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Creative Media & Community Trust Corporation — Major Shareholding Notification 2022
Jan 11, 2022
6737_rns_2022-01-11_27d466aa-8b35-44f2-96e3-20bf8b4bc299.pdf
Major Shareholding Notification
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1/10/22, 1:58 PM Ownership Submission

FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
| (Print or Type Responses) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Name and Address of Reporting Person * CIM CMCT MLP, LLC |
2. Date of Event Requiring Statement (Month/Day/Year) |
4. Relationship of Reporting Person(s) to Issuer |
3. Issuer Name and Ticker or Trading Symbol CIM Commercial Trust Corporation [CMCT] |
||||
| (Last) (First) (Middle) 400 Wilshire Blvd |
12/31/2021 | 5. If Amendment, Date Original Filed (Month/Day/Year) |
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| (Street) Los Angeles , CA 90010 |
(Check all applicable) _ Director 10% Owner Officer (give __X Other title below) (specify below) Member of 10% owner group |
6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
|||||
| (City) (State) (Zip) |
Table I - Non-Derivative Securities Beneficially Owned | ||||||
| 1.Title of Security (Instr. 4) |
(Instr. 4) | 2. Amount of Securities Beneficially Owned |
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership |
|||
| Common Stock | 8,419,864(1) | ||||||
| Series A Preferred Shares | 568,681(1) |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
| 1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of |
5. 6. Nature of Indirect Ownership Beneficial Ownership Form of (Instr. 5) Derivative |
|||
|---|---|---|---|---|---|---|---|
| Derivative Security |
Security: Direct (D) |
||||||
| Date Exercisable |
Expiration Date |
Title Amount or Number of Shares |
or Indirect (I) (Instr. 5) |
Reporting Owners
| Reporting Owner Name / Address | Relationships | ||||
|---|---|---|---|---|---|
| Director 10% Owner Officer Other |
https://login.insiderdirect.com/merrill/IDV2_ShowPreview.asp 1/2
Los Angeles , CA 90010
Signatures
/s/ David Thompson, Vice President 01/10/2022
**Signature of Reporting Person Date
Explanation of Responses:
- * If the form is filed by more than one reporting person, see Instruction 5(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).
(1)Shares transferred from CIM Service Provider, LLC ("CIM Service Provider") and CIM Capital, LLC ("CIM Capital")(both limited liability companies wholly owned by CIM Group, LLC) to the reporting person for no consideration. CIM Service Provider transferred 7,806,121 shares of Common Stock and 11,273 Series A Preferred Shares to the reporting person. CIM Capital transferred 613,743 shares of Common Stock and 557,408 Series A Preferred Shares to the reporting person.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
1/10/22, 1:58 PM Ownership Submission
Member of 10% owner group
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934 (Amendment No. 18) __________________________________________
CIM COMMERCIAL TRUST CORPORATION
(Name of Issuer)
Common Stock, par value \$0.001 per share (Title of Class of Securities)
125525584 (CUSIP Number)
David Thompson c/o CIM Group LLC 4700 Wilshire Boulevard Los Angeles, California 90010 Telephone: (323) 860 - 4900 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
December 31, 2021 (Date of Event Which Requires Filing of this Statement) __________________________________________
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
The information required on 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).
| 1. | Names of Reporting Persons Richard Ressler |
|||||||
|---|---|---|---|---|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | |||||||
| (a) x |
||||||||
| (b) | o | |||||||
| 3. | SEC Use Only | |||||||
| 4. | Source of Funds (See Instructions) OO |
|||||||
| 5. | o Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |
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| 6. | Citizenship or Place of Organization United States |
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| 7. | ||||||||
| Number of Shares Beneficially |
Sole Voting Power 122,628 |
|||||||
| Owned by Each |
8. | Shared Voting Power 9,281,241 (1) |
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| Person With: | 9. | Sole Dispositive Power 122,628 |
||||||
| 10. | Shared Dispositive Power 9,281,241 (1) |
|||||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 9,403,869 (1) |
|||||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | |||||||
| 13. | Percent of Class Represented by Amount in Row (11) 40.2% |
|||||||
| 14. | Type of Reporting Person (See Instructions) IN |
(1) The Reporting Person disclaims beneficial ownership of the reported Common Shares except to the extent of his pecuniary interest therein, and the inclusion of such shares in this Amendment No. 18 shall not be deemed an admission of beneficial ownership of all of the reported shares for any purpose.
