Sec Form 13D Filing - Lionbridge Capital LP filing for CREATIVE MEDIA & CMNTY TR COM (CMCT) - 2021-06-11

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


SCHEDULE 13D/A


Under the Securities Exchange Act of 1934

(Amendment No. 3)*


CIM Commercial Trust Corporation
(Name of Issuer)


Common Stock, $0.001 par value
(Title of Class of Securities)


125525584
(CUSIP Number)

Greg Morillo
c/o Lionbridge Capital I LP
600 Madison Avenue, 24th Floor
New York, New York 10022
(212) 300-8003
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

With a Copy to:

Robert E. Robotti
Robotti & Company, Incorporated
One Grand Central Place
60 East 42nd Street, Suite 3100
New York, NY 10165-0057
(212) 986-4800
Michael L. Ashner
Winthrop Realty Partners, L.P.
Two Liberty Square
9th Floor
Boston, MA 02109
617-570-4600


June 10, 2021
(Date of Event Which Requires Filing 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 Rule 13d-1(e), Rule 13d-1(f), or Rule 13d-1(g), check the following box. [  ]
 CUSIP No.:  125525584
Page 2 of 26

1.
Name of Reporting Persons
Lionbridge Capital I, LP*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
183,339
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
183,339
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
183,339
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.23%
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 3 of 26

1.
Name of Reporting Persons
Lionbridge Capital, LP*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [ &#x A0; ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
60,761
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
60,761
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
60,761
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 4 of 26

1.
Name of Reporting Persons
Lionbridge Capital GP, LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
183,339
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
183,339
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
183,339
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.23%
14.
Type of Reporting Person
OO
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 5 of 26

1.
Name of Reporting Persons
Lionbridge GP, LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
60,761
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
60,761
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
60,761
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
14.
Type of Reporting Person
OO
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 6 of 26

1.
Name of Reporting Persons
Lionbridge Asset Management, LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
244,100
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
244,100
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
244,100
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.64%
14.
Type of Reporting Person
OO
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 7 of 26

1.
Name of Reporting Persons
Greg Morillo*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
244,100
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
244,100
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
244,100
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.64%
14.
Type of Reporting Person
IN, HC
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 8 of 26

1.
Name of Reporting Persons
The Ravenswood Investment Company L.P.*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
293,415
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
293,415
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
293,415
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.98%
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 8 of 26

1.
Name of Reporting Persons
Ravenswood Investments III, L.P.*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
New York
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
174,135
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
174,135
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
174,135
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1.17%
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 10 of 26

1.
Name of Reporting Persons
Ravenswood Management Company, LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
New York
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
467,550
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
467,550
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
467,550
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
3.15%
14.
Type of Reporting Person
HC
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 11 of 26

1.
Name of Reporting Persons
Robotti & Company Advisors, LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
New York
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
467,550
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
467,550
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
467,550
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
3.15%
14.
Type of Reporting Person
IA, OO
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 12 of 26

1.
Name of Reporting Persons
Robotti & Company, Incorporated*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
New York
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
467,550
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
467,550
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
467,550
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
3.15%
14.
Type of Reporting Person
HC, OO
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

CUSIP No.:  125525584
Page 13 of 26

1.
Name of Reporting Persons
Robert E. Robotti*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
467,550
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
467,550
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
467,550
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
3.15%
14.
Type of Reporting Person
IN, HC
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 14 of 26

1.
Name of Reporting Persons
Thomas D. Ferguson*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
OO
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
0
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
0
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
0%
14.
Type of Reporting Person
IN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 15 of 26

1.
Name of Reporting Persons
Mark C. Gelnaw*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
OO
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
0
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
0
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
0%
14.
Type of Reporting Person
IN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

CUSIP No.:  125525584
Page 16 of 26

1.
Name of Reporting Persons
Raymond V. Marino II*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
OO
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) &#x A0;   ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
0
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
0
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
0%
14.
Type of Reporting Person
IN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

