SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Villano Jeffrey C

(Last) (First) (Middle)
C/O 23 LAUREL STREET

(Street)
BRANFORD CT 06405

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/09/2017
3. Issuer Name and Ticker or Trading Symbol
Sachem Capital Corp. [ SACH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President,co-CEO and Treasurer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares, $.001 par value per share 1,085,000 D
Common Shares, $.001 par value per share 839,970 I By Sachem Capital Partners, LLC(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On February 8, 2017, Sachem Capital Partners, LLC ("SCP") acquired 6,283,237 common shares (the "SCP Shares") of the issuer in an "Exchange" transaction as described in the Issuer's final prospectus dated February 9, 2017 (the "Prospectus"). JJV, LLC("JJV") is the manager of SCP and the reporting person is a managing member of JJV. All 6,283,237 common shares are expected to be distributed pro rata to the members of SCP in full liquidation of their membership interests in SCP, as soon as practicable after the consummation of the initial public offering contemplated by the Prospectus.
2. Upon distribution of the SCP Shares, the reporting person's two minor daughters will receive an aggregate of 16,043 common shares; Ultimate Brands Inc. and Union News of New Haven, Inc., each a corporation of which the reporting person is the chief executive officer, will receive 397,428 and 185,780 common shares, respectively (collectively, the "Corporations' Shares"); and JJV will receive 240,719 common shares (the "JJV Shares"). The reporting person disclaims beneficial ownership of the Corporations' Shares and JJV Shares except to the extent of his pecuniary interest therein. The reporting person disclaims beneficial ownership of the remaining SCP Shares.
/s/ Jeffrey C. Villano 02/14/2017
** 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 5 (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).
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