| 1. | Names of Reporting Persons | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Avraham Shemesh | |||||||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||||||
| (a) | x | ||||||||
| (b) | |||||||||
| 3. | o SEC Use Only |
||||||||
| 4. | OO | Source of Funds (See Instructions) | |||||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||||||||
| 6. | Citizenship or Place of Organization | ||||||||
| United States | |||||||||
| 7. | |||||||||
| Sole Voting Power | |||||||||
| Number of | 0 | ||||||||
| Shares | |||||||||
| Beneficially Owned by |
8. | Shared Voting Power | |||||||
| Each | 9,326,661 (2) | ||||||||
| Person With: | 9. | Sole Dispositive Power | |||||||
| 0 | |||||||||
| 10. | Shared Dispositive Power 9,326,661 (2) |
||||||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person | ||||||||
| 9,326,661 (2) | |||||||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||||||||
| 13. | Percent of Class Represented by Amount in Row (11) 39.9% |
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| 14. | IN | Type of Reporting Person (See Instructions) |
(2) The Reporting Person disclaims beneficial ownership of the reported Common Shares except to the extent of his pecuniary interest therein, and the inclusion of such shares in this Amendment No. 18 shall not be deemed an admission of beneficial ownership of all of the reported shares for any purpose.
| 1. | Names of Reporting Persons Shaul Kuba |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||||||
| (a) x |
|||||||||
| (b) | o | ||||||||
| 3. | SEC Use Only | ||||||||
| 4. | OO | Source of Funds (See Instructions) | |||||||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||||||||
| 6. | Citizenship or Place of Organization United States |
||||||||
| Number of Shares |
7. | Sole Voting Power 0 |
|||||||
| Beneficially Owned by Each |
8. | Shared Voting Power 9,326,661 (3) |
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| Person With: | 9. | Sole Dispositive Power 0 |
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| 10. | Shared Dispositive Power 9,326,661 (3) |
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| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 9,326,661 (3) |
||||||||
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||||||||
| 13. | Percent of Class Represented by Amount in Row (11) 39.9% |
||||||||
| 14. | IN | Type of Reporting Person (See Instructions) |
(3) The Reporting Person disclaims beneficial ownership of the reported Common Shares except to the extent of his pecuniary interest therein, and the inclusion of such shares in this Amendment No. 18 shall not be deemed an admission of beneficial ownership of all of the reported shares for any purpose.
| 1. | Names of Reporting Persons CIM Service Provider, LLC |
||
|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | x | ||
| (b) | o | ||
| 3. | SEC Use Only | ||
| 4. | AF | Source of Funds (See Instructions) | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||
| 6. | Delaware | Citizenship or Place of Organization | |
| Number of Shares Beneficially |
7. | Sole Voting Power 0 |
|
| Owned by Each |
8. | Shared Voting Power 0 |
|
| Person With: | 9. | Sole Dispositive Power 0 (4) |
|
| 10. | Shared Dispositive Power 0 |
||
| 11. | 0 (4) | Aggregate Amount Beneficially Owned by Each Reporting Person | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||
| 13. | 0% | Percent of Class Represented by Amount in Row (11) | |
| 14. | OO | Type of Reporting Person (See Instructions) |
(4) The Reporting Person may be deemed to be a member of a "group" within the meaning of Section 13(d)(3) of the Exchange Act.
| 1. | Names of Reporting Persons CIM Urban Sponsor, LLC |
||
|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | x | ||
| (b) | o | ||
| 3. | SEC Use Only | ||
| 4. | Source of Funds (See Instructions) | ||
| AF | |||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||
| 6. | California | Citizenship or Place of Organization | |
| 7. | |||
| Number of Shares Beneficially |
Sole Voting Power 473,033 |
||
| Owned by Each |
8. | Shared Voting Power 0 |
|
| Person With: | 9. | Sole Dispositive Power 473,033 |
|
| 10. | Shared Dispositive Power 0 |
||
| 11. | 473,033 | Aggregate Amount Beneficially Owned by Each Reporting Person | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||
| 13. | 2.0% | Percent of Class Represented by Amount in Row (11) | |
| 14. | OO | Type of Reporting Person (See Instructions) |
| 1. | CIM Capital, LLC | Names of Reporting Persons | |
|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | x | ||
| (b) | o | ||
| 3. | SEC Use Only | ||
| 4. | OO | Source of Funds (See Instructions) | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||
| 6. | California | Citizenship or Place of Organization | |
| 7. | |||
| Number of | Sole Voting Power 0 |
||
| Shares | |||
| Beneficially Owned by Each |
8. | Shared Voting Power 0 |
|
| Person With: | 9. | Sole Dispositive Power 0 (5) |
|
| 10. | Shared Dispositive Power 0 |
||
| 11. | 0 (5) | Aggregate Amount Beneficially Owned by Each Reporting Person | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||
| 13. | 0% | Percent of Class Represented by Amount in Row (11) | |
| 14. | IA | Type of Reporting Person (See Instructions) |
(5) The Reporting Person may be deemed to be a member of a "group" within the meaning of Section 13(d)(3) of the Exchange Act.
