SC 13D/A 1 y18376sc13dza.txt AMENDMENT NO.8 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) ACADIA REALTY TRUST (Name of Issuer) COMMON SHARES OF BENEFICIAL INTEREST, $.001 PAR VALUE (Title of Class of Securities) 004239 10 9 (CUSIP Number of Class of Securities) KENNETH MILLER, ESQ. YALE UNIVERSITY 55 WHITNEY AVENUE NEW HAVEN, CT 06510-1300 (203) 432-0120 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: MICHAEL W. BLAIR, ESQ. DEBEVOISE & PLIMPTON 919 THIRD AVENUE NEW YORK, NY 10022 (212) 909-6000 MARCH 6, 2006 (Date of Event which Requires Filing Statement on Schedule 13D) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [X]. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following pages) SCHEDULE 13D CUSIP NO. 004239 10 9 -------------------------------------------------------------------------------- (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Yale University I.R.S. Identification No. 06-0646973-N -------------------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ] (B) [ ] -------------------------------------------------------------------------------- (3) SEC USE ONLY -------------------------------------------------------------------------------- (4) SOURCE OF FUNDS WC -------------------------------------------------------------------------------- (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) -------------------------------------------------------------------------------- (6) CITIZENSHIP OR PLACE OF ORGANIZATION Connecticut -------------------------------------------------------------------------------- (7) SOLE VOTING POWER 2,513,478 NUMBER OF ----------------------------------------------------------------- SHARES (8) SHARED VOTING POWER BENEFICIALLY 131,360 OWNED BY ----------------------------------------------------------------- EACH (9) SOLE DISPOSITIVE POWER REPORTING 2,513,478 PERSON ----------------------------------------------------------------- WITH (10) SHARED DISPOSITIVE POWER 131,360 -------------------------------------------------------------------------------- (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,644,838 -------------------------------------------------------------------------------- (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES -------------------------------------------------------------------------------- (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.4% -------------------------------------------------------------------------------- (14) TYPE OF REPORTING PERSON EP -------------------------------------------------------------------------------- Page 2 of 14 AMENDMENT NO. 8 TO SCHEDULE 13D The statement on Schedule 13D (the "Statement") filed on September 25, 2002, as amended by Amendment Nos. 1, 2, 3, 4, 5, 6 and 7 thereto filed on March 23, 2004, March 26, 2004, March 31, 2004, November 9, 2004, November 10, 2004, November 29, 2004 and August 26, 2005, respectively, relating to the common shares of beneficial interest, par value $.001 per share (the "Common Shares") of Acadia Realty Trust, a Maryland real estate investment trust (the "Trust"), is hereby amended and supplemented as set forth below in this Amendment No. 8 to the Statement by Yale University, a Connecticut corporation (the "Reporting Person"). Capitalized terms used below and not otherwise defined herein shall have the meaning set forth in the Statement, as so amended. ITEM 4. PURPOSE OF TRANSACTION The disclosure in Item 4 is hereby amended and supplemented by adding the following: On March 6, 2006, the Reporting Person sold 56,260 Common Shares in brokers transactions at prices ranging from $23.00 to $23.30 and YURPSE sold 4,640 Common Shares in brokers transactions at prices ranging $23.00 to $23.30. Between November 9, 2005 and November 15, 2005, the Reporting Person sold 255,000 Common Shares in brokers transactions at prices ranging from $19.00 - $19.70 and YURPSE sold 30,361 Common Shares in brokers transactions at prices ranging from $19.00 - $19.50. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER The disclosure in Item 5(a) is hereby amended and restated to read in its entirety as follows: (a) The Reporting Person beneficially owns, within the meaning of Rule 13d-3 under the Exchange Act, 2,644,838 Common Shares. The Common Shares owned by the Reporting Person constitute approximately 8.4% of the Common Shares issued and outstanding (computed on the basis of 31,541,175 Common Shares issued and outstanding, as reported in the Trust's Quarterly Report on Form 10-Q for the quarter ended September 30, 2005 filed with the Securities and Exchange Commission on November 9, 2005)." The disclosure in Item 5(b) is hereby amended and restated to read in its entirety as follows: (b) The Reporting Person has sole power to dispose of 2,513,478 Common Shares and shared power to direct the disposition of 131,360 Common Shares held of record by YURPSE. YURPSE has shared power to direct the disposition of 131,360 Common Shares. Page 3 of 14 The Reporting Person has sole power to vote 2,513,478 Common Shares and shared power to direct the vote of 131,360 Common Shares held of record by YURPSE. YURPSE has shared power to direct the vote of 131,360 Common Shares. The Reporting Person disclaims beneficial ownership of the Common Shares held by YURPSE." The disclosure in Item 5(c) is supplemented as follows: (c) The Reporting Person sold Common Shares in brokers transactions as follows:

NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 9, 2005 1,000 $19.15 November 9, 2005 83 $19.16 November 9, 2005 2,367 $19.17 November 9, 2005 2,500 $19.18 November 9, 2005 13,134 $19.19 November 9, 2005 7,167 $19.20 November 9, 2005 500 $19.21 November 9, 2005 20,200 $19.22 November 9, 2005 900 $19.23 November 9, 2005 2,200 $19.24 November 9, 2005 7,700 $19.25

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 9, 2005 583 $19.26 November 9, 2005 1,750 $19.28 November 9, 2005 83 $19.29 November 9, 2005 333 $19.30 November 9, 2005 167 $19.31 November 9, 2005 1,250 $19.34 November 10, 2005 4,439 $19.00 November 10, 2005 768 $19.01 November 10, 2005 85 $19.02 November 10, 2005 85 $19.04 November 10, 2005 939 $19.05 November 10, 2005 2,219 $19.06 November 10, 2005 85,359 $19.10 November 10, 2005 50,000 $19.15 November 10, 2005 2,944 $19.30

