0001541401-21-000047.txt : 20210603 0001541401-21-000047.hdr.sgml : 20210603 20210603161607 ACCESSION NUMBER: 0001541401-21-000047 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210601 FILED AS OF DATE: 20210603 DATE AS OF CHANGE: 20210603 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAN PATRICIA CENTRAL INDEX KEY: 0001757288 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36105 FILM NUMBER: 21992683 MAIL ADDRESS: STREET 1: 600 OFFICE CENTER DRIVE CITY: FORT WASHINGTON STATE: PA ZIP: 19034 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: 212-850-2600 MAIL ADDRESS: STREET 1: 111 WEST 33RD STREET, 12TH FL CITY: NEW YORK STATE: NY ZIP: 10120 4 1 wf-form4_162275134008396.xml FORM 4 X0306 4 2021-06-01 0 0001541401 Empire State Realty Trust, Inc. ESRT 0001757288 HAN PATRICIA C/O EMPIRE STATE REALTY TRUST, INC. 111 WEST 33RD STREET, 12TH FL. NEW YORK NY 10120 1 0 0 0 LTIP Units 2021-06-01 4 A 0 10516 0 A Class A Common Stock 10516.0 35505 D LTIP Units 2021-06-01 4 A 0 8517 0 A Class A Common Stock 8517.0 44022 D 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. These LTIP Units vest ratably on each of the first four anniversaries of the date of grant. Each of the LTIP Units is subject to a holding period for an additional two years following the applicable grant date of such LTIP Unit. These LTIP Units vest ratably on each of the first three anniversaries of the date of grant, and are being issued separately in connection with the Reporting Person's election to receive LTIP Units in lieu of receiving any portion of the Reporting Person's annual base retainer in cash. Each of the LTIP Units is subject to a holding period for an additional two years following the applicable grant date of such LTIP Unit. /s/ Heather M. Lawson, Attorney-in-Fact 2021-06-02 EX-24 2 ex-24x2021x4x29pshpoa.htm EX-24 - 2021-4-29 PSH POA

LIMITED POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Thomas N. Keltner, Jr., Heather M. Lawson and Yoel Kranz, signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to:

(1) complete and execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director and/or ten percent (10%) shareholder of Empire State Realty Trust, Inc. (the "Company") any and all instruments, certificates and documents required to be executed on behalf of the undersigned as an individual or on behalf of the undersigned's company or partnership, as the case may be, pursuant to Section 13 and Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or the rules and regulations thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such instruments, certificates or documents required to be filed pursuant to Section 13 and Section 16 of the Exchange Act or the rules or regulations thereunder, and timely file such form(s) with the Securities and Exchange Commission and any securities exchange, stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform any and every act which is necessary, proper or desirable to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that any such attorney-in-fact, or any such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 13 or Section 16 of the Exchange Act. The undersigned hereby agrees to indemnify the attorneys-in-fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorneys-in-fact.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file any instruments, certificates and documents pursuant to Section 13 and Section 16 of the Exchange Act or the rules or regulations thereunder with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact c/o Empire State Realty Trust, Inc., 111 West 33rd Street, 12th Floor, New York, New York 10120. This Power of Attorney supersedes any prior power of attorney in connection with the undersigned's capacity as an officer and/or director of the Company. This Power of Attorney shall expire as to any individual attorney-in-fact if such attorney-in-fact ceases to be an executive officer of, or legal counsel to, the Company.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of Apr 29, 2021.

/s/ Patricia S. Han
Patricia S. Han