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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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X0202 SCHEDULE 13D/A 0001201333 XXXXXXXX LIVE 8 Common Shares, par value $0.001 per share 09/14/2026 false 0000016859 G7T96K107 Scully Royalty Ltd. ROOM 2103 SHANGHAI MART TOWER 2299 YAN AN ROAD WEST, CHANGNING DIST. SHANGHAI F4 200336 Neil S. Subin (561) 287-5399 2336 SE Ocean Blvd., Suite 400 Stuart FL 34996 0001201333 N Neil S. Subin a AF PF OO N X1 0.00 1985952.00 0.00 1985952.00 1985952.00 N 13.0 IN Note to Rows 8, 9, 10 and 11: Represents (i) 48,483 common shares owned of record by MILFAM LLC; (ii) 31,033 common shares, par value $0.001 per share ("common shares"), of Scully Royalty Ltd. (the "Issuer") owned of record by Catherine C. Miller Irrevocable Trust; (iii) 22,456 common shares owned of record by Catherine C Miller Trust A-3; (iv) 215,042 common shares owned of record by Catherine C Miller Revocable Trust; (v) 20,658 common shares owned of record by Kimberley S. Miller GST Trust; (vi) 188,687 common shares owned of record by LIMFAM LLC; (vii) 163,005 common shares owned of record by LIM III Estate LLC; (viii) 64,715 common shares owned of record by Lloyd I. Miller Trust A-1; (ix) 28,355 common shares owned of record by Catherine C Miller Estate; (x) 5,330 common shares owned of record by Lloyd I. Miller, III Irrevocable Trust; (xi) 32,693 common shares owned of record by Miller Great Grandchildren Trust; (xii) 176,735 common shares owned of record by Susan F. Miller Spousal Trust A-4; (xiii) 176,734 common shares owned of record by Miller Family Education and Medical Trust; (xiv) 150,282 common shares owned of record by MILFAM I L.P.; (xv) 428,563 common shares owned of record by MILFAM II L.P.; (xvi) 26,611 common shares owned of record by MILFAM III LLC; (xvii) 40,250 common shares owned of record by Susan F. Miller; and (xviii) 166,320 common shares owned of record by Alimco Re Ltd. Mr. Subin is the President and Manager of MILFAM LLC, which serves as manager, general partner, or advisor of a number of the foregoing entities formerly managed or advised by the late Lloyd I. Miller, III, and he also serves as trustee of a number of the foregoing trusts for the benefit of the family of the late Mr. Lloyd I. Miller, III, consequently, he may be deemed the beneficial owner of the shares specified in clauses (i) through (xviii) of the preceding sentence. Mr. Subin disclaims beneficial ownership of any shares other than to the extent he may have a pecuniary interest therein. Note to Row 13: The percentage reported in this Amendment No. 8 to Schedule 13D (this "Amendment No. 8") is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Issuer's Current Report on Form 6-K ("Form 6-K") as filed with the U.S. Securities and Exchange Commission on December 5, 2025). 0001728825 N MILFAM LLC a AF PF OO N DE 0.00 1957597.00 0.00 1957597.00 1957597.00 N 12.9 OO Note to Rows 8, 10 and 11: Represents (i) 22,456 common shares owned of record by Catherine C Miller Trust A-3; (ii) 215,042 common shares owned of record by Catherine C Miller Revocable Trust; (iii) 188,687 common shares owned of record by LIMFAM LLC; (iv) 163,005 common shares owned of record by LIM III Estate LLC; (v) 64,715 common shares owned of record by Lloyd I. Miller Trust A-1; (vi) 176,735 common shares owned of record by Susan F. Miller Spousal Trust A-4; (vii) 176,734 common shares owned of record by Miller Family Education and Medical Trust; (viii) 150,282 common shares owned of record by MILFAM I L.P.; (ix) 428,563 common shares owned of record by MILFAM II L.P.; (x) 26,611 common shares owned of record by MILFAM III LLC; (xi) 48,483 common shares owned of record by MILFAM LLC; (xii) 166,320 common shares owned of record by Alimco Re Ltd.; (xiii) 31,033 common shares owned of record by Catherine C. Miller Irrevocable Trust; (xiv) 20,658 common shares owned of record by Kimberley S. Miller GST Trust; (xv) 32,693 common shares owned of record by Miller Great Grandchildren Trust; (xvi) 5,330 common shares owned of record by Lloyd I. Miller, III Irrevocable Trust; and (xvii) 40,250 common shares owned of record by Susan F. Miller. MILFAM LLC serves as manager, general partner, or advisor of the foregoing entities formerly managed or advised by the late Lloyd I. Miller, III, consequently, it may be deemed the beneficial owner of the shares specified in clauses (i) through (xvii) of the preceding sentence. MILFAM LLC disclaims beneficial ownership of any shares other than to the extent it may have a pecuniary interest therein. Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). 0001810453 N Alimco Re Ltd. a WC N D0 0.00 166320.00 0.00 166320.00 166320.00 N 1.1 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Catherine C. Miller Irrevocable Trust a PF N X1 0.00 31033.00 0.00 31033.00 31033.00 N 0.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Catherine C Miller Trust A-3 a PF N X1 0.00 22456.00 0.00 22456.00 22456.00 N 0.1 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Catherine C Miller Revocable Trust a PF N X1 0.00 215042.00 0.00 215042.00 215042.00 N 1.4 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Kimberley S. Miller GST Trust a PF N X1 0.00 20658.00 0.00 20658.00 20658.00 N 0.1 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y LIMFAM LLC a WC N DE 0.00 188687.00 0.00 188687.00 188687.00 N 1.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y LIM III Estate LLC a PF N DE 0.00 163005.00 0.00 163005.00 163005.00 N 1.1 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Lloyd I. Miller Trust A-1 a PF N X1 0.00 64715.00 0.00 64715.00 64715.00 N 0.4 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Catherine C Miller Estate a PF N X1 0.00 28355.00 0.00 28355.00 28355.00 N 0.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Lloyd I. Miller, III Irrevocable Trust a PF N X1 0.00 5330.00 0.00 5330.00 5330.00 N 0.0 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Miller Great Grandchildren Trust a PF N X1 0.00 32693.00 0.00 32693.00 32693.00 N 0.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Susan F. Miller Spousal Trust A-4 a PF N X1 0.00 176735.00 0.00 176735.00 176735.00 N 1.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Miller Family Education and Medical Trust a PF N X1 0.00 176734.00 0.00 176734.00 176734.00 N 1.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y MFTC, LLC a OO N X1 0.00 353469.00 0.00 353469.00 353469.00 N 2.3 OO Note to Rows 8, 10 and 11: Represents (i) 176,735 common shares owned of record by Susan F. Miller Spousal Trust A-4 and (ii) 176,734 common shares owned of record by Miller Family Education and Medical Trust. MFTC, LLC ("MFTC") acts as trustee for the Susan F. Miller Spousal Trust A-4 and the Miller Family Education and Medical Trust, consequently, MFTC may be deemed the beneficial owner of the shares specified in clauses (i) and (ii) of the preceding sentence. MFTC disclaims beneficial ownership of any shares other than to the extent it may have a pecuniary interest therein. Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y MILFAM I L.P. a WC N X1 0.00 150282.00 0.00 150282.00 150282.00 N 1.0 PN Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y MILFAM II L.P. a WC N X1 0.00 428563.00 0.00 428563.00 428563.00 N 2.8 PN Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y MILFAM III LLC a WC N X1 0.00 26611.00 0.00 26611.00 26611.00 N 0.2 OO Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Y Susan F. Miller a PF N X1 0.00 40250.00 0.00 40250.00 40250.00 N 0.3 IN Note to Row 13: The percentage reported in this Amendment No. 8 is based upon 15,226,351 common shares outstanding as of November 24, 2025 (according to the Form 6-K). Common Shares, par value $0.001 per share Scully Royalty Ltd. ROOM 2103 SHANGHAI MART TOWER 2299 YAN AN ROAD WEST, CHANGNING DIST. SHANGHAI F4 200336 EXPLANATORY NOTE This Amendment No. 8 to Schedule 13D ("Amendment No. 8") amends and supplements the Schedule 13D filed by the Reporting Persons on December 11, 2023, as amended on