0000899243-18-005260.txt : 20180223
0000899243-18-005260.hdr.sgml : 20180223
20180223143038
ACCESSION NUMBER: 0000899243-18-005260
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180221
FILED AS OF DATE: 20180223
DATE AS OF CHANGE: 20180223
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Keltner Thomas N.
CENTRAL INDEX KEY: 0001587458
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36105
FILM NUMBER: 18635908
MAIL ADDRESS:
STREET 1: C/O EMPIRE STATE REALTY TRUST, INC.
STREET 2: 111 WEST 33RD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10120
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Empire State Realty Trust, Inc.
CENTRAL INDEX KEY: 0001541401
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 371645259
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 111 WEST 33RD STREET, 12TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10120
BUSINESS PHONE: 212-953-0888
MAIL ADDRESS:
STREET 1: 111 WEST 33RD STREET, 12TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10120
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-02-21
0
0001541401
Empire State Realty Trust, Inc.
ESRT
0001587458
Keltner Thomas N.
C/O EMPIRE STATE REALTY TRUST, INC.
111 WEST 33RD STREET, 12TH FL
NEW YORK
NY
10120
1
1
0
0
EVP, Gen. Counsel and Sec.
LTIP Units
2018-02-21
4
A
0
4529
0.00
A
Class A Common Stock
4529
4529
D
LTIP Units
2018-02-21
4
A
0
33103
0.00
A
Class A Common Stock
33103
256720
D
OP Units
2018-02-09
5
G
0
E
162162
0.00
A
2014-10-07
Class A Common Stock
162162
162162
I
See Footnote
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 earned on the achievement of certain performance criteria based on the Issuer's total shareholder return measured in both absolute and industry-relative terms during a three-year performance period which ended on December 31, 2017. 50% of such earned LTIP units fully vested as of January 1, 2018, and the remaining 50% of such earned LTIP units will vest on January 1, 2019, subject to continued employment.
These represent time-based LTIP Units that vest ratably on each of the first three anniversaries of January 1, 2018, subject to continued employment through such dates, issued pursuant to the Issuer's First Amended and Restated Empire State Realty Trust, Inc. Empire State Realty OP, L.P. 2013 Equity Incentive Plan (as amended and restated as of April 4, 2016), in connection with an annual incentive bonus compensation election made by the reporting person.
These represent Operating Partnership Units, as described in footnote (1). The right to redeem Operating Partnership Units does not have an expiration date.
These acquired and now indirectly held Operating Partnership Units were previously reported by the reporting person as directly held LTIP Units, were thereafter converted to directly held Operating Partnership Units as described in footnote (1), and then were transferred to the Trust described in footnote (6).
These are held by the Thomas N. Keltner, Jr. Family Trust, for which the reporting person's wife and sister are trustees.
/s/ Debra E. Levin, Attorney-in-Fact
2018-02-23