Sec Form 3 Filing - VECTOR GROUP LTD @ Douglas Elliman Inc. - 2021-12-16

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
VECTOR GROUP LTD
2. Issuer Name and Ticker or Trading Symbol
Douglas Elliman Inc. [ DOUG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
4400 BISCAYNE BLVD.; 10TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/16/2021
(Street)
MIAMI, FL33137
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 1,000 I( 1 ) By Subsidiary( 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
VECTOR GROUP LTD
4400 BISCAYNE B LVD.; 10TH FLOOR
MIAMI, FL33137
X See Remarks
NEW VALLEY CORP
4400 BISCAYNE BLVD.; 10TH FLOOR
MIAMI, FL33137
X See Remarks
Signatures
/s/ J. Bryant Kirkland III, Senior Vice President, Treasurer and CFO of Vector Group Ltd. 12/21/2021
Signature of Reporting Person Date
/s/ J. Bryant Kirkland III, Senior Vice President, Treasurer and CFO of New Valley LLC (f/k/a New Valley Corp.) 12/21/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares of common stock of the issuer, which represent all of the issuer's authorized and outstanding common stock, are owned directly by New Valley LLC (f/k/a New Valley Corp.), a direct wholly owned subsidiary of Vector Group Ltd. ("Vector") .

Remarks:
This Form 3 is being filed in connection with the Securities and Exchange Commission's declaration of effectiveness of the Registration Statement on Form S-1 of Douglas Elliman Inc. ("Douglas Elliman"), which describes the planned distribution by Vector of all of the common stock of Douglas Elliman. New Valley LLC was previously organized as a Delaware corporation under the name New Valley Corp., and this former name is listed above. Concurrently with this filing, a name change request is being made with the Securities and Exchange Commission to reflect this entity's current name, adopted in connection with it becoming a Delaware limited liability company, New Valley LLC.

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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