Sec Form 13G Filing - GREENWOOD INVESTMENTS INC. filing for BRT Apartments Corp. (BRT) - 2018-02-20

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 6)*

 

BRT APARTMENTS CORP.

(Name of Issuer)

Shares of Common Stock, $0.01 par value

(Title of Class of Securities)

055645303

(CUSIP Number)

February 20, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

CUSIP No. 055645303

13G

 

 

 

1.

Names of Reporting Persons
Greenwood Investments, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
636,009 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
636,009 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
636,009 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
4.4%

 

 

12.

Type of Reporting Person (See Instructions)
CO, IA

 

2


 

CUSIP No. 055645303

13G

 

 

 

1.

Names of Reporting Persons
Steven Tannenbaum

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
676,639 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
676,639 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
676,639 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
4.8%

 

 

12.

Type of Reporting Person (See Instructions)
IN, HC

 

3


 

CUSIP No. 055645303

13G

 

 

 

1.

Names of Reporting Persons
Greenwood Capital Limited Partnership

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Massachusetts

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
402,308 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
402,308 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
402,308 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
2.8%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

4


 

CUSIP No. 055645303

13G

 

 

 

1.

Names of Reporting Persons
Shawkemo Hills LP

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Massachusetts

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
233,701 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
233,701 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
233,701 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
1.6%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

5


 

CUSIP No. 055645303

13G

 

 

 

1.

Names of Reporting Persons
ST Partners LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
40,630 shares of Common Stock

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
40,630 shares of Common Stock

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
40,630 shares of Common Stock

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.3%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

6


 

Item 1.

 

(a)

Name of Issuer:
BRT Apartments Corp (the “Issuer”).

 

(b)

Address of the Issuer’s Principal Executive Offices:
60 Cutter Mill Road, Great Neck, New York, 11021.

 

Item 2.

 

(a)

Name of Person Filing:
This joint statement on Schedule 13G is being filed by Steven Tannenbaum, Greenwood Investments, Inc., Greenwood Capital Limited Partnership, Shawkemo Hills LP, and ST Partners LLC, who are collectively referred to as the “Reporting Persons.”  Mr. Tannenbaum is the President of Greenwood Investments, Inc. (the “General Partner”), which is the sole general partner of Greenwood Capital Limited Partnership (“Capital”) and Shawkemo Hills LP (“Shawkemo”).  Mr. Tannenbaum is the manager and sole member of ST Partners LLC (“ST Partners”). The Reporting Persons have entered into a Joint Filing Agreement, dated as of the date hereof, a copy of which is filed with this Schedule 13G as Exhibit 1 (which is incorporated herein by reference), pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k) under the Act.

 

(b)

Address of Principal Business Office:
The principal business office of the Reporting Persons with respect to the shares reported hereunder is 15 North Pasture Lane, Nantucket, MA 02554.

 

(c)

Citizenship:
The General Partner is a Delaware corporation.  Capital is a Massachusetts limited partnership.  Shawkemo is a Massachusetts limited partnership.  ST Partners is a Delaware limited liability company. Mr. Tannenbaum is a U.S. citizen.

 

(d)

Title and Class of Securities:
Shares of Common Stock, $0.01 par value (“Common Stock”).

 

(e)

CUSIP Number:
055645303.

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

N/A.

 

 

7


 

Item 4.

Ownership:

As of February 20, 2018 the Reporting Persons, in the aggregate, beneficially own 676,639 shares of Common Stock of the Issuer, representing approximately 4.48% of such class of securities.  The beneficial ownership of each Reporting Person is as follows: (i) Capital beneficially owns 402,308 shares of Common Stock representing approximately 2.84% of the class; (ii) Shawkemo beneficially owns 233,701 shares of Common Stock representing approximately 1.65% of the class (ii) ST Partners beneficially owns 40,630 shares of Common Stock representing approximately 0.28% if the class, (iii) the General Partner, as the sole general partner of Capital and Shawkemo, beneficially owns 636,009 shares of Common Stock representing approximately 4.49%% of the class, and (iv) Mr. Tannenbaum, as the president of the General Partner and the manager and sole member of ST Partners, beneficially owns 676,639 shares of Common Stock of the Issuer representing approximately 4.78% of the class.  The percentage of Common Stock beneficially owned by each Reporting Person is based on a total of 14,136,004 shares of Common Stock of the Issuer outstanding as of February 8, 2018 as reported in the most recent quarterly report of the Issuer on Form 10-Q for the fiscal quarter ended December 31, 2017.

 

Each of Capital, Shawkemo and ST Partners has the power to vote and dispose of the shares of Common Stock beneficially owned by such entity (as described above). The General Partner, as the sole general partner of Capital and Shawkemo, has the authority to vote and dispose of all of the shares of Common Stock owned by such entities.  Mr. Tannenbaum, by virtue of his position as president of the General Partner and as manager and sole member of ST Partners, has the authority to vote and dispose of all of the shares of Common Stock reported in this Schedule 13G.

 

Item 5.

Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   x.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

N/A.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

N/A.

 

Item 8.

Identification and Classification of Members of the Group:

N/A.

 

Item 9.

Notice of Dissolution of Group:

N/A.

 

8


 

Item 10.

Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 20, 2018

 

 

STEVEN TANNENBAUM

 

 

 

/s/ Steven Tannenbaum

 

 

 

 

 

GREENWOOD INVESTMENTS, INC.

 

 

 

 

By:

/s/ Steven Tannenbaum

 

 

Steven Tannenbaum, President

 

 

 

GREENWOOD CAPITAL LIMITED PARTNERSHIP

 

 

 

By: Greenwood Investments, Inc.,

 

General Partner

 

 

 

 

By:

/s/ Steven Tannenbaum

 

Steven Tannenbaum, President

 

 

 

SHAWKEMO HILLS LP

 

By: Greenwood Investments, Inc.,

 

General Partner

 

 

 

 

By:

/s/ Steven Tannenbaum

 

Steven Tannenbaum, President

 

 

 

 

 

ST PARTNERS LLC

 

 

 

 

By:

/s/ Steven Tannenbaum

 

 

Steven Tannenbaum, Manager

 

9


 

Exhibit 1

 

JOINT FILING AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of February 20, 2018, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of Beneficial Interest of BRT Apartments Corp., and such statement to which this Joint Filing Agreement is attached as Exhibit 1 is filed on behalf of each of the undersigned.

 

 

STEVEN TANNENBAUM

 

 

 

 

 

/s/ Steven Tannenbaum

 

 

 

GREENWOOD INVESTMENTS, INC.

 

 

 

 

By:

/s/ Steven Tannenbaum

 

 

Steven Tannenbaum, President

 

 

 

 

 

GREENWOOD CAPITAL LIMITED PARTNERSHIP

 

 

 

By: Greenwood Investments, Inc.,

 

General Partner

 

 

 

 

By:

/s/ Steven Tannenbaum

 

 

Steven Tannenbaum, President

 

 

 

SHAWKEMO HILLS LP

 

By: Greenwood Investments, Inc.,

 

General Partner

 

 

 

 

By:

/s/ Steven Tannenbaum

 

Steven Tannenbaum, President

 

 

 

 

 

ST PARTNERS LLC

 

 

 

 

By:

/s/ Steven Tannenbaum

 

 

Steven Tannenbaum, Manager