CUSIP No. 262077100
1. Names of Reporting Persons.
American Assets Capital Advisers, LLC
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
6. Shared Voting Power 3,578,001*
7. Sole Dispositive Power
8. Shared Dispositive Power 3,578,001*
9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,578,001*
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 3.89%
12. Type of Reporting Person IA
* American Assets Capital Advisers, LLC (AACA) is an investment adviser
registered under Section 203 of the Investment Advisers Act of 1940. As
of 12/31/2021, the securities reported in this Schedule 13G are held by
the Altegris AACA Opportunistic Real Estate Fund (RAAIX) to which AACA is
the subadviser, the Dunham Real Estate Stock Fund (DNREX), to which AACA
also is the subadviser, a private fund to which AACA is the subadviser,
and two separately managed account (SMAs) to which AACA is the advisor.
RAAIX, DNREX, are the private fund are referred to collectively as the
Funds. AACA has entered into a subadvisory agreement with Altegris
Advisors, LLC (Altegris), a subadvisory agreement with Dunham &
Associates Investment Counsel, Inc. (Dunham), a subadvisory agreement
with the adviser the the provate funds, and the SMAs' owners have,
respectivelly, delegated voting authority to AACA. In its role as
subadviser to the Funds and adviser to the SMAs, AACA may possess
investment power and voting power over the securities that are owned
by the Funds and the SMAs. However, the securities reported in this
schedule are owned by the Funds' and the SMAs' respective owners.
AACA disclaims beneficial ownership of such securities. In addition,
the filing of this Schedule 13G shall not be construed as an admission
that the reporting person or any of its affiliates is the beneficial
owner of any securities covered by this Schedule 13G for any other
purposes than Section 13(d) of the Securities Exchange Act of 1934.
Schedule13G
CUSIP No. 262077100
1. Names of Reporting Persons. American Assets Investment Management, LLC
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
6. Shared Voting Power 3,578,001
7. Sole Dispositive Power
8. Shared Dispositive Power 3,578,001
9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,578,001
10. Check if the Aggregate Amount inRow (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 3.89%
12. Type of Reporting Person HC
Schedule13G
CUSIP No. 262077100
1. Names of Reporting Persons. Soledad Realty Capital, Inc.
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization California
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
6. Shared Voting Power 3,578,001
7. Sole Dispositive Power
8. Shared Dispositive Power 3,578,001
9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,578,001
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 3.89%
12. Type of Reporting Person HC
Schedule13G
CUSIP No. 262077100
1. Names of Reporting Persons. Ernest S. Rady
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization U.S.
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
6. Shared Voting Power 3,578,001
7. Sole Dispositive Power
8. Shared Dispositive Power 3,578,001
9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,578,001
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 3.89%
12. Type of Reporting Person HC
Schedule13G
CUSIP No. 262077100
1. Names of Reporting Persons. Burland B. East, III
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization U.S.
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
6. Shared Voting Power 3,578,001
7. Sole Dispositive Power
8. Shared Dispositive Power 3,578,001
9. Aggregate Amount Beneficially Owned by Each Reporting Person 3,578,001
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9) 3.89%
12. Type of Reporting Person IN, HC
Schedule 13G
CUSIP No. 262077100
ITEM 1.
(a) Name of Issuer: Drive Shack, Inc.
(b) Address of Issuer's Principal Executive Offices: 10670 N. Central,
Expressway, Suite 700, Dallas, Texas 75231
ITEM 2.
(a) Name of Person Filing: American Assets Capital Advisers, LLC
and joint filers (see Item 7)
(b) Address of Principal Business Office, or if None, Residence:
3430 Carmel Mountain Road, Suite 150, San Diego, CA 92121
(c) Citizenship: U.S.
(d) Title of Class of Securities: Common Stock, $0.01 par value per share
(e) CUSIP Number: 262077100
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 240.13d-1(b)(1)(ii)(E);
(f)[ ] An employee benefit plan or endowment fund in accordance
with 240.13d-1(b)(1)(ii)(F);
(g)[ ] A parent holding company or control person in accordance
with 240.13d-1(b)(1)(ii)(G);
(h)[ ] A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.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)[ ] A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J);
(k)[X] Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as
a non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: N/A
ITEM 4. OWNERSHIP.
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: 3,578,001
(b) Percent of class: 3.89%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
(ii) Shared power to vote or to direct the vote: 3,578,001
(iii)Sole power to dispose or to direct the disposition of
(iv) Shared power to dispose or to direct the disposition of: 3,578,001
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[X].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of,
such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than five percent of the
class, such person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment fund
is not required.
See Item 7 Exhibit attached.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
If a parent holding company or control person has filed this schedule, pursuant
to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant subsidiary.
If a parent holding company or control person has filed this schedule pursuant
to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification
of the relevant subsidiary.
