0001504304-15-000120.txt : 20151005 0001504304-15-000120.hdr.sgml : 20151005 20151005155504 ACCESSION NUMBER: 0001504304-15-000120 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20151005 DATE AS OF CHANGE: 20151005 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BULLDOG INVESTORS, LLC GROUP MEMBERS: PHILLIP GOLDSTEIN GROUP MEMBERS: STEVEN SAMUELS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEUBERGER BERMAN REAL ESTATE SECURITIES INCOME FUND INC CENTRAL INDEX KEY: 0001261166 IRS NUMBER: 161685121 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-81353 FILM NUMBER: 151143244 BUSINESS ADDRESS: STREET 1: 605 THIRD AVE STREET 2: 2ND FL. CITY: NEW YORK STATE: NY ZIP: 10158 BUSINESS PHONE: 2124768800 MAIL ADDRESS: STREET 1: 605 THIRD AVE STREET 2: 2ND FL. CITY: NEW YORK STATE: NY ZIP: 10158 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Bulldog Investors, LLC CENTRAL INDEX KEY: 0001504304 IRS NUMBER: 270926182 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: PARK 80 WEST - PLAZA TWO STREET 2: 250 PEHLE AVE. SUITE 708 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 BUSINESS PHONE: 201 556-0092 MAIL ADDRESS: STREET 1: PARK 80 WEST - PLAZA TWO STREET 2: 250 PEHLE AVE. SUITE 708 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 FORMER COMPANY: FORMER CONFORMED NAME: Brooklyn Capital Management LLC DATE OF NAME CHANGE: 20101026 SC 13D 1 third.txt SCHEDULE 13D DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 9/24/15 1. NAME OF REPORTING PERSON Bulldog Investors, LLC 2. CHECK THE BOX IF MEMBER OF A GROUP a[ ] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION DE ___________________________________________________________ 7. SOLE VOTING POWER 2,276,922 8. SHARED VOTING POWER 1,625,770 9. SOLE DISPOSITIVE POWER 2,276,922 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,625,770 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 3,902,692 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 7.00% 14. TYPE OF REPORTING PERSON IA ____________________________________________________________ 1. NAME OF REPORTING PERSON Phillip Goldstein 2. CHECK THE BOX IF MEMBER OF A GROUP a[X] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________________________________________________________ 7. SOLE VOTING POWER 2,276,922 8. SHARED VOTING POWER 1,625,770 9. SOLE DISPOSITIVE POWER 2,276,922 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,625,770 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 3,902,692 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 7.00% 14. TYPE OF REPORTING PERSON IN ___________________________________________________________ 1. NAME OF REPORTING PERSON Andrew Dakos 2. CHECK THE BOX IF MEMBER OF A GROUP a[ ] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________________________________________________________ 7. SOLE VOTING POWER 2,276,922 8. SHARED VOTING POWER 1,625,770 9. SOLE DISPOSITIVE POWER 2,276,922 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,625,770 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 3,902,692 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 7.00% 14. TYPE OF REPORTING PERSON IN ___________________________________________________________ 1. NAME OF REPORTING PERSON Steven Samuels 2. CHECK THE BOX IF MEMBER OF A GROUP a[ ] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________________________________________________________ 7. SOLE VOTING POWER 2,276,922 8. SHARED VOTING POWER 1,625,770 9. SOLE DISPOSITIVE POWER 2,276,922 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 1,625,770 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 3,902,692 (Footnote 1) 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 7.00% 14. TYPE OF REPORTING PERSON IN _______________________________________________________ Item 1. SECURITY AND ISSUER This Schedule 13D relates to the shares of Common Stock of NEUBERGER BERMAN REAL ESTATE SECURITIES INCOME FUND INC ("NRO" or the "Issuer"). The principal executive offices of NRO are located at 605 THIRD AVE 2ND FL NEW YORK NY 10158 Item 2. IDENTITY AND BACKGROUND (a) This statement is filed on behalf of Bulldog Investors,LLC, (a Delaware Limited Liability Company), Phillip Goldstein, Andrew Dakos and Steven Samuels. (b) The business address of the reporting persons is Park 80 West-Plaza Two, 250 Pehle Ave., Suite 708, Saddle Brook, NJ 07663. (c) Bulldog Investors,LLC is a registered investment adviser. Messrs. Goldstein, Dakos and Samuels are control persons of Bulldog Investors,LLC. (d) n/a (e) n/a (f) Each of Messrs. Goldstein, Dakos and Samuels is a citizen of the United States. ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATIONS Shares of the Issuer have been accumulated on behalf of clients of Bulldog Investors,LLC. ITEM 4. PURPOSE OF TRANSACTION The filing persons believe the shares are undervalued and may communicate with management about measures to enhance shareholder value. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) As per the N-CSRS filed on July 6, 2015, there were 55,787,846 shares of common stock outstanding as of April 30, 2015. The percentages set forth herein were derived using such number. Phillip Goldstein, Andrew Dakos and Steven Samuels own Bulldog Investors, LLC, a registered investment advisor. As of October 2, 2015, Bulldog Investors, LLC is deemed to be the beneficial owner of 3,902,692 shares of NRO (representing 7.00% of NRO's outstanding shares) solely by virtue of Bulldog Investors LLC's power to direct the vote of, and dispose of, these shares. These 3,902,692 shares of NRO include 2,276,922 shares (representing 4.08% of NRO's outstanding shares) that are beneficially owned by Mr. Goldstein and the following entities over which Messrs. Goldstein, Dakos and Samuels exercise control: Opportunity Partners LP, Calapasas West Partners LP, Full Value Special Situations Fund, LP, Full Value Offshore Fund, Ltd., Full Value Partners, LP, Opportunity Income Plus, LP, and MCM Opportunity Partners, LP (collectively,"Bulldog Investors Group of Funds"). Bulldog Investors Group of Funds may be deemed to constitute a group. All other shares included in the aforementioned 3,902,692 shares of NRO beneficially owned by Bulldog Investors, LLC (solely by virtue of its power to sell or direct the vote of these shares) are also beneficially owned by clients of Bulldog Investors, LLC who are not members of any group. The total number of these "non-group" shares is 1,625,770 shares (representing 2.90% of NRO's outstanding shares). (b)Bulldog Investors,LLC has sole power to dispose of and vote 2,276,922 shares. Bulldog Investors, LLC has shared power to dispose of and vote 1,625,770 shares. Certain of Bulldog Investors, LLC's clients (none of whom beneficially own more than 5% of NRO's shares) share this power with Bulldog Investors, LLC. Messrs. Goldstein, Dakos and Samuels are control persons of Bulldog Investors, LLC. c) During the past 60 days the following shares of NRO were purchased: Date: Shares: Price: 08/06/15 23,595 4.8465 08/07/15 23,700 4.8630 08/10/15 12,800 4.8344 08/11/15 60,903 4.8532 08/12/15 34,447 4.8270 08/13/15 31,300 4.8269 08/14/15 31,050 4.8294 08/17/15 11,714 4.8777 08/18/15 46,608 4.8897 08/19/15 48,800 4.8710 08/20/15 32,800 4.8699 08/21/15 40,000 4.8062 08/24/15 69,347 4.5758 08/25/15 34,100 4.5297 08/26/15 53,900 4.4892 08/27/15 42,365 4.6268 08/28/15 58,718 4.6194 08/31/15 109,900 4.6054 09/01/15 12,232 4.5076 09/02/15 62,434 4.5167 09/03/15 40,261 4.5310 09/04/15 12,500 4.4601 09/08/15 24,828 4.5159 09/10/15 23,200 4.4712 09/11/15 44,910 4.4847 09/14/15 14,355 4.4918 09/15/15 54,612 4.4943 09/16/15 41,800 4.5509 09/17/15 62,942 4.5426 09/18/15 50,000 4.6444 09/21/15 46,110 4.6683 09/22/15 172,618 4.6253 09/22/15 4,991 4.6100 09/23/15 53,509 4.6486 09/23/15 2,000 4.6500 09/24/15 66,127 4.6329 09/25/15 44,285 4.6398 09/25/15 5,000 4.6400 09/28/15 57,554 4.5642 09/29/15 35,603 4.5581 09/30/15 71,742 4.5842 09/30/15 11,400 4.5963 10/01/15 12,834 4.5890 10/02/15 819,871 4.6091 d) Clients of Bulldog Investors, LLC are entitled to receive any dividends or sales proceeds. e) N/A ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. N/A ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 1 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. Dated: 10/05/2015 By: /S/ Phillip Goldstein Name: Phillip Goldstein By: /S/ Andrew Dakos Name: Andrew Dakos By: /S/ Steven Samuels Name: Steven Samuels Bulldog Investors, LLC By: /s/ Andrew Dakos Andrew Dakos, Member Footnote 1: The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein. Exhibit 1: Agreement to Make Joint Filing Agreement made as of the 5th day of October, 2015, by and among Bulldog Investors, LLC, Phillip Goldstein, Andrew Dakos, and Steven Samuels. WHEREAS, Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 provides that whenever two or more persons are required to file a statement containing the information required by Schedule 13D with respect to the same securities, only one such statement need be filed, so long as, among other things, such filing includes as an exhibit an agreement among such persons that such a statement is filed on behalf of each of them; WHEREAS, in connection with certain holdings of NEUBERGER BERMAN REAL ESTATE SECURITIES INCOME FUND INC (NRO), each of the parties to this Agreement is required to file a statement containing the information required by Schedule 13D with respect to the same holdings of NRO; NOW THEREFORE, the parties hereby agree that one statement containing the information required by Schedule 13D shall be filed on behalf of each party hereto. IN WITNESS WHEREOF, this Agreement has been duly executed by the parties hereto as of the day and year first written above. By:/s/ Phillip Goldstein By:/s/ Andrew Dakos Phillip Goldstein Andrew Dakos BULLDOG INVESTORS, LLC By: /s/ Steven Samuels By: /s/ Andrew Dakos Steven Samuels Andrew Dakos, Member