Thomas P. Durels - Mar 13, 2024 Form 4 Insider Report for Empire State Realty Trust, Inc. (ESRT)

Role: EVP, Real Estate
Signature: /s/ Heather L. Houston, Attorney-in-Fact
Stock symbol: ESRT
Transactions as of: Mar 13, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/15/2024, 05:50 PM
Previous filing: Feb 14, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ESRT	LTIP Units	Award	$0	+108K	+5.06%	$0.00	2.23M	Mar 13, 2024	Class A Common Stock	108K		Direct	F1, F2
transaction	ESRT	LTIP Units	Award	$0	+123K	+5.53%	$0.00	2.36M	Mar 13, 2024	Class A Common Stock	123K		Direct	F1, F3
transaction	ESRT	LTIP Units	Award	$0	+105K	+4.47%	$0.00	2.46M	Mar 13, 2024	Class A Common Stock	105K		Direct	F1, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These represent long term incentive plan units ("LTIP Units"), a class of units of Empire State Realty OP, L.P. (the "Operating Partnership"). Conditioned upon sufficient allocations to the capital accounts of the LTIP Units for federal income tax purposes, LTIP Units are convertible by the Reporting Person, upon vesting, into an equivalent number of units of limited partnership interests ("Operating Partnership Units") of the Operating Partnership, which are redeemable by the holder for shares of Class A Common Stock of Empire State Realty Trust, Inc. (the "Issuer") on a one-for-one basis or the cash value of such shares, at the Issuer's option. The rights to convert LTIP Units into Operating Partnership Units and redeem Operating Partnership Units do not have expiration dates. These LTIP Units were granted under the Empire State Realty Trust, Inc. Empire State Realty OP, L.P. 2019 Equity Incentive Plan.
F2	These LTIP Units vest ratably on each of the first four anniversaries of January 1, 2024, subject to continued employment through such dates. Each of the LTIP Units is subject to a holding period for an additional two years following the applicable vesting date of such LTIP Unit.
F3	These LTIP Units vest ratably on each of the first three anniversaries of January 1, 2024, subject to continued employment through such dates, and are issued in connection with the Reporting Person's election to receive LTIP Units in lieu of the Reporting Person's 2023 cash annual incentive bonus. Each of the LTIP Units is subject to a holding period for an additional two years following the applicable vesting date of such LTIP Unit.
F4	These LTIP Units vest 100% on June 30, 2027, subject to continued employment. Each of the LTIP Units is subject to a holding period for an additional two years following the vest date of such LTIP Unit.