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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0000895345-22-000798 0001380393 XXXXXXXX LIVE 5 Common Stock, par value $0.01 par value per share 03/31/2025 false 0000764897 111294104 Broad Street Realty, Inc. 1345 Avenue of the Americas 46th Floor New York NY 10105 David N. Brooks (212) 798-6100 1345 Avenue of the Americas 46th Floor New York NY 10105 Y CF Flyer Mezz Holdings LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FCOF V Expansion ULMA-C Investments LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FCOF V Expansion CDFG MA-C Investments LLC (UL Series) OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Fortress Credit Opportunities Fund V Expansion (G) L.P. OO N E9 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 PN The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Fortress Credit Opportunities V Advisors LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FCO Fund V GP LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Hybrid GP Holdings (Cayman) LLC OO N E9 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Hybrid GP Holdings LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FIG LLC OO Y DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Fortress Operating Entity I LP OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 PN The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FIG Blue LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 CO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). 0001380393 N Fortress Investment Group LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FINCO I Intermediate Holdco LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FINCO I LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FIG Parent, LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y Foundation Holdco LP OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 PN The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Y FIG Buyer GP, LLC OO N DE 0.00 2560000.00 0.00 2560000.00 2560000.00 N 6.8 OO The reported securities represent 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and the reported percentage is calculated based on 34,969,632 shares of Common Stock outstanding as of March 21, 2025, as increased by 2,560,000 shares of Common Stock issuable upon the exercise of the Fortress Warrant and deemed outstanding pursuant to Rule 13d-3(d)(1)(i). Common Stock, par value $0.01 par value per share Broad Street Realty, Inc. 1345 Avenue of the Americas 46th Floor New York NY 10105 Item 1 is hereby amended and restated as follows: This Amendment No. 5 (this "Amendment") amends and supplements (i) the Statement on Schedule 13D filed on November 29, 2022 and Amendment No.1 thereto filed by Fortress and the other reporting persons named therein (together, the "Original Schedule 13D"), (ii) the Statement on Schedule 13D filed by FINCO I Intermediate Holdco LLC, FINCO I LLC, FIG Parent, LLC, Foundation Holdco LP and FIG Buyer GP, LLC on May 21, 2024 (the "Reorganization 13D"), (iii) Amendment No. 2 filed on February 4, 2025, by Fortress and the other persons named therein, to each of the Original Schedule 13D and the Reorganization 13D (together and as so amended, the "Amended Schedule 13D") and (iv) Amendment No. 3 and Amendment No. 4 to the Amended Schedule 13D filed on March 4, 2025, and March 12, 2025, respectively, by Fortress and the other persons named therein (as so amended, the "Schedule 13D"), each relating to common stock, par value $0.01 par value per share ("Common Stock"), of Broad Street Realty, Inc., a Delaware corporation (the "Issuer"). Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Schedule 13D. Capitalized terms not otherwise defined in this Amendment shall have the same meanings ascribed thereto in the Schedule 13D. The Issuer's principal executive offices are located at 11911 Freedom Drive, Suite 450, Reston, Virginia 20190. Item 4 is hereby as amended to incorporate the following at the end thereof: On March 31, 2025, Seller and Note Seller (collectively, the "Sellers") delivered a notice of default, termination and reservation of rights (the "Notice") to the Purchaser and Note Purchaser (collectively, the "Purchasers") following a material breach by the Purchasers of their respective obligations to complete the closings under the Preferred Membership Interest and Warrant Purchase Agreement and Note Purchase Agreement (collectively, the Purchase Agreements"), respectively, without properly exercising the Purchasers' extension options. Pursuant to the Notice, the Sellers terminated the Purchase Agreements effective as of March 31, 2025. Sellers are in receipt of, and will retain, the nonrefundable deposits made by Purchasers under the Purchase Agreements. The information set forth in Item 4 hereof is hereby incorporated into this Item 6 and added at the end thereof. Exhibit 99.7 Joint Filing Agreement, by and among the Reporting Persons, dated as of February 4, 2025, incorporated by reference to Exhibit 99.7 to Amendment No. 2. Exhibit 99.10 Letter Agreement, by and among CF Flyer PE Investor LLC, CF Flyer Mezz Holdings LLC, CF Flyer Mezz Lender LLC, FMC BRST Preferred LLC, FMC BRST Mezzanine LLC and Broad Street Realty Inc., dated as of March 10, 2025. CF Flyer Mezz Holdings LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FCOF V Expansion ULMA-C Investments LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FCOF V Expansion CDFG MA-C Investments LLC (UL Series) /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 Fortress Credit Opportunities Fund V Expansion (G) L.P. /s/ David N. Brooks David N. Brooks/Secretary By: FCO Fund V GP LLC, its general partner 04/02/2025 Fortress Credit Opportunities V Advisors LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FCO Fund V GP LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 Hybrid GP Holdings (Cayman) LLC /s/ David N. Brooks David N. Brooks/Secretary By: Hybrid GP Holdings LLC, its managing member 04/02/2025 Hybrid GP Holdings LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FIG LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 Fortress Operating Entity I LP /s/ David N. Brooks David N. Brooks/Secretary By: FIG Blue LLC, its general partner 04/02/2025 FIG Blue LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 Fortress Investment Group LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FINCO I Intermediate Holdco LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FINCO I LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 FIG Parent, LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025 Foundation Holdco LP /s/ David N. Brooks David N. Brooks/Secretary By: FIG Buyer GP, LLC, its general partner 04/02/2025 FIG Buyer GP, LLC /s/ David N. Brooks David N. Brooks/Secretary 04/02/2025