Sec Form 4 Filing - Bry James Edwin @ Seritage Growth Properties - 2021-03-05

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 Bry James Edwin 2. Issuer Name and Ticker or Trading Symbol Seritage Growth Properties [ SRG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) 500 FIFTH AVENUE, SUITE 1530 3. Date of Earliest Transaction (MM/DD/YY) 03/05/2021 (Street) NEW YORK, NY10110 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 Shares 03/05/2021 A 1,899 ( 1 ) A $ 0 14,838 ( 4 ) D Class A Common Shares 03/05/2021 A 8,263 ( 2 ) A $ 0 23,101 ( 4 ) D Class A Common Shares 03/05/2021 A 5,449 ( 3 ) A $ 0 28,550 ( 4 ) 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 (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 Bry James Edwin 500 FIFTH AVENUE, SUITE 1530 NEW YORK, NY10110 See Remarks Signatures /s/ Matthew E. Fernand, as attorney-in-fact 03/09/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents Restricted Share Units earned under the terms of an annual performance award previously granted to the reporting person under the Seritage Growth Properties 2015 Share Plan on March 2, 2018 covering the performance period January 1, 2018 to December 31, 2020. Such number of Restricted Share Units is based on the determination by the compensation committee of the board of trustees of the issuer of the applicable level of performance achievement. These Restricted Share Units vested on March 5, 2021, when the performance determination was approved, and will be settled within 30 days thereafter. ( 2 )Represents Restricted Share Units earned under the terms of a retention performance award previously granted to the reporting person under the Seritage Growth Properties 2015 Share Plan on May 2, 2018 and covering the performance period January 1, 2018 to December 31, 2020. Such number of Restricted Share Units is based on the determination by the compensation committee of the board of trustees of the issuer of the applicable level of performance achievement. These Restricted Share Units vest on May 2, 2021 and will be settled within 30 days thereafter. ( 3 )Represents grants of Restricted Share Units awarded under the Seritage Growth Properties 2015 Share Plan on March 5, 2021 based on a per share grant date value of $21.47. Each of these awards will vest in substantially equal installments on the anniversaries of the date of grant in 2022, 2023 and 2024. ( 4 )Includes 16,021 unvested RSUs, as of the date of this filing, after taking into account the transaction reported herein.

Remarks: EVP of Development and Construction

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).

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