SEC Form 4 · accession 0001209191-16-146728

Empire State Realty Trust, Inc. · ESRT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — EVP, Gen. Counsel and Sec.

Period of report

Oct 21, 2016

Accepted (ET)

Oct 24, 2016 · 4:33 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001541401

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
LTIP Units^F1,F2	—	Oct 21, 2016	A	48,615	A	—	—	Class A Common Stock	48,615	48,615	D

F1Represents long term investment plan units ("LTIP Units"), a class of units of Empire State Realty OP, L.P. (the "Operating Partnership"). The 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.
F2These LTIP Units were earned based on the achievement of certain performance criteria based on the Issuer's total return to shareholders and the Issuer's relative total return to shareholders during a three-year performance period which ended on October 2, 2016. 50% of such earned LTIP units are fully vested (the applicable service requirement through the three-year anniversary of the grant date having been satisfied) and the remaining 50% of such earned LTIP units will vest on October 7, 2017 (the four-year anniversary of the grant date), subject to continued employment.