Sec Form 3 Filing - Tremont Realty Capital LLC @ Seven Hills Realty Trust - 2022-05-11

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Tremont Realty Capital LLC
2. Issuer Name and Ticker or Trading Symbol
Seven Hills Realty Trust [ SEVN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
255 WASHINGTON STREET,, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
05/11/2022
(Street)
NEWTON, MA02458
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Shares of Beneficial Interest 1,708,058( 1 ) I( 1 ) By Tremont Realty Capital LLC( 1 )( 2 )
Common Shares of Beneficial Interest 78,879( 3 ) I( 2 ) By ABP Trust( 2 )( 3 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Tremont Realty Capital LLC
255 WASHINGTON STREET,
SUITE 300
NEWTON, MA02458
X
RMR Group LLC
255 WASHINGTON STREET,
SUITE 300
NEWTON, MA02458
X
RMR GROUP INC.
255 WASHINGTON STREET,
SUITE 300
NEWTON, MA02458
X
ABP Trust
255 WASHINGTON STREET,
SUITE 300
NEWTON, MA02458
X
Signatures
Tremont Realty Capital LLC /s/ Matthew P. Jordan Title: President and Chief Executive Officer 05/11/2022
Signature of Reporting Person Date
The RMR Group LLC /s/ Matthew P. Jordan Title: Executive Vice President and Chief Financial Office 05/11/2022
Signature of Reporting Person Date
The RMR Group Inc. /s/ Matthew P. Jordan Title: Executive Vice President and Chief Financial Office 05/11/2022
Signature of Reporting Person Date
ABP Trust /s/ Matthew P. Jordan Title: Treasurer 05/11/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects shares held directly by Tremont Realty Capital LLC ("TRC"). TRC is a direct wholly owned subsidiary of The RMR Group LLC ("RMR LLC"), which is a direct majority owned operating subsidiary of The RMR Group Inc. ("RMR Inc."). ABP Trust, a Maryland statutory trust, is the controlling shareholder of RMR Inc. ABP Trust, RMR Inc. and RMR LLC may be deemed to beneficially own the shares owned directly by TRC. Adam D. Portnoy is the president, sole trustee and beneficial owner of ABP Trust. Mr. Portnoy has separately filed Section 16 reports with respect to his interests in the Issuer securities held by TRC and ABP Trust.
( 2 )Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, expect to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
( 3 )Reflects shares held directly by ABP Trust. ABP Trust is a Maryland statutory trust and controlling shareholder of RMR Inc.

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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