CUSIP No.:  125525584
Page 17 of 26

1.
Name of Reporting Persons
John S. Moran*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
PF
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
35,859
8.
Shared Voting Power
0
9.
Sole Dispositive Power
35,859
10.
Shared Dispositive Power
0
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
35,859
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
14.
Type of Reporting Person
IN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

CUSIP No.:  125525584
Page 18 of 26

1.
Name of Reporting Persons
Winthrop Realty Partners, L.P.*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
Maryland
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
148,976
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
148,976
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
148,976
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1%
 
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 19 of 26

1.
Name of Reporting Persons
Winthrop Strategic Real Estate Fund, L.P.*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
3.
SEC use only
4.
Source of Funds (see instructions)
WC
5.
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
100
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
100
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
100
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
 
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

CUSIP No.:  125525584
Page 20 of 26

1.
Name of Reporting Persons
Winthrop Strategic Real Estate Fund GP LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
100
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
100
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
100
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
 
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
CUSIP No.:  125525584
Page 21 of 26

1.
Name of Reporting Persons
Winthrop Debt Partners LLC*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     ____
6.
Citizen or Place of Organization
Delaware
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
100
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
100
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
100
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
Less than 1%
 
14.
Type of Reporting Person
PN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.
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1.
Name of Reporting Persons
Michael L. Ashner*
2.
Check the appropriate box if a member of a group (see instructions)
(a)  [X]         (b)  [   ]
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)     X
6.
Citizen or Place of Organization
United States
 
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person With
7.
Sole Voting Power
0
8.
Shared Voting Power
149,076
9.
Sole Dispositive Power
0
10.
Shared Dispositive Power
149,075
11.
Aggregate Amount Beneficially Owned by Each Reporting Person
149,075
12.
Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions)
[   ]
13.
Percent of Class Represented by amount in Row (11)
1%
14.
Type of Reporting Person
IN
* The information relating to the Shares disclosed in this Statement is as of June 10, 2021, and is based on 14,847,742 Shares outstanding as of May 6, 2021, with percentages calculated in accordance with the requirements of Rule 13d-3 under the Act.  See Item 5 for details.

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Explanatory Note
The Reporting Persons filed an amended and restated Schedule 13D with the Securities and Exchange Commission (SEC) on May 27, 2021, which was amended by Amendment No. 2, as filed with the SEC on June 10, 2021 (collectively, the “Amended Schedule 13D”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Amended Schedule 13D.
The Amended Schedule 13D is hereby amended as follows:
Item 4.
 
Purpose of Transaction
Item 4 of the Amended Schedule13D is hereby supplemented as set forth below.
On June 10, 2021, the Reporting Persons requested that the Board of Directors of the Issuer (the “Board”) grant a waiver (the “Waiver”) with respect to the “Aggregate Stock Ownership Limit” and the “Common Stock Ownership Limit” as set forth in the Issuer’s charter to permit each of the Reporting Persons to acquire, after aggregating their respective beneficial ownership or constructive ownership of shares of capital stock with the other Reporting Persons: (i) up to 19.9% in value or in the number of shares, whichever is more restrictive, of the aggregate of the outstanding shares of capital stock, excluding any outstanding shares of capital stock not treated as outstanding for federal income tax purposes and (ii) up to 19.9% in value or in number of shares, whichever is more restrictive, of the aggregate of the outstanding shares of common stock of the Issuer excluding any outstanding shares of common stock not treated as outstanding for federal income tax purposes. The letter requesting the waiver is attached hereto as Exhibit 99.9 and is incorporated herein by reference.
Item 5.
  
Interest in Securities of the Issuer.
Item 5 of the Amended Schedule13D is hereby supplemented as set forth below.
No Reporting Person has not entered into any transactions in securities of the Issuer since June 7, 2021.
Item 7.
 
Material to be Filed as Exhibits
Item 7 of the Amended and Restated 13D is hereby amended and restated as set forth below.

