Bluerock Residential Growth REIT Form 4 / RAMIN KAMFAR 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^*

KAMFAR RAMIN

(Last)

(First)

(Middle)

1345 AVENUE OF THE AMERICAS

32ND FLOOR

(Street)

NEW YORK

10105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Bluerock Residential Growth REIT, Inc. [ BRG ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
04/19/2022

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		J		16,611	D	⁽¹⁾	9,630	D
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		J		16,611	A	⁽¹⁾	26,241	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		607	D	⁽³⁾	25,634	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		444	D	⁽³⁾	25,190	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		567	D	⁽³⁾	24,623	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		739	D	⁽³⁾	23,884	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		326	D	⁽³⁾	23,558	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		40	D	⁽³⁾	23,518	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		698	D	⁽³⁾	22,820	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		293	D	⁽³⁾	22,527	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		2,539	D	⁽³⁾	19,988	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		709	D	⁽³⁾	19,279	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		153	D	⁽³⁾	19,126	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		607	D	⁽³⁾	18,519	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		416	D	⁽³⁾	18,103	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		27	D	⁽³⁾	18,076	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		915	D	⁽³⁾	17,161	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		369	D	⁽³⁾	16,792	I	See Footnote⁽²⁾
Bluerock Residential Growth REIT, Inc. Class A Common Stock	04/19/2022		S		1,845	D	⁽³⁾	14,947	I	See Footnote⁽²⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares of Class A common stock were transferred by the Reporting Person to Bluerock Real Estate, LLC or an affiliate, of which the Reporting Person is the majority owner.

2. These shares are owned by Bluerock Real Estate, LLC or an affiliate, of which the Reporting Person is the majority owner.

3. These shares were disposed of by transfer to employees of Bluerock Real Estate, LLC or an affiliate as annual incentive compensation in consideration of employment. On the effective date of disposal, the closing price as reported on the NYSE American was $26.62 per share.

	/s/ Christopher J. Vohs, Attorney-in-fact	04/20/2022
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Bluerock Residential Growth REIT (BRG) Form 4Bluerock Residential Growth REIT / RAMIN KAMFAR ownership change