8-K

EMPIRE STATE REALTY TRUST, INC.
(Registrant)

Date: July 26, 2023

/s/ Christina Chiu

Christina Chiu

Executive Vice President, Chief Operating Officer and Chief Financial Officer

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): July 26, 2023

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 33 rd Street, 12 th Floor New York, New York		10120
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 687-2600

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. ☐

Item 2.02.

Results of Operations and Financial Condition.

On July 26, 2023, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the second quarter 2023. The press release referred to certain supplemental information that is available on the Company’s website. The press release and supplemental report are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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 of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 7.01.

Regulation FD Disclosure

Second Quarter 2023 Earnings

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the second quarter 2023 and made available on its website certain supplemental information relating thereto.

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

99.1		Press Release announcing financial results for the second quarter 2023

99.2		Supplemental report

104		Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

Non-GAAP

Supplemental Financial Measures

Funds From Operations (“FFO”)

in-substance

real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to

non-controlling

interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized

non-GAAP

financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, we believe FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that

it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of performance is limited. There can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

non-cash

accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of two option properties following our formation transactions as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we believe it is an important supplemental measure of our operating performance in that it adds back the

non-cash

amortization of below-market ground leases. There can be no assurance that Modified FFO presented by us is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items: acquisition expenses, loss on early extinguishment of debt, severance expenses and IPO litigation expense. The Company believes Core FFO is an important supplemental measure of its operating performance because it excludes

non-recurring

items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present Core FAD by (i) adding to Core FFO

non-real

estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and

non-cash

compensation expense and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment purchases, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding our ability to fund our dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. There can be no assurance that Core FAD presented by us is comparable to similarly titled measures of other REITs.

Net Operating Income (“NOI”) and Property Cash NOI

NOI is a

non-GAAP

financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by: (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, loss on early extinguishment of debt, impairment charges and loss from derivative financial instruments, or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from NOI because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by us regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in our office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing our operating results to the operating results of other real estate companies that have not made similarly-timed purchases or sales. We believe that eliminating these costs from net income is useful to investors because the resulting measure captures the actual revenue generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating

costs. In some cases, the Company also presents (1) Property Cash NOI, which excludes observatory NOI and the effects of straight-line rent, fair value lease revenue, and straight-line ground rent expense adjustment, and (2) Property Cash NOI excluding lease termination fees. Property Cash NOI is presented solely as a supplemental disclosure that management believes allows investors to compare NOI performance across periods without taking into account the effect of certain

non-cash

rental revenues and straight-line ground rent expense adjustment. Similar to depreciation and amortization expense, fair value lease revenues, because of historical cost accounting, may distort operating performance measures at the property level. Additionally, presenting NOI excluding the impact of straight-line rent and straight-line ground rent expense adjustment provides investors with an alternative view of operating performance at the property level that more closely reflects net cash generated in the portfolio. Presenting Property Cash NOI excluding lease termination fees provides investors with additional information that allows them to compare operating performance between periods without taking into account termination fees, which can distort the results for any given period because they generally represent multiple months or years of a tenant’s rental obligations that are paid in a lump sum in connection with a negotiated early termination of the tenant’s lease and are not reflective of the core ongoing operating performance of the Company’s portfolio. However, the usefulness of NOI, Property Cash NOI, and Property Cash NOI excluding lease termination fees is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI and Property Cash NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI and Property Cash NOI are measurements of the operating performance of our properties but do not measure our performance as a whole. These metrics therefore are not substitutes for net income as computed in accordance with GAAP. These measures should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI, Property Cash NOI or similarly titled measures and, accordingly, our measures may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

Same Store

In the Company’s analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were owned by the Company throughout each period presented. The Company refers to properties acquired prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented as “Same Store.” Same Store therefore excludes properties acquired after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired for that property to be included in Same Store. The Company’s definition of Same Store also excludes properties

held-for-sale

or those which we otherwise expect to dispose of in the subsequent quarter and our multifamily properties.

