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Form 4 FIRST REAL ESTATE INVEST For: Jan 27 Filed by: Hekemian Robert S Jr

January 31, 2023 3:57 PM EST
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)
39 TWINBROOK 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)
01/27/2023
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) 01/27/2023   J (2)   41,440 A (2) 215,676 D  
Common Stock, par value $0.01 per share (1)               25,458 I (3) By Trust
Common Stock, par value $0.01 per share (1)               11,000 I (4) By Trusts
Common Stock, par value $0.01 per share (1)               1,000 I (5) By Spouse
Common Stock, par value $0.01 per share (1)               102,216 I (6) By Partnerships
Common Stock, par value $0.01 per share (1)               9,238 I (7) 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
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. As disclosed in FREIT's filings with the Securities and Exchange Commission, on November 4, 2021, FREIT's Board of Directors approved the termination of FREIT's Amended and Restated Deferred Fee Plan. In connection with the termination of the Amended and Restated Deferred Fee Plan, all Share Units credited to each participant's account for the deferral of fees under the Amended and Restated Deferred Fee Plan were distributed to the participants as shares of FREIT's common stock, par value $0.01 per share. The filing of FREIT's Annual Report on Form 10-K for the fiscal year ended October 31, 2022 on January 27, 2023 served as notice of the execution of the distribution of such shares under the Amended and Restated Deferred Fee Plan to the reporting person.
3. 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.
4. 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.
5. Shares held by Mr. Hekemian's wife. Mr. Hekemian disclaims beneficial ownership of these shares.
6. 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.
7. Shares held in trust by Mr. Hekemian for the benefit of his children. Mr. Hekemian disclaims beneficial ownership of these shares.
/s/ Robert S. Hekemian, Jr. 01/31/2023
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

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