| 1. | Names of Reporting Persons CIM Real Assets & Credit Fund |
||
|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | x | ||
| (b) | o | ||
| 3. | SEC Use Only | ||
| 4. | Source of Funds (See Instructions) | ||
| WC, OO | |||
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||
| 6. | Delaware | Citizenship or Place of Organization | |
| 7. | |||
| Number of Shares Beneficially |
Sole Voting Power 388,344 |
||
| Owned by Each |
8. | Shared Voting Power 0 |
|
| Person With: | 9. | Sole Dispositive Power 388,344 |
|
| 10. | Shared Dispositive Power 0 |
||
| 11. | 388,344 | Aggregate Amount Beneficially Owned by Each Reporting Person | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||
| 13. | 1.7% | Percent of Class Represented by Amount in Row (11) | |
| 14. | IV | Type of Reporting Person (See Instructions) |
| 1. | Names of Reporting Persons CIM CMCT MLP, LLC |
||
|---|---|---|---|
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||
| (a) | x | ||
| (b) | o | ||
| 3. | SEC Use Only | ||
| 4. | OO | Source of Funds (See Instructions) | |
| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
||
| 6. | Delaware | Citizenship or Place of Organization | |
| 7. | |||
| Number of Shares Beneficially |
Sole Voting Power 8,419,864 |
||
| Owned by Each |
8. | Shared Voting Power 0 |
|
| Person With: | 9. | Sole Dispositive Power 8,419,864 |
|
| 10. | Shared Dispositive Power 0 |
||
| 11. | 8,419,864 | Aggregate Amount Beneficially Owned by Each Reporting Person | |
| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o | ||
| 13. | 36.0% | Percent of Class Represented by Amount in Row (11) | |
| 14. | OO | Type of Reporting Person (See Instructions) |
Reference is made to the initial statement on Schedule 13D (the "Initial Statement") filed with the Securities and Exchange Commission (the "SEC") on March 11, 2014 by Urban Partners II, LLC, a Delaware limited liability company ("Urban II"), Richard Ressler, Avraham Shemesh, Shaul Kuba and CIM Service Provider, LLC, a Delaware limited liability company, and relates to the common stock, par value \$0.001 per share (the "Common Shares") of CIM Commercial Trust Corporation, a Maryland real estate investment trust (the "Issuer"), as further amended by Amendment No. 1 dated September 19, 2016 ("Amendment No. 1"), Amendment No. 2 dated June 14, 2017 ("Amendment No. 2"), Amendment No. 3 dated December 20, 2017 ("Amendment No. 3"), Amendment No. 4, dated March 19, 2019 ("Amendment No. 4"), Amendment No. 5, dated August 13, 2019 ("Amendment No. 5"), Amendment No. 6, dated August 16, 2019 ("Amendment No. 6"), Amendment No. 7, dated August 27, 2019 ("Amendment No. 7"), Amendment No. 8, dated September 19, 2019 ("Amendment No. 8"), Amendment No. 9, dated October 16, 2019 ("Amendment No. 9"), Amendment No. 10, dated November 13, 2019 ("Amendment No. 10"), Amendment No. 11, dated April 10, 2020 ("Amendment No. 11"), Amendment No. 12, dated June 1, 2021 ("Amendment No. 12"), Amendment No. 13, dated June 22, 2021 ("Amendment No. 13"), Amendment No. 14, dated June 29, 2021 ("Amendment No. 14"), Amendment No. 15, dated September 8, 2021 ("Amendment No. 15"), Amendment No. 16, dated September 20, 2021 ("Amendment No. 16") and Amendment No. 17, dated October 8, 2021 ("Amendment No. 17" and the Initial Statement, together with Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 13, Amendment No. 14, Amendment No. 15, Amendment No. 16 and Amendment No. 17, the "Schedule 13D Filing"). The address of the principal executive office of the Issuer is 17950 Preston Road, Suite 600, Dallas, Texas 75252.
Except as otherwise described herein, the information contained in the Schedule 13D Filing remains in effect. Capitalized terms used but not defined in this Amendment No. 18 shall have the respective meanings set forth with respect thereto in the Schedule 13D Filing.
EXPLANATORY NOTE
In connection with certain internal transfers, CIM Service Provider, LLC and CIM Capital, LLC each transferred all of Common Shares held by such entities to CIM CMCT, MLP, LLC, a wholly owned subsidiary of CIM Group, LLC, for no consideration (the "Transfers"). CIM Service Provider, LLC transferred 7,806,121 Common Shares and CIM Capital, LLC transferred 613,743 Common Shares. Following the Transfers CIM CMCT MLP, LLC owns 8,419,864 Common Shares.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D Filing is hereby supplemented by adding the following immediately after the seventh paragraph thereof:
There was no consideration associated with the Transfers
Item 4. Purpose of Transaction
Item 4 of the Schedule 13D Filing is hereby amended to include the following:
The Transfers were undertaken in connection with certain internal transfers entered into by affiliates of CIM Group, LLC.
