ABR Arbor Realty Trust Inc

CUSIP No. 038923108

1

Name of Reporting Person
Ivan Kaufman

2

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
United States of America

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
1,144,225

6

Shared Voting Power
18,971,423

7

Sole Dispositive Power
1,144,225

8

Shared Dispositive Power
18,971,423

9

Aggregate Amount Beneficially Owned by Each Reporting Person
20,115,648

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11

Percent of Class Represented by Amount in Row (9)
15.5%

12

Type of Reporting Person (See Instructions)
IN

CUSIP No. 038923108

1

Name of Reporting Person
Arbor Commercial Mortgage, LLC

2

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

3

SEC Use Only

4

Citizenship or Place of Organization
New York

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

6

Shared Voting Power
18,971,423

7

Sole Dispositive Power
0

8

Shared Dispositive Power
18,971,423

9

Aggregate Amount Beneficially Owned by Each Reporting Person
18,971,423

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11

Percent of Class Represented by Amount in Row (9)
14.6%

12

Type of Reporting Person (See Instructions)
OO

Item 1.

(a)

Name of Issuer:
Arbor Realty Trust, Inc. (“ART”)

(b)

Address of Issuer’s Principal Executive Offices:
333 Earle Ovington Boulevard, Suite 900

Uniondale, New York 11553

Item 2.

(a)

Names of Persons Filing:
Ivan Kaufman; Arbor Commercial Mortgage, LLC

(b)

Address of Principal Business Office, or if none, Residence:
333 Earle Ovington Boulevard, Suite 900

Uniondale, New York 11553

(c)

Citizenship:
Ivan Kaufman: United States of America;

Arbor Commercial Mortgage, LLC

(d)

Title of Class of Securities:
Common Stock, par value $0.01 per share (“Common Stock”)

(e)

CUSIP Number:
038923108

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act;

(b)

o

Bank as defined in section 3(a)(6) of the Act;

(c)

o

Insurance company as defined in section 3(a)(19) of the Act;

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940;

(e)

o

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3I(14) of the Investment Company Act of 1940;

(j)

o

A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);

(k)

o

Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J)), please specify the type of institution:____________________________

Item 4.

Ownership.

(a)

Amount beneficially owned:   

Mr. Kaufman beneficially owns the following shares of common stock:

(i) 1,024,132 shares of common stock held directly by Mr. Kaufman;

(ii) 5,264 shares of common stock held directly by certain children of Mr. Kaufman;

(iii) 4,285,694 shares of common stock held directly by Arbor Commercial Mortgage, LLC (“ACM”)*.

* As of December 31, 2019, due to his direct and indirect ownership of approximately 31% of ACM, Mr. Kaufman beneficially owns the shares of common stock of ART that are held directly by ACM.

(b)

Percent of class:   

As of December 31, 2019, Ivan Kaufman and ACM owned 15.5% and 14.6%, respectively, of the outstanding shares of ART’s common stock.

(c)

As of December 31, 2019, Ivan Kaufman had the sole power to vote or to direct the vote of 1,144,225 shares of common stock and the sole power to dispose or to direct the disposition of 1,144,225 shares of common stock. As of such date, Ivan Kaufman had the shared power to vote or direct the vote of 18,971,423 shares of common stock and the shared power to dispose or to direct the disposition of 18,971,423 shares of common stock.

As of December 31, 2019, ACM had the shared power to vote or to direct the vote of 18,971,423 shares of common stock and the shared power to dispose or to direct the disposition of 18,971,423 shares of common stock. As of such date, ACM had no sole power to vote or direct the vote or to dispose or to direct the disposition of any shares of common stock.

Item 5.

Ownership of Five Percent or Less of a Class.

Not applicable

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable

Item 10.

Certification.

Not applicable

By:

/s/ Ivan Kaufman

Ivan Kaufman

ARBOR COMMERCIAL MORTGAGE, LLC

By:

/s/ Ivan Kaufman

Name: Ivan Kaufman

Title:  Chief Executive Officer and President