Arbor Realty Trust (ABR) Form 4 ARBOR REALTY TRUST / IVAN KAUFMAN ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KAUFMAN IVAN

(Last) (First) (Middle)

C/O ARBOR REALTY TRUST, INC.

333 EARLE OVINGTON BLVD., STE. 900

(Street)

UNIONDALE NY 11553

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ARBOR REALTY TRUST INC [ ABR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
COB, CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
11/12/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, par value $0.01 per share	11/12/2021		D(1)		169,741	D	$19.48	924,835	D
Common Stock, par value $0.01 per share								3,632	I	By son, Maurice Kaufman
Common Stock, par value $0.01 per share								1,632	I	By son, Adam Kaufman
Common Stock, par value $0.01 per share	11/12/2021		D(1)		292,759	D	$19.48	2,535,870(3)	I	By Arbor Commercial Mortgage, LLC
Common Stock, par value $0.01 per share	11/16/2021		J(2)		70,716	D	(2)	2,535,870(3)	I	By Arbor Commercial Mortgage, LLC
Special Voting Preferred Stock, par value $0.01 per share	11/16/2021		J(2)		266,638	D	(2)	10,665,530(3)	I	By Arbor Commercial Mortgage, LLC

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Partnership Common Units	(4)	11/16/2021		J(2)			266,638	(4)	(5)	Common Stock, par value $0.01 per share	266,638	(2)	10,665,530(3)	I	By Arbor Commercial Mortgage, LLC

Explanation of Responses:

1. As previously agreed to, Arbor Realty Trust, Inc. (the "Company") used a portion of the net proceeds received from its November 4, 2021 public offering of 7,500,000 shares of common stock (the "Offering") to purchase an aggregate of 462,500 shares of the Company's common stock held by Mr. Kaufman and Arbor Commercial Mortgage, LLC ("ACM") for $19.48 per share, which is the same price at which the underwriters purchased the shares in the Offering.

2. Mr. Kaufman transferred a portion of his membership interest in ACM to a limited liability company owned by a trust established for the benefit of his family. No shares of common stock ("Common Stock") or special voting preferred stock ("Special Voting Preferred Stock") of the Company or partnership common units ("Partnership Common Units") of Arbor Realty Limited Partnership ("ARLP") were transferred in connection with this transaction and ACM continues to directly hold 2,535,870 shares of Common Stock, 10,665,530 shares of Special Voting Preferred Stock and 10,665,530 Partnership Common Units after the reported transaction. The amounts reported as disposed of in Table I and Table II represent Mr. Kaufman's indirect interest in such securities that may be deemed to be transferred to such limited liability company as described herein.

3. Mr. Kaufman disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

4. Each Partnership Common Unit is accompanied by a share of Special Voting Preferred Stock, which provides the holder with one vote per share on any matter submitted to a vote of the Issuer's stockholders. Pursuant to the ARLP Partnership Agreement, each Partnership Common Unit and its accompanying Special Voting Preferred Stock is redeemable at the election of the holder for the cash value of one share of Common Stock, or at the Issuer's election, shares of Common Stock on a one-for-one basis.

5. Not applicable.

	/s/ Ivan Kaufman	11/16/2021
	** Signature of Reporting Person	Date
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