Empire State Realty Trust, Inc.·4

Feb 5, 4:49 PM ET

Horn Stephen 4

4 · Empire State Realty Trust, Inc. · Filed Feb 5, 2026

Research Summary

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Empire State Realty (ESRT) EVP/CFO Stephen Horn Receives Award

What Happened

  • Stephen Horn, EVP, Chief Financial Officer and Chief Accounting Officer of Empire State Realty Trust, received an award of 16,027 long term incentive plan units (LTIP Units) on 2026-02-03. The Form 4 reports the grant as a derivative award (code A) at $0.00; these LTIP Units are not a cash purchase or sale.

Key Details

  • Transaction date: 2026-02-03; Filing date: 2026-02-05 (timely Form 4 filing).
  • Grant: 16,027 LTIP Units, reported at $0.00 (derivative award).
  • Shares owned after transaction: not disclosed in the provided excerpt of the filing.
  • Plan: Granted under the Empire State Realty Trust, Inc. / Empire State Realty OP, L.P. 2019 Equity Incentive Plan.
  • Footnote highlights:
    • F1: LTIP Units can convert, upon vesting, into an equivalent number of Operating Partnership Units that are redeemable one-for-one for the issuer’s Class A common stock (or cash at the issuer’s option); conversion rights do not expire.
    • F2: These LTIP Units were earned based on performance for the three-year period ending 12/31/2025. 50% vested as of 1/1/2026; the remaining 50% vests on 12/31/2026 subject to continued employment.

Context

  • This was a performance-based equity award (derivative grant), not an open-market purchase or sale. Because conversion to shares depends on vesting and the issuer’s redemption option, the grant represents potential future common shares rather than immediate stock proceeds.

Insider Transaction Report

Form 4
Period: 2026-02-03
Horn Stephen
EVP, CFO and CAO
Transactions
  • Award

    LTIP Units

    [F1][F2]
    2026-02-03+16,027154,702 total
    Class A Common Stock (16,027 underlying)
Footnotes (2)
  • [F1]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.
  • [F2]These LTIP Units were earned on the achievement of certain performance criteria based on the Issuer's operational performance and total shareholder return measured in industry-relative terms during a three-year performance period which ended on December 31, 2025. 50% of such earned LTIP Units fully vested as of January 1, 2026, and the remaining 50% of such earned LTIP Units will vest on December 31, 2026 subject to continued employment.
Signature
/s/ Heather L. Houston, Attorney-in-Fact|2026-02-05

Documents

1 file
  • 4
    wk-form4_1770328144.xmlPrimary

    FORM 4