Empire State Realty (NYSE: ESRT) grants 196,957 LTIP units to president

Rhea-AI Filing Summary

Empire State Realty Trust President Christina Chiu reported a performance-based equity award. On February 3, 2026, she was granted 196,957 LTIP Units of Empire State Realty OP, L.P. at a price of $0 per unit under the 2019 equity incentive plan.

These LTIP Units can, after vesting and tax capital allocations, be converted into Operating Partnership Units and then redeemed for Empire State Realty Trust Class A common stock on a one-for-one basis or cash at the issuer’s option. They were earned based on operational performance and total shareholder return over a three-year period ending December 31, 2025. Half vested on January 1, 2026, and the remaining half is scheduled to vest on December 31, 2026, subject to continued employment. Following this grant, Chiu beneficially owns 1,497,214 derivative securities.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chiu Christina

(Last) (First) (Middle)

C/O EMPIRE STATE REALTY TRUST, INC.

111 WEST 33RD STREET, 12TH FL.

(Street)

NEW YORK NY 10120

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Empire 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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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 Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LTIP Units(1)	(1)	02/03/2026		A		196,957(2)		(1)(2)	(1)	Class A Common Stock	196,957	$0	1,497,214	D

Explanation of Responses:

1. 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.

2. 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.

Remarks:

	/s/ Heather L. Houston, Attorney-in-Fact	02/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ESRT President Christina Chiu report on this Form 4?

Christina Chiu reported receiving 196,957 LTIP Units on February 3, 2026, at a price of $0 per unit. The award reflects long-term incentive compensation tied to Empire State Realty Trust’s performance over a three-year measurement period ending December 31, 2025.

How many LTIP Units were granted to Christina Chiu by Empire State Realty Trust (ESRT)?

Christina Chiu was granted 196,957 LTIP Units in the Operating Partnership on February 3, 2026. These long-term incentive plan units were earned based on operational performance and total shareholder return over a three-year performance period ending December 31, 2025.

What are ESRT LTIP Units and how can they convert into common stock?

ESRT LTIP Units are long-term incentive plan units in Empire State Realty OP, L.P. After vesting and sufficient capital allocations, they may convert into Operating Partnership Units, which are redeemable for Class A common stock on a one-for-one basis or cash, at the issuer’s option.

What is the vesting schedule for Christina Chiu’s 196,957 ESRT LTIP Units?

The 196,957 LTIP Units were earned over a three-year period ending December 31, 2025. Fifty percent vested on January 1, 2026, and the remaining 50% is scheduled to vest on December 31, 2026, conditioned on Christina Chiu’s continued employment with Empire State Realty Trust.

Did the ESRT Form 4 for Christina Chiu report any stock sales?

The Form 4 reported an acquisition of 196,957 LTIP Units coded as transaction type “A” at $0 per unit. It did not list any dispositions or sales; instead, it reflected a performance-based long-term incentive award increasing derivative securities beneficially owned.

How many derivative securities does Christina Chiu beneficially own after this ESRT grant?

Following the February 3, 2026 grant, Christina Chiu beneficially owns 1,497,214 derivative securities. This figure includes the newly awarded 196,957 LTIP Units reported on the Form 4, all held in a direct ownership capacity according to the filing details.