Thomas P. Durels - Dec 17, 2024 Form 4 Insider Report for Empire State Realty Trust, Inc. (ESRT)

Role: EVP, Real Estate
Signature: /s/ Susanne J. Lieu, Attorney-in-Fact
Stock symbol: ESRT
Transactions as of: Dec 17, 2024
Transactions value $: -$34,804
Form type: 4
Date filed: 12/19/2024, 05:57 PM
Previous filing: Mar 15, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ESRT	Class A Common Stock	Conversion of derivative security	$0	+100K		$0.00	100K	Dec 17, 2024	Direct
transaction	ESRT	Class A Common Stock	Sale	-$34.8K	-3.19K	-3.19%	$10.90	96.8K	Dec 18, 2024	Direct	F1

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	Conversion of derivative security	$0	-100K	-4.06%	$0.00	2.36M	Dec 17, 2024	Class A Common Stock	100K		Direct	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	The transactions reported in this Form 4 are being reported in conjunction with the sale by the Reporting Person, on December 18, 2024, of 3,193 shares of Class A Common Stock during an open window period through a secondary market block trade pursuant to Rule 144 under the Securities Act of 1933, as amended. The sale was made for financial planning purposes for the Reporting Person and represents less than 1% of the Reporting Person's beneficial ownership of equity in the Issuer on a fully diluted basis.
F2	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. 2013 Equity Incentive Plan.
F3	These LTIP Units are fully vested.
F4	A total of 100,000 of vested LTIP Units were converted by the Reporting Person on a one-for-one basis into Operating Partnership Units, which were then redeemed for an equal number of shares of the Issuer's Class A Common Stock.