X0303 4 2011-07-01 0001407623 RETAIL OPPORTUNITY INVESTMENTS CORP ROIC 0001137521 GLENHILL ADVISORS LLC 156 WEST 56TH STREET 17TH FLOOR NEW YORK NY 10019 0 0 1 0 0001159120 KREVLIN GLENN J 156 WEST 56TH STREET 17TH FLOOR NEW YORK NY 10019 0 0 1 0 0001137522 GLENHILL CAPITAL MANAGEMENT LLC 156 WEST 56TH STREET 17TH FLOOR NEW YORK NY 10019 0 0 1 0 0001300986 Glenhill Capital Overseas Master Fund, L.P. 156 WEST 56TH STREET 17TH FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock 2325000 I See Footnote Common Stock Purchase Warrant (Right to Buy) Common Stock 2600000 2600000 I See Footnote All of the securities reported in this Form 4 were previously reported. This Form 4 is being filed solely to report that pursuant to an internal restructuring effective July 1, 2011, Glenhill Capital LP transferred all of the reported securities of the Issuer held by it to Glenhill Capital Overseas Master Fund, LP. Reporting person, Glenn J. Krevlin, is the managing member of Glenhill Advisors, LLC, a limited liability company that is managing member of Glenhill Capital Management LLC, which has investment control and owns a minority interest in various private investment funds, including Glenhill Capital Overseas Master Fund, LP, which owns the reported securities, and Glenhill Capital LP. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. /s/ Glenn J. Krevlin 2011-07-06 /s/ Glenn J. Krevlin, Managing Member, Glenhill Advisors, LLC 2011-07-06 /s/ Glenn J. Krevlin, Managing Member, Glenhill Advisors, LLC, Managing Member, Glenhill Capital Management, LLC 2011-07-06 /s/ Glenn J. Krevlin, Managing Member, Glenhill Advisors, LLC, Managing Member, Glenhill Capital Management, LLC, Sole Shareholder, Glenhill Capital Overseas GP, Ltd., General Partner, Glenhill Capital Overseas Master Fund LP 2011-07-06