Sec Form 4 Filing - Oaktree Capital Management GP, LLC @ CBL & ASSOCIATES PROPERTIES INC - 2022-02-01

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 Oaktree Capital Management GP, LLC 2. Issuer Name and Ticker or Trading Symbol CBL & ASSOCIATES PROPERTIES INC [ CBL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 333 SOUTH GRAND AVENUE, 28TH FLOOR, 3. Date of Earliest Transaction (MM/DD/YY) 02/01/2022 (Street) LOS ANGELES, CA90071 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 02/01/2022 C 2,161,983 A $ 16.67 3,983,967( 1 ) I See footnotes( 3 )( 4 )( 5 ) Common Stock 02/01/2022 C 243,420 A $ 16.67 585,735( 2 ) I See footnotes( 3 )( 4 )( 5 )

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 7.0% Exchangeable Senior Secured Notes due 2028 $ 16.67 02/01/2022 C 2,161,983 11/01/2021 11/15/2028 Common Stock 2,161,983( 6 ) $ 29,527,685( 7 ) 0 I See footnotes( 3 )( 4 )( 5 ) 7.0% Exchangeable Senior Secured Notes due 2028 $ 16.67 02/01/2022 C 243,420 11/01/2021 11/15/2028 Common Stock 243,420( 6 ) $ 3,324,573( 7 ) 0 I See footnotes( 3 )( 4 )( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Oaktree Capital Management GP, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA90071 X Atlas OCM Holdings, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA90071 X Oaktree Capital Group, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA90071 X Oaktree Capital Group Holdings GP, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA90071 X WELLS STREET GLOBAL PARTNERS LP BROOKFIELD PUBLIC SECURITIES GROUP LLC 110 N. WACKER DRIVE, SUITE 2700 CHICAGO, IL60606 X Brookfield Public Securities Group LLC 225 LIBERTY STREET 43RD FLOOR NEW YORK, NY10281 X Brookfield Public Securities Group Holdings LLC 250 VESEY STREET, 15TH FLOOR NEW YORK, NY10281-1023 X Brookfield US Inc. 250 VESEY STREET 15TH FLOOR NEW YORK, NY10281-1023 X Brookfield US Holdings Inc. BROOKFIELD PLACE, SUITE 300 181 BAY ST. PO BOX 762 TORONTO, A6M5J 2T3 X Brookfield Holdings Canada Inc. BROOKFIELD PLACE, SUITE 300 181 BAY ST. PO BOX 762 TORONTO, A6M5J 2T3 X Signatures /s/ See Signatures Included in Exhibit 99.1 04/06/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E"). ( 2 )Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"). ( 3 )This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4) ( 4 )(con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5) ( 5 )(con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM. ( 6 )Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture. ( 7 )Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment.

Remarks: Form 2 of 3

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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