Marital Deduction Trust, of which the Reporting Person and Catherine U. Biddle are trustees and the Reporting Person is the beneficiary.

4. Shares held by the Charles J. Urstadt 2012 Family Trust of which the Reporting Person is a trustee.

5. Shares held by Urstadt Property Company, Inc. ("UPCO"), a Delaware corporation, and reported in the Reporting Person's capacity as executor of the Estate of Charles J. Urstadt.

6. Shares held by Urstadt Realty Associates Co. LP, a Delaware limited partnership of which UPCO is the general partner, and the Estate of Charles J. Urstadt, the Reporting Person, Catherine U. Biddle Irrevocable Trust and the Charles D. Urstadt Irrevocable Trust are limited partners. Reported in the Reporting Person's capacity as executor of the Estate of Charles J. Urstadt.

7. Shares held by Urstadt Realty Shares II LP, a Delaware limited partnership of which UPCO is the general partner and the Estate of Charles J. Urstadt is the limited partner. Reported in the Reporting Person's capacity as executor of the Estate of Charles J. Urstadt.

8. Shares held by the Elinor F. Urstadt 2016 Gift Trust, of which JP Morgan and Catherine U Biddle are trustees.

Remarks:

	/s/ Elinor F. Urstadt, as executor of the Estate of Charles J. Urstadt	08/18/2023
	/s/ Elinor F. Urstadt	08/18/2023
	** 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).
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