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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 4, 2024 (April 4, 2024)

 

EMPIRE STATE REALTY TRUST, INC. 

(Exact Name of Registrant as Specified in its Charter)

 

 

Maryland 001-36105 37-1645259
(State or other Jurisdiction
of Incorporation)

(Commission

File Number)

 

(I.R.S. Employer
Identification No.)

 

EMPIRE STATE REALTY OP, L.P.

(Exact Name of Registrant as Specified in its Charter)

         
Delaware   001-36106   45-4685158

(State or other Jurisdiction

of Incorporation)

 

 

(Commission

File Number)

 

 

(I.R.S. Employer

Identification No.)

 

 

111 West 33rd Street, 12th Floor

New York, New York 

10120
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (212) 687-8700

 

n/a

(Former name or former address, if changed from last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading
Symbol(s)
 

Name of each exchange

on which registered

Empire State Realty Trust, Inc.        
Class A Common Stock, par value $0.01 per share   ESRT   The New York Stock Exchange

 

Empire State Realty OP, L.P.        
Series ES Operating Partnership Units   ESBA   NYSE Arca, Inc.
Series 60 Operating Partnership Units   OGCP   NYSE Arca, Inc.
Series 250 Operating Partnership Units   FISK   NYSE Arca, Inc.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Co-Registrant CIK 0001553079
Co-Registrant Amendment Flag false
Co-Registrant Form Type 8-K
Co-Registrant Document Period EndDate 2024-04-04
Co-Registrant Address Line One 111 West 33rd Street
Co-Registrant Address Line Two 12th Floor
Co-Registrant City or Town New York
Co-Registrant State or Province New York
Co-Registrant City Area Code 212
Co-Registrant Local Phone Number 687-8700
Co-Registrant Written Communications false
Co-Registrant Solicitating Materials false
Co-Registrant PreCommencement Tender Offer false
Co-Registrant PreCommencement Issuer Tender Offer false
Co-Registrant Emerging growth company false

 

 


 

Item 7.01. Regulation FD Disclosure

 

On April 4, 2024, Empire State Realty Trust, Inc. disclosed that it has reached an agreement with the mortgage lender of its property located at First Stamford Place, in Stamford, Connecticut to transfer the property to satisfy the outstanding loan associated with the property through a consensual foreclosure process, which is anticipated to be completed over the next several months. This transaction is expected to eliminate a $176 million liability that matures in July 2027 from the balance sheet.

 

The information in Item 7.01 of this Current Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
104   Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

 

 


 

SIGNATURE

 

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  EMPIRE STATE REALTY TRUST, INC.
  (Registrant)
     
Date: April 4, 2024 By: /s/ Christina Chiu
  Name: Christina Chiu
  Title: President

 

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  EMPIRE STATE REALTY OP, L.P.
  (Registrant)
  By: Empire State Realty Trust, Inc., as general partner  
     
Date: April 4, 2024 By: /s/ Christina Chiu
  Name: Christina Chiu
  Title: President