<SEC-DOCUMENT>0001696663-25-000002.txt : 20250424
<SEC-HEADER>0001696663-25-000002.hdr.sgml : 20250424
<ACCEPTANCE-DATETIME>20250424202547
ACCESSION NUMBER:		0001696663-25-000002
CONFORMED SUBMISSION TYPE:	SCHEDULE 13D
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20250424
DATE AS OF CHANGE:		20250424

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Global Water Resources, Inc.
		CENTRAL INDEX KEY:			0001434728
		STANDARD INDUSTRIAL CLASSIFICATION:	WATER SUPPLY [4941]
		ORGANIZATION NAME:           	01 Energy & Transportation
		EIN:				900632193
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-89491
		FILM NUMBER:		25869453

	BUSINESS ADDRESS:	
		STREET 1:		21410 N. 19TH AVENUE
		STREET 2:		SUITE 220
		CITY:			PHOENIX
		STATE:			AZ
		ZIP:			85027
		BUSINESS PHONE:		480-999-3461

	MAIL ADDRESS:	
		STREET 1:		21410 N. 19TH AVENUE
		STREET 2:		SUITE 220
		CITY:			PHOENIX
		STATE:			AZ
		ZIP:			85027

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Cohn Andrew M.
		CENTRAL INDEX KEY:			0001696663
		ORGANIZATION NAME:           	

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D

	MAIL ADDRESS:	
		STREET 1:		C/O GARY GOTTO, KELLER ROHRBACK LLP
		STREET 2:		3101 NORTH CENTRAL AVENUE, #1400
		CITY:			PHOENIX
		STATE:			AZ
		ZIP:			85012
</SEC-HEADER>
<DOCUMENT>
<TYPE>SCHEDULE 13D
<SEQUENCE>1
<FILENAME>primary_doc.xml
<TEXT>
<XML>
<?xml version="1.0" encoding="UTF-8"?><edgarSubmission xmlns="http://www.sec.gov/edgar/schedule13D" xmlns:com="http://www.sec.gov/edgar/common">
  <headerData>
    <submissionType>SCHEDULE 13D</submissionType>
    <filerInfo>
      <filer>
        <filerCredentials>
          <cik>0001696663</cik>
          <ccc>XXXXXXXX</ccc>
        </filerCredentials>
      </filer>
      <liveTestFlag>LIVE</liveTestFlag>



    </filerInfo>
  </headerData>
  <formData>
    <coverPageHeader>
      <securitiesClassTitle>Common Stock, $0.01 per share par value</securitiesClassTitle>
      <dateOfEvent>03/27/2025</dateOfEvent>
      <previouslyFiledFlag>false</previouslyFiledFlag>
      <issuerInfo>
        <issuerCIK>0001434728</issuerCIK>
        <issuerCUSIP>379463102</issuerCUSIP>
        <issuerName>Global Water Resources, Inc.</issuerName>
        <address>
          <com:street1>21410 N. 19TH AVENUE</com:street1>
          <com:street2>SUITE 220</com:street2>
          <com:city>PHOENIX</com:city>
          <com:stateOrCountry>AZ</com:stateOrCountry>
          <com:zipCode>85027</com:zipCode>
        </address>
      </issuerInfo>
      <authorizedPersons>
        <notificationInfo>
          <personName>Gary A. Gotto</personName>
          <personPhoneNum>6022306322</personPhoneNum>
          <personAddress>
            <com:street1>3101 N Central Ave</com:street1>
            <com:street2>Ste 1400</com:street2>
            <com:city>Phoenix</com:city>
            <com:stateOrCountry>AZ</com:stateOrCountry>
            <com:zipCode>85012</com:zipCode>
          </personAddress>
        </notificationInfo>
      </authorizedPersons>
    </coverPageHeader>
    <reportingPersons>
      <reportingPersonInfo>
        <reportingPersonCIK>0001696663</reportingPersonCIK>
        <reportingPersonNoCIK>N</reportingPersonNoCIK>
        <reportingPersonName>Cohn Andrew M.</reportingPersonName>
        <fundType>PF</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>X1</citizenshipOrOrganization>
        <soleVotingPower>2383431.00</soleVotingPower>
        <sharedVotingPower>42150.00</sharedVotingPower>
        <soleDispositivePower>2383431.00</soleDispositivePower>
        <sharedDispositivePower>42150.00</sharedDispositivePower>
        <aggregateAmountOwned>2425581.00</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>8.8</percentOfClass>
        <typeOfReportingPerson>IN</typeOfReportingPerson>
      </reportingPersonInfo>
    </reportingPersons>
    <items1To7>
      <item1>
        <securityTitle>Common Stock, $0.01 per share par value</securityTitle>
        <issuerName>Global Water Resources, Inc.</issuerName>
        <issuerPrincipalAddress>
          <com:street1>21410 N. 19TH AVENUE</com:street1>
          <com:street2>SUITE 220</com:street2>
          <com:city>PHOENIX</com:city>
          <com:stateOrCountry>AZ</com:stateOrCountry>
          <com:zipCode>85027</com:zipCode>
        </issuerPrincipalAddress>
        <commentText>This Statement relates to the common stock, par value $.01, of Global Water Resources, Inc., a Delaware corporation ("Common Stock"). The principal executive offices of Global Water Resources, Inc. are located at 21410 N. 19th Ave. #220, Phoenix, Arizona 85027.

