SC 13G 1 sc13-SRG-2024-04.txt SC13G FOR SRG APRIL 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Seritage Growth Properties (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 81752R100 (CUSIP Number) April 5, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |X| Rule 13d 1(b) | | Rule 13d 1(c) | | Rule 13d 1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 81752R100 1 Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only). ZHENGXU HE 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) | | (b) | | 3 SEC Use Only 4 Citizenship or Place of Organization USA 5 Sole Voting Power 3,455,146 SH NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 0 SH OWNED BY EACH 7 Sole Dispositive Power REPORTING PERSON 3,455,146 SH WITH: 8 Shared Dispositive Power 0 SH 9 Aggregate Amount Beneficially Owned by Each Reporting Person 3,455,146 SH 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | | 11 Percent of Class Represented by Amount in Item (9) 6.15% 12 Type of Reporting Person (See Instructions) OO CUSIP No. 81752R100 1 Name of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only). Zhengxu He 2 Check the Appropriate Box if a Member of a Group (See Instructions) (a) | | (b) | | 3 SEC Use Only 4 Citizenship or Place of Organization USA 5 Sole Voting Power 3,455,146 SH NUMBER OF 6 Shared Voting Power SHARES BENEFICIALLY 0 SH OWNED BY EACH 7 Sole Dispositive Power REPORTING PERSON 3,455,146 SH WITH: 8 Shared Dispositive Power 0 SH 9 Aggregate Amount Beneficially Owned by Each Reporting Person 3,455,146 SH 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | | 11 Percent of Class Represented by Amount in Item (9) 6.15% 12 Type of Reporting Person (See Instructions) OO CUSIP No. 81752R100 ITEM 1. (A) NAME OF ISSUER: Seritage Growth Properties (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE: 500 FIFTH AVENUE, SUITE 1530, NEWYORK, NY, 10110 ITEM 2. (A) NAME OF PERSON FILING: ZHENGXU HE (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE: 5150 Hidalgo St., Houston, TX 77056 (C) CITIZENSHIP: USA (D) TITLE OF CLASS OF SECURITIES: Class A Common Stock (E) CUSIP NUMBER: 81752R100 ITEM 3. If this statement is filed pursuant to ss.240.13d 1(b), or 240.13d 2(b) or (c), check whether the person filing is a: (a) | | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) | | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) | | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) | | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a 8). (e) | | An investment adviser in accordance with ss.240.13d 1(b)(1)(ii)(E); (f) | | An employee benefit plan or endowment fund in accordance with ss.240.13d 1(b)(1)(ii)(F); (g) | | A parent holding company or control person in accordance with ss. 240.13d 1(b)(1)(ii)(G); (h) | | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12U.S.C. 1813); (i) | | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a 3); (j) | | Group, in accordance with ss.240.13d 1(b)(1)(ii)(J). ITEM 4. OWNERSHIP EXHIBIT A Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 3,455,146 SH (b) Percent of class: 6.15% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 3,455,146 SH (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 3,455,146 SH (iv) Shared power to dispose or to direct the disposition of: 0 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. EXHIBIT A ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. EXHIBIT A ITEM 9. NOTICE OF DISSOLUTION OF GROUP ITEM 10. CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Dated: April 5, 2024 /S/ Zhengxu He Name: ZHENGXU HE Title: Shareholder

SEC Form SC 13G filed by Seritage Growth Properties