Item 5. Interest in Securities of the Issuer
Items 5(a), (b) and (c) of the Schedule 13D Filing are hereby amended and restated in their entirety as follows:
(a) CIM CMCT MLP, LLC directly owns 8,419,864 Common Shares, or approximately 36.0% of the outstanding Common Shares. CIM Urban Sponsor, LLC directly owns 473,033 Common Shares, or approximately 2.0% of the outstanding Common Shares. CIM RACR directly owns 388,344 Common Shares, or approximately 1.7% of the outstanding Common Shares.
Messrs. Ressler, Shemesh and Kuba may be deemed to indirectly beneficially own the 9,281,241 Common Shares beneficially owned by CIM CMCT MLP, LLC, CIM Urban Sponsor, LLC and CIM RACR described above (collectively, the "Affiliate Shares") as a result of their status as control persons of CIM Holdings, which is the sole managing member of CIM Group as described in Item 2 of the Schedule 13D Filing.
In addition to the Affiliate Shares, Mr. Ressler is the indirect beneficial owner of 122,628 Common Shares through the holdings of a subsidiary of a trust formed by Mr. Ressler for the benefit of his family members for which he

serves as trustee. As a result, Mr. Ressler may be deemed to beneficially own 9,403,869 Common Shares, representing approximately 40.2% of the outstanding Common Shares.
In addition to the Affiliate Shares, Mr. Shemesh is the indirect beneficial owner of 45,420 Common Shares through the holdings of The Shemesh Family Trust, of which he was the grantor. As a result, Mr. Shemesh may be deemed to beneficially own 9,326,661 Common Shares, representing approximately 39.9% of the outstanding Common Shares.
In addition to the Affiliate Shares, Mr. Kuba is the indirect beneficial owner of 45,420 Common Shares through the holdings of The Kuba Family Trust, of which he was the grantor. As a result, Mr. Kuba may be deemed to beneficially own 9,326,661 Common Shares, representing approximately 39.9% of the outstanding Common Shares.
Each of the Reporting Persons disclaims beneficial ownership of the reported Common Shares except to the extent of his or its pecuniary interest therein, and the inclusion of such shares in this Amendment No. 18 shall not be deemed an admission of beneficial ownership of all of the reported shares for any purpose.
The information set forth in this Amendment No. 18 sets forth the beneficial ownership of the Reporting Persons as of January 10, 2022, and assumes there are 23,369,331 Common Shares outstanding as of such date, based on the number of Common Shares outstanding as of November 4, 2021 as reported by the Issuer in its Quarterly Report on Form 10‑Q filed with the Securities and Exchange Commission on November 9, 2021.
(b) Mr. Ressler has the sole power to vote and dispose of 122,628 Common Shares and the shared power to vote and dispose of 9,281,241 Common Shares. Messrs. Shemesh and Kuba each have the shared power to vote and dispose of 9,326,661 Common Shares. CIM CMCT MLP, LLC has the sole power to vote and dispose of 8,419,864 Common Shares. CIM Urban Sponsor, LLC has the sole power to vote and dispose of 473,033 Common Shares. CIM RACR has the sole power to vote and dispose of 388,344 Common Shares.
Except as set forth herein, the Reporting Persons have not effected any transactions in Common Shares since the most recent filing on Schedule 13D.
11
__________________________________________
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: January 10, 2022
| Richard Ressler | |
|---|---|
| /s/ Avraham Shemesh | |
| Avraham Shemesh | |
| /s/ Shaul Kuba | |
| Shaul Kuba | |
| CIM SERVICE PROVIDER, LLC, a Delaware limited liability company | |
| By: | /s/ David Thompson |
| Name: | David Thompson |
| Title: | Vice President and Chief Financial Officer |
| CIM URBAN SPONSOR, LLC, a Delaware limited liability company | |
| By: | /s/ David Thompson |
| Name: | |
| Title: | David Thompson Vice President and Chief Financial Officer |
| CIM CAPITAL, LLC, a Delaware limited liability company | |
| By: | /s/ David Thompson |
| Name: | David Thompson |
| Title: | Vice President |
| CIM REAL ASSETS & CREDIT FUND, a Delaware statutory trust | |
| By: | /s/ David Thompson |
| Name: | David Thompson |
| Title: | Chief Executive Officer |
| CIM CMCT MLP, LLC | |
| By: | /s/ David Thompson |
| Name: | David Thompson |
| Title: | Vice President |