On April 1, 2025, the Reporting Persons filed a Schedule 13D that reported their acquisition of Common Stock as set forth in Item 3 below. The Schedule 13D inadvertently omitted to include in Reporting Persons' reported beneficial ownership 2,203 shares of Common Stock. This Schedule 13D (corrected) includes the inadvertently omitted shares in Reported Persons' beneficial ownership.</commentText>
      </item1>
      <item2>
        <filingPersonName>This Schedule 13D is being filed by Andrew M Cohn and Amy Cohn, husband and wife. Each of the foregoing is referred to as a 'Reporting Person' and collectively as the 'Reporting Persons.' Each of the Reporting Persons is a party to a Joint Filing Agreement, which is attached hereto as Exhibit A. Accordingly, the Reporting Persons are filing this joint Schedule 13D.</filingPersonName>
        <principalBusinessAddress>The business address for each of the Reporting Persons is 2801 E. Camelback Rd. Suite 450, Phoenix, Arizona 85016.</principalBusinessAddress>
        <principalJob>The present principal occupation of Andrew M. Cohn is real estate investment. The present principal occupation of Amy Cohn is homemaker.</principalJob>
        <hasBeenConvicted>During the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).</hasBeenConvicted>
        <convictionDescription>During the last five years, the Reporting Persons have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding been subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to federal or state securities law, or finding any violations with respect to such laws.</convictionDescription>
        <citizenship>Each of the Reporting Persons is a citizen of the United States of America.</citizenship>
      </item2>
      <item3>
        <fundsSource>On March 27, 2025, the Reporting Persons acquired 252,000 shares of Common Stock for total consideration of $2,520,000, pursuant to a Securities Purchase Agreement to which the Reporting Persons and Global Water Resources, Inc. are parties. The source of the funds for such acquisition was the Reporting Persons' personal funds.</fundsSource>
      </item3>
      <item4>
        <transactionPurpose>The Reporting Persons acquired all shares of Common Stock of the Company with the intent of holding the shares for investment purposes, but may consider and pursue a variety of alternatives, including, without limitation, selling the shares.

This report shall not be deemed an admission by any person or entity identified herein that he or it is the beneficial owner of Common Stock except as provided herein; and each person or entity identified herein disclaims beneficial ownership of such Common Stock except to the extent of his or its pecuniary interest therein.</transactionPurpose>
      </item4>
      <item5>
        <percentageOfClassSecurities>The Reporting Persons beneficially own 2,425,581 shares of Common Stock, which constitute 8.84% of the outstanding shares of Common Stock.</percentageOfClassSecurities>
        <numberOfShares>The Reporting Persons jointly share the power to vote and dispose of 2,383,431 shares of Common Stock. They jointly share with their adult son Matthew Cohn the power to vote and dispose of 21,075 shares of Common Stock. They jointly share with their adult daughter Alexa Cohn the power to vote and dispose of 21,075 shares of Common Stock.</numberOfShares>
        <transactionDesc>On March 27, 2025, the Reporting Persons acquired 252,000 shares of Common Stock for total consideration of $2,520,000, pursuant to a Securities Purchase Agreement to which the Reporting Persons and Global Water Resources, Inc. are parties.</transactionDesc>
        <listOfShareholders>N/A</listOfShareholders>
        <date5PercentOwnership>N/A</date5PercentOwnership>
      </item5>
      <item6>
        <contractDescription>Andrew M. Cohn, Levine Investments Limited Partnership, William S. Levine, Jonathan Levine (together, the "Shareholders") entered into a Standstill Agreement (the "Agreement") with the Company. Pursuant to the Agreement, the Shareholders agreed that neither themselves nor their Affiliates (as defined in the Agreement) will directly or indirectly, without the prior written consent of the Company (i) acquire, agree to acquire, or make any proposal to acquire, equity securities (including convertible debt instruments and preferred stock or any shares of capital stock issuable upon the conversion or exercise thereof (i) of the Company, or (ii) in any way participate in a "group" (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) in connection with the ownership, voting or acquisition of any equity security of the Company. Notwithstanding the foregoing, (a) Andrew M. Cohn may purchase equity securities provided that after such purchase, Andrew M. Cohn and his Affiliates beneficially own no more than 9.9%, in the aggregate, of the voting power of all voting securities of the Company; and (b) a Shareholder who is a member of the Board of Directors of the Company may receive equity compensation in payment for his board service provided that after such payment, such Shareholder and his Affiliates beneficially own no more than 49.0%, in the aggregate, of the voting power of all voting securities of the Company. In the event that after such payment the Shareholder or Affiliates would own more than 49.0%, in the aggregate, of the voting power of all voting securities of the Company, such equity compensation shall be replaced with a cash payment of equivalent value to the Shareholder and Affiliates as applicable.</contractDescription>
      </item6>
      <item7>
        <filedExhibits>Joint Filing Agreement</filedExhibits>
      </item7>
    </items1To7>
    <signatureInfo>
      <signaturePerson>
        <signatureReportingPerson>Cohn Andrew M.</signatureReportingPerson>
        <signatureDetails>
          <signature>Andrew M. Cohn</signature>
          <title>Andrew M. Cohn</title>
          <date>04/24/2025</date>
        </signatureDetails>
        <signatureDetails>
          <signature>Amy Cohn</signature>
          <title>Amy Cohn</title>
          <date>04/24/2025</date>
        </signatureDetails>
      </signaturePerson>
    </signatureInfo>
  </formData>

</edgarSubmission>
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</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
