Sec Form 4 Filing - Topchy Alexander @ Broad Street Realty, Inc. - 2022-11-23

Insider filing report for Changes in Beneficial Ownership
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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
Topchy Alexander
2. Issuer Name and Ticker or Trading Symbol
Broad Street Realty, Inc. [ BRST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O BROAD STREET REALTY, INC., 7250 WOODMONT AVE, SUITE 350
3. Date of Earliest Transaction (MM/DD/YY)
11/23/2022
(Street)
BETHESDA, MD20814
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
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
OP Units ( 1 ) 11/23/2022 A 17,337( 2 ) 11/23/2023( 1 ) ( 1 ) Common Stock 17,337 $ 2( 1 )( 3 ) 65,657 D
OP Units ( 1 ) 11/23/2022 A 14,338( 4 ) 11/23/2023( 1 ) ( 1 ) Common Stock 14,338 ( 1 )( 5 ) 79,995 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Topchy Alexander
C/O BROAD STREET REALTY, INC.
7250 WOODMONT AVE, SUITE 350
BETHESDA, MD20814
Chief Financial Officer
Signatures
/s/ Andrew P. Campbell as attorney-in-fact for Alexander Topchy 11/28/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents Class A units of limited partnership interest ("OP Units") in Broad Street Operating Partnership, LP (the "Operating Partnership"). Broad Street Realty, Inc. (the "Company") is the sole member of the general partner of the Operating Partnership. Beginning on the 12-month anniversary of the date of issuance, each OP Unit is redeemable for cash equal to the then-current market value of one share of the Company's common stock or, in the Company's sole discretion, one share of the Company's common stock. The OP Units have no expiration date.
( 2 )Received in exchange for direct or indirect interests in BBL Current Owner, LLC ("BBL Current"), pursuant to the previously disclosed purchase and sale agreement (the "MTR Agreement"), dated December 21, 2021, by and between the Company and BBL Current. Upon the closing of the transactions contemplated by the MTR Agreement, the reporting person received OP Units in exchange for his direct or indirect interests in BBL Current.
( 3 )Pursuant to the MTR Agreement, the OP Units were valued at $2.00 per unit to determine the number of OP Units issuable to the reporting person.
( 4 )Received in exchange for membership interests in BSV Lamont Investors LLC ("Lamont"), pursuant to the previously disclosed Agreement and Plan of Merger (the "Lamont Merger Agreement"), dated as of May 28, 2019, as amended on November 27, 2019 and December 27, 2019, by and among Lamont, the Company, the Operating Partnership and a subsidiary. Upon the closing of the transactions contemplated by the Lamont Merger Agreement (the "Lamont Merger"), the membership interests that were then outstanding were converted into the right to receive OP Units.
( 5 )As of the date immediately prior to the effective time of the Lamont Merger, the last reported sales price of the Company's common stock on the OTCQX was $0.79 per share.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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