Empire State Realty Trust Announces Board Changes
Ticker: ESRT · Form: 8-K · Filed: Sep 23, 2024 · CIK: 1541401
| Field | Detail |
|---|---|
| Company | Empire State Realty Trust, Inc. (ESRT) |
| Form Type | 8-K |
| Filed Date | Sep 23, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01, $1,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: board-changes, executive-compensation, leadership-transition
Related Tickers: ESRT
TL;DR
ESRT board shakeup: Malkin takes helm, McInerney out. New exec comp details.
AI Summary
Empire State Realty Trust, Inc. announced on September 17, 2024, the departure of director Thomas J. McInerney and the election of new directors, including Anthony E. Malkin as Chairman and CEO. The company also reported on compensatory arrangements for its named executive officers.
Why It Matters
Changes in board leadership and executive roles can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: medium — Board changes and executive compensation adjustments can introduce uncertainty regarding future strategy and operational direction.
Key Players & Entities
- Empire State Realty Trust, Inc. (company) — Filer
- Thomas J. McInerney (person) — Departing Director
- Anthony E. Malkin (person) — Elected Chairman and CEO
- Empire State Realty OP, L.P. (company) — Related Entity
FAQ
Who has been appointed as the new Chairman and CEO of Empire State Realty Trust, Inc.?
Anthony E. Malkin has been elected as the new Chairman and CEO.
Who has departed from the board of directors?
Thomas J. McInerney has departed from the board of directors.
What is the filing date for this 8-K?
The filing date is September 23, 2024.
What is the effective date of the reported changes?
The date as of the change is September 17, 2024.
What other items are covered in this 8-K filing besides director departures and elections?
The filing also covers compensatory arrangements of certain officers and financial statements and exhibits.
Filing Stats: 925 words · 4 min read · ~3 pages · Grade level 12.3 · Accepted 2024-09-23 08:44:04
Key Financial Figures
- $0.01 — Inc. Class A Common Stock, par value $0.01 per share ESRT The New York Stock E
- $1,000,000 — hrough October 7, 2027 in the amount of $1,000,000 to be paid within thirty (30) days of O
Filing Documents
- tm2424238d1_8k.htm (8-K) — 60KB
- tm2424238d1_ex10-1.htm (EX-10.1) — 163KB
- 0001104659-24-101903.txt ( ) — 511KB
- esrt-20240917.xsd (EX-101.SCH) — 4KB
- esrt-20240917_def.xml (EX-101.DEF) — 28KB
- esrt-20240917_lab.xml (EX-101.LAB) — 38KB
- esrt-20240917_pre.xml (EX-101.PRE) — 27KB
- tm2424238d1_8k_htm.xml (XML) — 12KB
02
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 17, 2024, prior to the October 7, 2024 expiration of the Second Amended and Restated Employment Agreement between Empire State Realty Trust, Inc. (the "Company") and Anthony E. Malkin (the "Executive"), dated October 6, 2021 (the "Prior Agreement"), upon a recommendation from the Compensation Committee of the Board of Directors (the "Board") of the Company, the Board approved a Third Amended and Restated Employment Agreement between the Company and the Executive (the "New Agreement"). The New Agreement extends the Executive's employment term for three years to October 7, 2027 (the "Current Term") and commencing with the expiration of the Current Term, shall automatically be renewed for additional consecutive one (1) year periods, subject to either party providing to the other party notice of non-renewal at least thirty (30) days prior to the expiration of the then-current employment term. The New Agreement also modifies the Prior Agreement to, among other changes: Provide that, unless otherwise agreed by the parties, a failure by the Company to renew the Current Term or any subsequent term shall be deemed to be a termination of the Executive's employment without Cause (as defined in the New Agreement); Reflect the Executive's current position as Chairman and Chief Executive Officer; Reflect the Executive's current base salary; and Provide the Executive with a retention bonus to incentivize the Executive to remain employed through October 7, 2027 in the amount of $1,000,000 to be paid within thirty (30) days of October 7, 2027 or upon termination of the Executive's employment by the Company without Cause or by the Executive for Good Reason (such terms, as defined in the New Agreement). The foregoing summary of the New Agreement does not purport to be complete and is qualified in its enti
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Third Amended and Restated Employment Agreement 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. Date: September 23, 2024 EMPIRE (Registrant) 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. Date: September 23, 2024 EMPIRE STATE REALTY OP, L.P. (Registrant) By: Empire State Realty Trust, Inc., as general partner By: /s/ Christina Chiu Name: Christina Chiu Title: President