Radius Global Infrastructure (RADI) Form 4 Radius Global Infrastructure / Scott G. Bruce 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^*

Bruce Scott G.

(Last) (First) (Middle)

C/O RADIUS GLOBAL INFRASTRUCTURE, INC.

3 BALA PLAZA EAST, SUITE 502

(Street)

BALA CYNWYD PA 19004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Radius Global Infrastructure, Inc. [ RADI ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2022

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)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock	02/25/2022		A		58,190(1)	A	$0.00	999,099	D
Class B Common Stock(2)								5,731	I	By Stephen L Berkman LLC Trust
Class B Common Stock(3)								5,731	I	By Monroe E. Berkman LLC Trust

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
Series C LTIP units(4)(5)	(4)	02/25/2022		A		58,190		(4)(5)	(4)(5)	Class A Common Stock	58,190	(4)	58,190	D

Explanation of Responses:

1. Reflects shares of Class B Common Stock, par value $0.0001 per share, of Radius Global Infrastructure, Inc. (the "Company") (such shares, "Class B Shares") that were granted in tandem with a corresponding number of Series C long-term incentive units ("Series C LTIP Units") in APW OpCo LLC, in which the Company owns a 94.4% interest. These Class B Shares are subject to the same vesting and forfeiture conditions as the related Series C LTIP Units and shall be surrendered to the Company in the event that related Series C LTIP Units are redeemed for shares of Class A Common Stock, par value $0.0001 per share, of the Company ("Class A Shares").

2. Reflects Class B Shares held by the Stephen L. Berkman LLC Trust that were acquired in a distribution from an entity in which the Stephen L. Berkman LLC Trust held an interest at the time of distribution. Mr. Bruce is the Investment and Independent Trustee of the Stephen L. Berkman LLC Trust and has investment power of securities held by the Stephen L. Berkman LLC Trust.

3. Reflects Class B Shares held by the Monroe E. Berkman LLC Trust that were acquired in a distribution from an entity in which the Monroe E. Berkman LLC Trust held an interest at the time of distribution. Mr. Bruce is the Investment and Independent Trustee of the Monroe E. Berkman LLC Trust and has investment power of securities held by the Monroe E. Berkman LLC Trust.

4. Once equitized, Series C LTIP Units may be redeemed for Class A Shares on a one-for-one basis; provided that such Class A Shares will be subject to the same vesting and forfeiture conditions as the exchanged Series C LTIP Units.

5. Reflects Series C LTIP Units that are subject to time-based vesting conditions and vest in equal installments on each of the first three anniversaries of February 25, 2022.

Remarks:

	/s/ Andrew Rosenstein as Attorney in Fact	03/01/2022
	** 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).
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