Form 4: Patricia Han Receives Long-Term Incentive Plan Units in Empire State Realty Trust

Director Patricia Han was granted 16,484 Long Term Incentive Plan Units (LTIP Units) in Empire State Realty Trust, which are convertible into Class A Common Stock upon vesting.

Summary

• Patricia Han, a director of Empire State Realty Trust, Inc. (ESRT), received 16,484 Long Term Incentive Plan Units (LTIP Units) on May 16, 2025.
• These LTIP Units are a class of units of Empire State Realty OP, L.P. and were granted under the 2024 Equity Incentive Plan.
• Upon vesting and sufficient capital allocations, these LTIP Units can be converted into Operating Partnership Units, which are redeemable for Class A Common Stock of ESRT on a one-for-one basis or the cash value of such shares, at the Issuer's option.
• The rights to convert LTIP Units and redeem Operating Partnership Units do not have expiration dates.
• The LTIP Units vest ratably on each of the first four anniversaries of the grant date and are subject to an additional two-year holding period after the applicable grant date.
• Following the transaction, Patricia Han beneficially owns 126,123 shares of Class A Common Stock directly.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The granting of LTIP units is a standard practice and indicates a commitment to aligning director interests with shareholder value. There are no immediate negative implications.

Positives

• The grant of LTIP Units aligns Patricia Han's interests with the long-term performance of Empire State Realty Trust.
• The vesting schedule encourages continued service and commitment from the director.
• The conversion feature provides flexibility, allowing the holder to redeem for shares or cash.

Future Outlook

The LTIP Units are designed to incentivize long-term performance, suggesting the company anticipates continued growth and value creation.

Industry Context

Grants of LTIP units are a common practice in the real estate industry to align the interests of directors and management with those of shareholders, incentivizing long-term value creation.

Comparison to Industry Standards

• Equity-based compensation, such as LTIP units, is a standard practice among publicly traded REITs like ESRT to attract and retain key personnel.
• Companies such as Boston Properties (BXP) and Vornado Realty Trust (VNO) also utilize similar long-term incentive plans for their executives and directors.
• The vesting schedules and holding periods associated with these units are generally in line with industry norms, promoting sustained commitment and performance.

Stakeholder Impact

• Shareholders may view the LTIP unit grant positively, as it aligns the director's interests with long-term company performance.
• The grant has no immediate impact on employees, customers, suppliers, or creditors.

Key Dates

Keywords

LTIP Units, Empire State Realty Trust, Patricia Han, Director, Equity Incentive Plan, Class A Common Stock, Beneficial Ownership, Form 4