Sec Form 4 Filing - Osher Jeffrey @ Parking REIT, Inc. - 2021-11-08

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 Osher Jeffrey 2. Issuer Name and Ticker or Trading Symbol Parking REIT, Inc. [ --] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 505 MONTGOMERY STREET, STE 1250 3. Date of Earliest Transaction (MM/DD/YY) 11/08/2021 (Street) SAN FRANCISCO, CA94111 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 Stock 11/08/2021 P 878,082 A $ 11.75 2,602,407 I Color Up, LLC ( 1 ) Common Stock 11/08/2021 P 22,424 A $ 11.75 2,624,831 I Color Up, LLC ( 1 )

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 Osher Jeffrey 505 MONTGOMERY STREET, STE 1250 SAN FRANCISCO, CA94111 X X Chavez Manuel III 250 E. 5TH ST., STE 2110 CINCINNATI, OH45202 X X Founder & CEO Hogue Stephanie 250 E. 5TH ST., STE 2110 CINCINNATI, OH45202 X X Managing Partner & CIO Color Up, LLC 250 E 5TH STREET, STE 2110 CINCINNATI, OH45202 X X HSCP Strategic III L.P. 505 MONTGOMERY STREET, SUITE 1250 SAN FRANCISCO, CA94111 X X Signatures /s/ F. Mark Reuter, Attorney in Fact for Jeffrey Osher 11/09/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 5, 2021, Color Up, LLC (the "Purchaser") commenced a tender offer ("Offer") to purchase up to 900,506 of the outstanding shares of common stock (the "Shares") of the Issuer at a purchase price of $11.75 per Share subject to the conditions set forth in the Offer to Purchase, dated October 5, 2021. The Offer and withdrawal rights expired as of 5:00 p.m. Eastern Time on November 5, 2021. 878,082 Shares were validly tendered (the "Tendered Shares"), and the Purchaser accepted for purchase all such Tendered Shares and is making payment of an aggregate of $10,317,467 to the Company stockholders participating in the Offer. Effective November 8, 2021, Purchaser also executed a subscription agreement with the Company pursuant to which Purchaser acquired the remaining 22,424 Shares pursuant to the Company Backstop (as defined in the Offer to Purchase) for an aggregate payment of $263,482. Reference is made to the Reporting Person's Schedule 13D, including all amendments thereto.

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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