EBITDA and Adjusted EBITDA

We compute EBITDA as net income plus interest expense, income taxes and depreciation and amortization. We present EBITDA because we believe that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity. For Adjusted EBITDA, we add back impairment charges and gain on disposition of property.

Net Debt to Adjusted EBITDA

We compute Net Debt to Adjusted EBITDA as the Company’s

pro-rata

share of gross debt less cash and cash equivalents divided by the Company’s

pro-rata

share of trailing twelve months Adjusted EBITDA. The Company believes that the presentation of Net Debt to Adjusted EBITDA provides useful information to investors because the Company reviews Net Debt to Adjusted EBITDA as part of the management of its overall financial flexibility, capital structure and leverage based on its percentage ownership interest in all of its assets.

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.

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: July 26, 2023	By:	/s/ Christina Chiu
	Name:	Christina Chiu
	Title:	Executive Vice President, Chief Operating Officer and Chief Financial Officer

EX-99.1

Exhibit 99.1

EMPIRE STATE REALTY TRUST ANNOUNCES SECOND QUARTER 2023 RESULTS

– Net Income Per Fully Diluted Share of $0.14 –

– Core FFO Per Fully Diluted Share of $0.26 –

– $1.2 Billion of Liquidity, No Floating Rate Debt Exposure, No Debt Maturity Until Nov 2024 –

– 2023 Guidance Raised –

New York, New York, July 26, 2023 – Empire State Realty Trust, Inc. (NYSE: ESRT) is a NYC-focused REIT that owns and manages a well-positioned property portfolio of office, retail, and multifamily assets in Manhattan and the greater New York metropolitan area. Owner of the Empire State Building – the “World’s Most Famous Building” – ESRT also owns and operates its iconic, newly reimagined Observatory Experience that was named the #1 attraction in the US for the second year in a row, in Tripadvisor’s 2023 Travelers’ Choice Awards: Best of the Best. Today the Company reported its operational and financial results for the second quarter 2023. All per share amounts are on a fully diluted basis, where applicable.

Second Quarter and Recent Highlights

•

Net Income of $0.14 per share.

•

Core Funds From Operations (“Core FFO”) of $0.26 per share.

•

Signed 336,314 rentable square feet of new, renewal, and expansion leases.

•

Manhattan office portfolio leased rate increased by 90bps sequentially and increased by 330bps year-over-year to 91.6%. Total commercial portfolio is 90.3% leased as of June 30, 2023.

•

Same-Store Property Cash Net Operating Income (“NOI”) increased 1.1% year-over-year, excluding lease termination fees, primarily driven by an increase in cash rental revenue and timing of tenant expense reimbursements, which was partially offset by increases in property operating expenses and real estate taxes.

•

As previously announced, Flagstar Bank N.A. assumed the entire 313,109 square foot lease at 1400 Broadway, formerly leased by Signature Bank. Second quarter Core FFO includes a +$0.02 per share reversal of the straight-line rent receivable reserve taken in the first quarter of 2023.

•

Empire State Building Observatory generated $24.8 million of NOI. NOI recapture (as a % of 2019) was 101%. Our Observatory Experience was named the #1 attraction in the U.S. by Tripadvisor’s 2023 Travelers’ Choice Best of the Best Awards for the second year in a row.

•

Repurchased $7.4 million of common stock in the second quarter and through July 25, 2023.

•

Completed the disposition of an office asset at 500 Mamaroneck in Harrison, NY, for $53 million.

•

Published ESRT’s third annual Sustainability Report on April 26, 2023 (linked here).

•

Appointed two new members to the Board of Directors – Christina Van Tassell and Hannah Yang, effective July 12, 2023, as part of an ongoing commitment to board refreshment.

