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

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Colony Capital, Inc. (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/02/2021	3. Issuer Name and Ticker or Trading Symbol Landmark Infrastructure Partners LP [ LMRK ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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 Units (Limited Partner Interests)	3,360,308	I	See Footnotes(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

1. Name and Address of Reporting Person* Colony Capital, Inc. (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Digital LD Management / Non-REIT Holdings, LP (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Digital LD GP, LLC (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* DCP II LD Management / Non-REIT HoldCo, LP (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Digital LD HoldCo GP, LLC (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Digital Colony II (DE AIV), LP (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Digital Colony II GP, LLC (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Colony DCP II HoldCo, LLC (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

1. Name and Address of Reporting Person* Colony Capital Operating Company, LLC (Last) (First) (Middle) 750 PARK OF COMMERCE DRIVE, SUITE 210 (Street) BOCA RATON FL 33487 (City) (State) (Zip)

Explanation of Responses:

1. Reflects securities held directly by Landmark Dividend LLC. Landmark Dividend LLC was acquired by Digital LD Management / Non-REIT Holdings, LP on June 2, 2021. The general partner of Digital LD Management / Non-REIT Holdings, LP is Digital LD GP, LLC. Digital LD GP, LLC is wholly owned by DCP II LD Management / Non-REIT HoldCo, LP. The general partner of DCP II LD Management / Non-REIT HoldCo, LP is Digital LD HoldCo GP, LLC. Digital LD HoldCo GP, LLC is wholly owned by Digital Colony II (DE AIV), LP. The general partner of Digital Colony II (DE AIV), LP is Digital Colony II GP, LLC. Colony DCP II HoldCo, LLC is the sole owner of equity interests in Digital Colony II GP, LLC and Colony Capital Operating Company, LLC is the sole owner of equity interests in Colony DCP II HoldCo, LLC. The managing member of Colony Capital Operating Company, LLC is Colony Capital, Inc.

2. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

	DIGITAL LD MANAGEMENT / NON-REIT HOLDINGS, LP, By: Digital LD GP, LLC, its general partner, By: /s/ Geoffrey Goldschein, Name: Geoffrey Goldschein, Title: Vice President	06/14/2021
	DIGITAL LD GP, LLC, By: /s/ Geoffrey Goldschein, Name: Geoffrey Goldschein, Title: Vice President	06/14/2021
	DCP II LD MANAGEMENT / NON-REIT HOLDCO, LP, By: Digital LD HoldCo GP, LLC, its general partner, By: /s/ Geoffrey Goldschein, Name: Geoffrey Goldschein, Title: Vice President	06/14/2021
	DIGITAL LD HOLDCO GP, LLC, By: /s/ Geoffrey Goldschein, Name: Geoffrey Goldschein, Title: Vice President	06/14/2021
	DIGITAL COLONY II (DE AIV), LP, By: Digital Colony II GP, LLC, its general partner, By: /s/ Ronald M. Sanders, Name: Ronald M. Sanders, Title: Vice President	06/14/2021
	DIGITAL COLONY II GP, LLC, By: /s/ Ronald M. Sanders, Name: Ronald M. Sanders, Title: Vice President	06/14/2021
	COLONY DCP II HOLDCO, LLC, By: /s/ Ronald M. Sanders, Name: Ronald M. Sanders, Title: Vice President	06/14/2021
	COLONY CAPITAL OPERATING COMPANY, LLC, By: /s/ Ronald M. Sanders, Name: Ronald M. Sanders, Title: Vice President, Secretary	06/14/2021
	COLONY CAPITAL, INC., By: /s/ Ronald M. Sanders, Name: Ronald M. Sanders, Title: Executive Vice President, Chief Legal Officer and Secretary	06/14/2021
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.