October 8, 2024, November 26, 2025, December 8, 2025, December 8, 2025, December 19, 2025, December 29, 2025, and July 31, 2026 (collectively, the "Original Schedule 13D"), to amend certain information previously reported by the Reporting Persons in the Original Schedule 13D by adding the information set forth below to the items indicated. Peter R. Kellogg, Goose Creek Capital, Inc., Charles K. Kellogg, IAT Reinsurance Company Ltd., IAT Insurance Group, Inc. and Harco National Insurance Company (the "Kellogg Parties" and together with the Reporting Persons, the "Reporting Group") are jointly filing a separate Schedule 13D on the date hereof reporting their respective beneficial ownership of common shares of the Issuer (the "Kellogg Schedule 13D"). Unless otherwise stated herein, all capitalized terms used in this Amendment No. 8 have the same meanings as those set forth in the Original Schedule 13D. Except as modified below, this Amendment No. 8 does not modify any of the information previously reported on the Original Schedule 13D, which remains unchanged. Item 4 of the Original Schedule 13D is amended as follows: On September 14, 2026, certain members of the Reporting Group delivered a Notice of Requisition for Extraordinary General Meeting (the "Requisition Notice") to the Issuer pursuant to Article 16.3 of the Amended and Restated Articles of Association of the Company adopted by special resolution dated July 12, 2017 (the "Articles"). Pursuant to the Articles and the Requisition Notice, the Issuer is required to proceed to convene an extraordinary general meeting of the members of the Issuer ("EGM") for the purposes of considering, and if thought fit, passing ordinary resolutions appointing each of Jerrod Freund, Mark Holliday, Nimesh Patel and Skyler Wichers (the "Director Nominees") as a Director of the Issuer, succeeding Michael J. Smith, Dr. Shuming Zhao, Silke S. Stenger and Jochen Dumler (the "Incumbent Directors"), respectively, and, in the event that such ordinary resolutions are later determined for any reason to be ineffective, members of the Issuer are also asked to vote on special resolutions removing each of the Incumbent Directors and any Director of the Issuer appointed by the Incumbent Directors between the date of the Requisition Notice and the conclusion of the EGM and ordinary resolutions appointing each of the Director Nominees. Item 7 is hereby amended and supplemented by adding the following: Exhibit 1 Joint Filing Agreement, dated September 16, 2026 Neil S. Subin /s/ Neil S. Subin Neil S. Subin 09/16/2026 MILFAM LLC /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Alimco Re Ltd. /s/ Dylan Cariero Dylan Cariero/Chief Executive Officer 09/16/2026 Catherine C. Miller Irrevocable Trust /s/ Neil S. Subin Neil S. Subin/Trustee 09/16/2026 Catherine C Miller Trust A-3 /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Catherine C Miller Revocable Trust /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Kimberley S. Miller GST Trust /s/ Neil S. Subin Neil S. Subin/Trustee 09/16/2026 LIMFAM LLC /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 LIM III Estate LLC /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Lloyd I. Miller Trust A-1 /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Catherine C Miller Estate /s/ Neil S. Subin Neil S. Subin/Personal Representative 09/16/2026 Lloyd I. Miller, III Irrevocable Trust /s/ Neil S. Subin Neil S. Subin/Trustee 09/16/2026 Miller Great Grandchildren Trust /s/ Neil S. Subin Neil S. Subin/Trustee 09/16/2026 Susan F. Miller Spousal Trust A-4 /s/ Neil S. Subin Neil S. Subin/President 09/16/2026 Miller Family Education and Medical Trust /s/ Neil S. Subin Neil S. Subin/President 09/16/2026 MFTC, LLC /s/ Neil S. Subin Neil S. Subin/President 09/16/2026 MILFAM I L.P. /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 MILFAM II L.P. /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 MILFAM III LLC /s/ Neil S. Subin Neil S. Subin/Manager 09/16/2026 Susan F. Miller /s/ Susan F. Miller Susan F. Miller 09/16/2026