Sec Form 4 Filing - Weil Edward M Jr. @ New York City REIT, Inc. - 2021-03-01

FORM 4 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 Weil Edward M Jr. 2. Issuer Name and Ticker or Trading Symbol New York City REIT, Inc. [ NYC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO, President and Secretary (Last) (First) (Middle) 650 FIFTH AVENUE, 30TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2021 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Class A Common Stock 03/01/2021 P( 1 ) 150 A $ 9.93 ( 2 ) 9,060 D Class A Common Stock 03/02/2021 P( 1 ) 150 A $ 9.76 ( 3 ) 9,210 D Class A Common Stock 52,435 I See footnote ( 4 ) ( 5 ) Class A Common Stock 3,656.49 ( 6 ) I See footnote ( 7 ) ( 8 )

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 Foll owing 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 Weil Edward M Jr. 650 FIFTH AVENUE, 30TH FLOOR NEW YORK, NY10019 X CEO, President and Secretary Signatures /s/ Edward M. Weil, Jr. 03/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transactions reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 18, 2020. ( 2 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.92 to $9.95, inclusive. The reporting person undertakes to provide to New York City REIT, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 3 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $9.75 to $9.79, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 4 )The reporting person is the chief executive officer, and also holds a non-controlling equity interest in, the entities that own and control New York City Advisors, LLC (the "Advisor"), the external advisor of the Issuer. The Advisor beneficially owns the reported securities. The reporting person disclaims beneficial ownership of the securities beneficially owned by the Advisor except to the extent of his pecuniary interest therein. The number of securities reported as indirectly beneficially owned by the reporting person in this Form 4 is the total number of securities beneficially owned by the Advisor and does not represent his pro rata indirect pecuniary interest therein (i.e. his pro rata share of the equity of the parent of the Advisor). ( 5 )As noted, the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest. In previous Form 4 filings, the reporting person reported the actual number of securities that represented his pro rata pecuniary interest therein (i.e. his pro rata share of the equity of the parent of the Advisor). As of January 19, 2021, the reporting person's pro rata pecuniary interest in the equity of the parent of the Advisor increased due to the indirect effect of an event not involving the reporting person and the number of securities reported in Form 4 filings that were filed after that date should have been increased from 1,840.47 to 3,403.03. ( 6 )This amount includes 2,742 shares of Class A common stock and 914.49 shares of Class B common stock. Shares of Class B common stock will automatically convert into shares of Class A common stock to be listed on the New York Stock Exchange no later than August 13, 2021. ( 7 )The reporting person is the chief executive officer, and also holds a non-controlling equity interest in, the entities that own and control New York City Special Limited Partnership, LLC (the "Special Limited Partner"), an affiliate of the Advisor. The Special Limited Partner beneficially owns the reported securities. The reporting person disclaims beneficial ownership of the securities beneficially owned by the Special Limited Partner except to the extent of his pecuniary interest therein. The number of securities reported as indirectly beneficially owned by the reporting person in this Form 4 is the total number of securities beneficially owned by the Special Limited Partner and does not represent his pro rata indirect pecuniary interest therein (i.e. his pro rata share of the equity of the parent of the Special Limited Partner). ( 8 )As noted, the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest. In previous Form 4 filings, the reporting person reported the actual number of securities that represented his pro rata pecuniary interest therein (i.e. his pro rata share of the equity of the parent of the Special Limited Partner). As of January 19, 2021, the reporting person's pro rata pecuniary interest in the equity of the parent of the Special Limited Partner increased due to the indirect effect of an event not involving the reporting person and the number of securities reported in Form 4 filings that were filed after that date should have been increased from 128.36 to 237.31.

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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