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 11, 2005 1,446 $19.30 November 11, 2005 510 $19.31 November 11, 2005 936 $19.33 November 11, 2005 170 $19.35 November 11, 2005 255 $19.37 November 11, 2005 85 $19.38 November 11, 2005 85 $19.39 November 11, 2005 340 $19.40 November 11, 2005 85 $19.41 November 11, 2005 2,381 $19.42 November 11, 2005 85 $19.43 November 11, 2005 85 $19.44 November 11, 2005 5,698 $19.45 November 11, 2005 425 $19.46 November 11, 2005 1,106 $19.47

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 11, 2005 85 $19.49 November 11, 2005 2,466 $19.50 November 15, 2005 15,800 $19.50 November 15, 2005 600 $19.51 November 15, 2005 1,200 $19.52 November 15, 2005 400 $19.53 November 15, 2005 900 $19.54 November 15, 2005 1,600 $19.55 November 15, 2005 1,200 $19.56 November 15, 2005 800 $19.57 November 15, 2005 200 $19.58 November 15, 2005 200 $19.59 November 15, 2005 3,300 $19.60 November 15, 2005 600 $19.62 November 15, 2005 200 $19.63

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 15, 2005 600 $19.69 November 15, 2005 2,400 $19.70 March 6, 2006 4,156 $23.00 March 6, 2006 277 $23.01 March 6, 2006 277 $23.02 March 6, 2006 1,109 $23.04 March 6, 2006 739 $23.05 March 6, 2006 2,494 $23.06 March 6, 2006 1,663 $23.07 March 6, 2006 554 $23.08 March 6, 2006 277 $23.09 March 6, 2006 18,937 $23.10 March 6, 2006 4,619 $23.11 March 6, 2006 277 $23.12 March 6, 2006 3,418 $23.13 March 6, 2006 647 $23.14 March 6, 2006 1,663 $23.15 March 6, 2006 924 $23.16 March 6, 2006 2,032 $23.17 March 6, 2006 647 $23.18 March 6, 2006 924 $23.19 March 6, 2006 3,233 $23.20

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- March 6, 2006 1,201 $23.21 March 6, 2006 370 $23.22 March 6, 2006 647 $23.23 March 6, 2006 185 $23.25 March 6, 2006 370 $23.26 March 6, 2006 1,109 $23.27 March 6, 2006 1,940 $23.28 March 6, 2006 1,201 $23.29 March 6, 2006 370 $23.30

YURPSE sold Common Shares in brokers transactions as follows:

NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 9, 2005 200 $19.15 November 9, 2005 17 $19.16 November 9, 2005 33 $19.17 November 9, 2005 866 $19.19 November 9, 2005 33 $19.20 November 9, 2005 400 $19.24 November 9, 2005 117 $19.27

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 9, 2005 350 $19.28 November 9, 2005 17 $19.29 November 9, 2005 67 $19.30 November 9, 2005 33 $19.31 November 9, 2005 250 $19.34 November 10, 2005 761 $19.00 November 10, 2005 132 $19.01 November 10, 2005 15 $19.02 November 10, 2005 15 $19.04 November 10, 2005 161 $19.05 November 10, 2005 381 $19.06 November 10, 2005 14,641 $19.10 November 10, 2005 8,500 $19.15 November 10, 2005 517 $19.30 November 11, 2005 254 $19.30

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 11, 2005 90 $19.31 November 11, 2005 164 $19.33 November 11, 2005 30 $19.35 November 11, 2005 45 $19.37 November 11, 2005 15 $19.38 November 11, 2005 15 $19.39 November 11, 2005 60 $19.40 November 11, 2005 15 $19.41 November 11, 2005 419 $19.42 November 11, 2005 15 $19.43 November 11, 2005 15 $19.44 November 11, 2005 1,002 $19.45 November 11, 2005 75 $19.46 November 11, 2005 194 $19.47 November 11, 2005 15 $19.49

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- November 11, 2005 434 $19.50 March 6, 2006 344 $23.00 March 6, 2006 23 $23.01 March 6, 2006 23 $23.02 March 6, 2006 91 $23.04 March 6, 2006 61 $23.05 March 6, 2006 206 $23.06 March 6, 2006 137 $23.07 March 6, 2006 46 $23.08 March 6, 2006 23 $23.09 March 6, 2006 1,563 $23.10 March 6, 2006 381 $23.11 March 6, 2006 23 $23.12 March 6, 2006 282 $23.13 March 6, 2006 53 $23.14 March 6, 2006 137 $23.15 March 6, 2006 76 $23.16 March 6, 2006 168 $23.17 March 6, 2006 53 $23.18 March 6, 2006 76 $23.19 March 6, 2006 267 $23.20 March 6, 2006 99 $23.21

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NUMBER OF PRICE DATE SHARES PER SHARE ---- --------- --------- March 6, 2006 30 $23.22 March 6, 2006 53 $23.23 March 6, 2006 15 $23.25 March 6, 2006 30 $23.26 March 6, 2006 91 $23.27 March 6, 2006 160 $23.28 March 6, 2006 99 $23.29 March 6, 2006 30 $23.30

Page 13 of 14 SIGNATURE After due 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: March 8, 2006 YALE UNIVERSITY By: /s/ David F. Swensen ------------------------------------ Name: David F. Swensen Title: Chief Investment Officer Page 14 of 14