See Item 7 Exhibit attached.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J),
so indicate under Item 3(j) and attach an exhibit stating the identity and
Item 3 classification of each member of the group. If a group has filed this
schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit
stating the identity of each member of the group.
Not Applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required,
by members of the group, in their individual capacity. See Item 5.
Not Applicable.
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and 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 such purpose or effect.
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.
February 14, 2022
(Date)
AMERICAN ASSETS CAPITAL ADVISERS, LLC
By: __s/s___Burland B. East, III______________________________
Burland B. East, III, Chief Executive Officer
AMERICAN ASSETS INVESTMENT MANAGEMENT, LLC
By: __s/s___Ernest S. Rady_____________________________________
Ernest S. Rady, Trustee of Sole Member
SOLEDAD REALTY CAPITAL, INC.
By: __s/s___Burland B. East, III_______________________________
Burland B. East, III, President and Sole Shareholder
BURLAND B. EAST, III
__s/s___Burland B. East, III_______________________________________
ERNEST S. RADY
__s/s___Ernest S. Rady_____________________________________________
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than
an executive officer or general partner of the filing person, evidence of
the representative's authority to sign on behalf of such person shall be
filed with the statement, provided, however, that a power of attorney for
this purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person who signs
the statement shall be typed or printed beneath his signature.
JOINT FILING AGREEMENT
As required by Rule 13d-1 and Rule 13d-2 promulgated under the Securities
Exchange Act of 1934 (the 1934 Act), the undersigned (each a Filing Person),
hereby agree to file jointly a Schedule 13G and any amendments thereto
relating to the aggregate ownership by each of the Filing Persons of any
voting equity security of a class of Drive Shack, Inc. stock which is
registered pursuant to Section 12 of the 1934 Act, as amended,
and further agree that this Joint Filing Agreement shall be included as an
exhibit to such joint filings. Each Filing Person agrees that the information
set forth in such Schedule 13G and any amendments thereto with respect to such
Filing Person will be true, complete and correct as of the date of such
Schedule 13G or such amendment, to the best of such Filing Persons
knowledge and belief, after reasonable inquiry.
The undersigned further agree that each party hereto is responsible for the
timely filing of such Schedule 13G and any amendments thereto, and for
the completeness and accuracy of the information concerning such party
contained therein; provided, however, that each Filing Person makes no
representations as to the accuracy or adequacy of the information set
forth in the Schedule 13G or any amendments thereto with respect to any
other Filing Person. Each Filing Person shall promptly notify all of the
other Filing Persons if any of the information set forth in the Schedule
13G or any amendments thereto shall become inaccurate in any material
respect or if said person learns of information that would require an
amendment to the Schedule 13G.
IN WITNESS WHEREOF, the undersigned have set their hands
this 14th day of February, 2022.
AMERICAN ASSETS CAPITAL ADVISERS, LLC
By: __s/s__Burland B. East, III________________________
Burland B. East, III, Chief Executive Officer
AMERICAN ASSETS INVESTMENT MANAGEMENT, LLC
By: __s/s__Ernest S. Rady______________________________
Ernest S. Rady, Trustee of Managing Member
SOLEDAD REALTY CAPITAL, INC.
By: __s/s__Burland B. East, III________________________
Burland B. East, III, President
BURLAND B. EAST, III
__s/s___ Burland B. East, III__________________________
ERNEST S. RADY
__s/s___Ernest S. Rady_________________________________
ITEM 7 EXHIBIT
Pursuant to the instructions in Item 7 of Schedule 13G, the following table
lists the identity and Item 3 classification of each relevant entity/individual
that beneficially owns shares of the security class being reported on this
Schedule 13G.
Entity/Individual Item 3 Classification
American Assets Investment Management, LLC(AAIM) HC
Soledad Realty Capital, Inc.(Soledad) HC
Burland B. East, III HC
Ernest S. Rady HC
Assets Capital Advisers, LLC (AACA) IA
Mr. Burland East owns 100% of Soledad. Mr. Ernest Rady is the sole trustee of
the Ernest Rady Trust, which owns 100% of AAIM. AAIM and Soledad together
own 100% of AACA. AACA is an SEC registered investment adviser under
Section 203 of the Investment Advisers Act of 1940. The shares of
Drive Shack, Inc. covered by this report are held for the benefit of
discretionary accounts advised and/or subadvised by AACA.
The ownership breakdown of the common stock of Drive Shack, Inc. is as follows:
AAIM, Soledad, Burland East and Ernest Rady are control persons of AACA and
therefore have indirect shared investment power and indirect shared voting
power of 3,578,001 shares.
AACA has investment power and voting power over accounts that hold in
aggregate 3,578,001 shares.
No one account owns 5% or more of the shares and the accounts in the
aggregate do not own 5% or more of the shares.
|