Exhibit 99.1    Agreement, dated as of November 20, 2020, by and between Lionbridge Capital and Robotti Advisors - Previously Filed.
Exhibit 99.2    Joint Filing and Solicitation Agreement, dated as of December 31, 2020, by and among each of the Reporting Persons - Previously Filed.
Exhibit 99.3    Press Release, dated January 13, 2021, and text of referenced letter to the Issuer, dated January 13, 2021 - Previously Filed.
Exhibit 99.4    Form of Indemnification Letter Agreement - Previously Filed.

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Exhibit 99.5    13D Group Agreement – Previously Filed.
Exhibit 99.6    Press Release and Letter to Stockholders dated May 25, 2021 – Previously Filed.
Exhibit 99.7    Joinder Agreement to 13D Group Agreement – Previously Filed.
Exhibit 99.8    Press Release dated June 9, 2021 – Previously Filed.
Exhibit 99.9    Letter to Issuer dated June 10, 2021 – Filed Herewith.

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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date:  June 11, 2021
 
Lionbridge Capital I LP
By:  Lionbridge Capital GP, LLC, its
General Partner
 
By:  /s/ Greg Morillo
Name:  Greg Morillo
Title:  Managing Member
 
Lionbridge Capital LP
By: Lionbridge GP, LLC, its
General Partner
 
By:  /s/ Greg Morillo
Name:  Greg Morillo
Title:  Managing Member
 
Lionbridge Capital GP, LLC
 
By:  /s/ Greg Morillo
Name:  Greg Morillo
Title:  Managing Member
 
Lionbridge GP, LLC
 
By:  /s/ Greg Morillo
Name:  Greg Morillo
Title:  Managing Member
 
Lionbridge Asset Management, LLC
 
By:  /s/ Greg Morillo
Name:  Greg Morillo
Title:  Managing Member
 
 
 
 

 
 
Ravenswood Management Company, LLC
 
By:  /s/ Robert E. Robotti
Name:  Robert E. Robotti
Title:  Managing Director
 
The Ravenswood Investment Company L.P.
By:  Ravenswood Management Company, LLC, its General Partner
 
By:  /s/ Robert E. Robotti
Name:  Robert E. Robotti
Title:  Managing Director
 
Ravenswood Investments III, L.P.
By:  Ravenswood Management Company, LLC, its General Partner
 
By:  /s/ Robert E. Robotti
Name:  Robert E. Robotti
Title:  Managing Director
 
Robotti & Company Advisors, LLC
 
By:  /s/ Robert E. Robotti
Name:  Robert E. Robotti
Title:  President and Treasurer
 
Robotti & Company, Incorporated
 
By:  /s/ Robert E. Robotti
Name:  Robert E. Robotti
Title:  President and Treasurer
 
 
   

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Winthrop Realty Partners, L.P.
By:  /s/ Michael L. Ashner
Name:  Michael L. Ashner
Title:    Chief Executive Officer
 
 
Winthrop Strategic Real Estate Fund, L.P.
 
By:  Winthrop Strategic Real Estate Fund GP LLC
        General Partner
 
By: Winthrop Debt Partners LLC
      Sole Member
 
By:  /s/ Michael L. Ashner
Name:  Michael L. Ashner
Title:    Chief Executive Officer
 
Winthrop Strategic Real Estate Fund GP LLC
 
By: Winthrop Debt Partners LLC
      Sole Member
 
By:  /s/ Michael L. Ashner
Name:  Michael L. Ashner
Title:    Chief Executive Officer
 
Winthrop Debt Partners LLC
 
By:  /s/ Michael L. Ashner
Name:  Michael L. Ashner
Title:    Chief Executive Officer
 

Individuals:
 
/s/ Greg Morillo
Greg Morillo
 
 
/s/ Robert E. Robotti
Robert E. Robotti
 
 
/s/ Thomas D. Ferguson
Thomas D. Ferguson
 
 
/s/ Mark C. Gelnaw
Mark C. Gelnaw
 
 
/s/ Raymond V. Marino II
Raymond V. Marino II
 
 
/s/ John S. Moran
John S. Moran
 
 
/s/ Michael L. Ashner
Michael L. Ashner