Annual Statement of Changes in Beneficial Ownership (5)
February 09 2021 - 12:26PM
Edgar (US Regulatory)
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0362
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Keltner Thomas N. | 2. Issuer Name and Ticker or Trading SymbolEmpire State Realty Trust, Inc. [ESRT] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, Gen. Counsel and Sec. |
(Last)
(First)
(Middle)
C/O EMPIRE STATE REALTY TRUST, INC., 111 WEST 33RD STREET, 12TH FLOOR | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2020 |
(Street)
NEW YORK, NY 10120
(City)
(State)
(Zip)
| 4. If Amendment, Date Original Filed(MM/DD/YYYY) | 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3) | 2. Trans. Date | 2A. Deemed Execution Date, if any | 3. Trans. Code (Instr. 8) | 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) |
Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (MM/DD/YYYY) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Operating Partnership Units | | 12/9/2020 | | G | | 1000 (2) | (1) | (1) | Class A Common Stock | 1000.0 | $0 | 235627 | I | See footnote (3) |
Operating Partnership Units | | 12/9/2020 | | G | | 1000 (2) | (1) | (1) | Class A Common Stock | 1000.0 | $0 | 234627 | I | See footnote (3) |
Operating Partnership Units | | 12/9/2020 | | G | | 1000 (2) | (1) | (1) | Class A Common Stock | 1000.0 | $0 | 233627 | I | See footnote (3) |
Operating Partnership Units | | 12/9/2020 | | G | | 1000 (2) | (1) | (1) | Class A Common Stock | 1000.0 | $0 | 232627 | I | See footnote (3) |
Operating Partnership Units | | 12/9/2020 | | G | | 2000 (2) | (1) | (1) | Class A Common Stock | 2000.0 | $0 | 230627 | I | See footnote (3) |
Operating Partnership Units | | | | | | | (1) | (1) | Class A Common Stock | 163717.0 | | 163717 | I | See Footnote (4) |
Operating Partnership Units | | | | | | | (1) | (1) | Class A Common Stock | 165000.0 | | 165000 | I | See footnote (5) |
Operating Partnership Units | | | | | | | (1) | (1) | Class A Common Stock | 162162.0 | | 162162 | I | See footnote (6) |
Explanation of Responses: |
(1) | Represents units of limited partnership interest ("Operating Partnership Units") of Empire State Realty OP, L.P., of which Empire State Realty Trust, Inc. (the "Issuer") is the sole general partner. Operating Partnership Units are redeemable by the holder for shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis or the cash value of such shares of Class A Common Stock, at the Issuer's option. The right to redeem Operating Partnership Units does not have an expiration date. |
(2) | Gift of Operating Partnership Units to daughters and grandchildren, who do not share the reporting person's household. |
(3) | Held by the Thomas N. Keltner, Jr. Revocable Trust dated February 23, 2008, for which the reporting person is trustee. |
(4) | Held by the Paula S. Keltner Revocable Trust dtd March 1, 2008, for which the reporting person's wife is the trustee. |
(5) | Held by the Paula S. Keltner Family Trust, for which the reporting person is the trustee. |
(6) | Held by the Thomas N. Keltner, Jr. Family Trust, for which the reporting person's wife and sister are the trustees. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Keltner Thomas N. C/O EMPIRE STATE REALTY TRUST, INC. 111 WEST 33RD STREET, 12TH FLOOR NEW YORK, NY 10120 |
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| EVP, Gen. Counsel and Sec. |
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Signatures
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/s/ Heather M. Lawson, Attorney-in-Fact | | 2/9/2021 |
**Signature of Reporting Person | Date |
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