First Real Estate Investment Trust of New Jersey (FREVS) Form 4 FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY / Robert S Hekemian Jr 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^*

Hekemian Robert S Jr

(Last) (First) (Middle)

17 OLD WOODS ROAD

(Street)

SADDLE RIVER NJ 07458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY [ FREVS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/26/2022

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
Common Stock, par value $0.01 per share(1)	10/26/2022		M		19,000	A	$10.95	170,236	D
Common Stock, par value $0.01 per share(1)	10/26/2022		M		4,000	A	$10.95	174,236	D
Common Stock, par value $0.01 per share(1)								25,458	I(2)	By Trust
Common Stock, par value $0.01 per share(1)								11,000	I(3)	By Trusts
Common Stock, par value $0.01 per share(1)								1,000	I(4)	By Spouse
Common Stock, par value $0.01 per share(1)								102,216	I(5)	By Partnerships
Common Stock, par value $0.01 per share(1)								9,238	I(6)	By Trusts

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
Option to Purchase(7)	$10.95(8)	10/26/2022		D		19,000		(9)	09/03/2024	Common Stock, par value $0.01 per share(1)	19,000	$0	0	D
Option to Purchase(10)	$10.95(11)	10/26/2022		D		4,000		(12)	09/03/2024	Common Stock, par value $0.01 per share(1)	4,000	$0	0	D

Explanation of Responses:

1. Prior to the reincorporation of First Real Estate Investment Trust of New Jersey, Inc. ("FREIT") from a New Jersey real estate investment trust to a Maryland corporation on July 1, 2021, FREIT's equity securities were beneficial interests in FREIT that were designated as "shares" without par value. In connection with the reincorporation of FREIT as a Maryland corporation, FREIT's shares of beneficial interest were converted to shares of common stock, par value $0.01 per share, on a 1-for-1 basis.

2. Shares held in trust for which Mr. Hekemian is a beneficiary. Mr. Hekemian disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.

3. Shares held by certain trusts for the benefit of Mr. Hekemian's nephews, and of which Mr. Hekemian is trustee. Mr. Hekemian disclaims beneficial ownership of these shares.

4. Shares held by Mr. Hekemian's wife. Mr. Hekemian disclaims beneficial ownership of these shares.

5. Shares held by certain partnerships in which Mr. Hekemian is a partner. Mr. Hekemian disclaims beneficial ownership of these shares except to the extent of his pecuniary interest.

6. Shares held in trust by Mr. Hekemian for the benefit of his children. Mr. Hekemian disclaims beneficial ownership of these shares.

7. This option was granted to Mr. Hekemian in his capacity as a Trustee of FREIT.

8. The original exercise price for the shares underlying this option was $18.45 per share. The exercise price was adjusted to $10.95 per share pursuant to the terms of FREIT's Equity Incentive Plan under which such option was granted.

9. The shares underlying the option vest as follows: 3,800 shares vest on September 4, 2015; 3,800 shares vest on September 4, 2016; 3,800 shares vest on September 4, 2017; 3,800 shares vest on September 4, 2018; and 3,800 shares vest on September 4, 2019.

10. This option was granted to Mr. Hekemian in his capacity as the President and Chief Operating Officer of Hekemian & Co., Inc., the managing agent of FREIT.

11. The original exercise price for the shares underlying this option was $18.45 per share. The exercise price was adjusted to $10.95 per share pursuant to the terms of FREIT's Equity Incentive Plan under which such option was granted.

12. The shares underlying the option vest as follows: 800 shares vest on September 4, 2015; 800 shares vest on September 4, 2016; 800 shares vest on September 4, 2017; 800 shares vest on September 4, 2018; and 800 shares vest on September 4, 2019.

	/s/ Robert S. Hekemian, Jr.	10/27/2022
	** Signature of Reporting Person	Date
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