1 unchanged sentence
Rule 10b5-1 Trading Arrangements
−Removed: During the fiscal quarter ended June 2024, none of our directors or executive officers of the Company adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c) under the Exchange Act or any “ non-Rule 10b5-1 trading arrangement,” as such term is defined in Item 408(a) of Regulation S-K .
+Added: During the fiscal quarter ended September 2024, none of our directors or executive officers of the Company adopted , modified or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c) under the Exchange Act or any “ non-Rule 10b5-1 trading arrangement,” as such term is defined in Item 408(a) of Regulation S-K .
Separation Agreement, dated July 31, 2024, between the Company and Howard Hughes Holdings Inc.
2 unchanged sentences
Amended and Restated Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the Form 8-K filed by the Company on August 1, 2024)
+Added: Investor Rights Agreement, dated October 17, 2024, by and among Pershing Square Holdings, Ltd., Pershing Square, L.P.
+Added: and Pershing Square International, Ltd.
+Added: and any other parties that may from time to time become parties hereto (incorporated by reference to Exhibit 10.1 to the Form 8-K filed by the Company on October 18, 2024)
Transition Services Agreement, dated July 31, 2024, between the Company and Howard Hughes Holdings Inc.
29 unchanged sentences
2024 Equity Incentive Plan (incorporated by reference to Exhibit 10.14 to the Form 8-K filed by the Company on August 1, 2024)
+Added: Seaport Entertainment Group Inc.
+Added: Independent Director Compensation Program
Certification of Chief Executive Officer , pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
16 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, duly authorized.
−Removed: August 22, 2024
+Added: November 7, 2024
SEAPORT ENTERTAINMENT GROUP INC.
/s/ Matthew M.
−Removed: Executive Vice President, Chief Financial Officer and Treasurer
−Removed: (Principal Financial Officer)
−Removed: Senior Vice President, Chief Accounting Officer
−Removed: (Principal Accounting Officer)
+Added: Executive Vice President, Chief Financial Officer,
+Added: Treasurer and Interim Acting Chief Accounting Officer
+Added: (Principal Financial Officer and Principal Accounting Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.