Property Operations

As of June 30, 2023, the Company’s property portfolio contained 8.6 million rentable square feet of office space, 0.7 million rentable square feet of retail space and 721 residential units across three multifamily properties, which were occupied and leased as shown below.


	June 30, 2023			March 31, 2023			June 30, 2022
Percent occupied:
Total commercial portfolio		86.8	%		86.7	%		84.3	%
Total office		86.5	%		86.7	%		83.7	%
Manhattan office		87.6	%		87.8	%		84.0	%
GNYMA office¹		79.2	%		80.6	%		82.2	%
Total retail²		90.7	%		86.7	%		92.0	%
Percent leased (includes signed leases not commenced):
Total commercial portfolio		90.3	%		89.4	%		87.8	%
Total office		90.2	%		89.3	%		87.4	%
Manhattan office		91.6	%		90.7	%		88.3	%
GNYMA office¹		80.4	%		81.6	%		83.5	%
Total retail²		91.6	%		90.6	%		92.4	%
Total multifamily portfolio		97.4	%		97.2	%		98.4	%

¹	“GNYMA office” for the period ended June 30, 2023 reflects the removal of 10 Bank Street, White Plains, NY and 500 Mamaroneck, Harrison, NY. For the period ended March 31, 2023, it reflects the removal of 10 Bank Street, White Plains, NY.

²	“Total retail” for the period ended June 30, 2022 includes the Westport, CT retail assets which were sold in February 2023.

Leasing

The tables below summarize leasing activity for the three months ended June 30, 2023. During the second quarter of 2023, the Company signed 31 leases in the total portfolio totaling 336,314 square feet. Within the Manhattan office portfolio, the Company signed 25 office leases totaling 308,310 square feet. The average starting rent on the Manhattan office leases signed in the second quarter of 2023 was $64.48 per rentable square foot with an average lease term of 7.9 years and average tenant concessions of 7.0 months of free rent with a tenant improvement allowance of $64.58 per rentable square foot.

Total Portfolio


Total Portfolio	Total Leases Executed		Total square footage executed		Average cash rent psf – leases executed		Previously escalated cash rents psf		% of new cash rent over/under previously escalated rents
Office		28		326,150	$	64.27	$	56.20		14.4	%
Retail		3		10,164	$	122.70	$	178.14		(31.1	%)
Total Overall		31		336,314	$	66.10	$	60.03		10.1	%

Manhattan Office Portfolio


Manhattan Office Portfolio	Total Leases Executed		Total square footage executed		Average cash rent psf – leases executed		Previously escalated cash rents psf		% of new cash rent over/ under previously escalated rents
New Office		15		156,949	$	66.35	$	48.93		35.6	%
Renewal Office		10		151,361	$	62.55	$	63.79		(1.9	%)
Total Office		25		308,310	$	64.48	$	56.23		14.7	%

Observatory Results

For the second quarter of 2023, the Observatory hosted approximately 666,000 visitors, a 16% increase year-over-year. Observatory revenue for the second quarter of 2023 was $33.4 million and expenses were $8.7 million. Observatory NOI was $24.8 million, a 26% increase year-over-year. This represents a 101% NOI recapture rate as a percentage of 2019 levels.

Portfolio Transaction Activity

On April 5, 2023, the Company closed on the disposition of its office asset at 500 Mamaroneck Avenue in Harrison, NY at a gross asset valuation of $53 million. Proceeds were partially utilized in a reverse 1031 tax deferral transaction into the 298 Mulberry Street acquisition that was executed in December 2022.

Balance Sheet

The Company had $1.2 billion of total liquidity as of June 30, 2023, which was comprised of $315 million of cash, plus $850 million available under its revolving credit facility. At June 30, 2023, the Company had total debt outstanding of approximately $2.3 billion, no floating rate debt exposure, and a weighted average interest rate of 3.9% per annum. The weighted average term to maturity was 5.9 years and the Company has no debt maturity until November 2024. At June 30, 2023, the Company’s ratio of net debt to adjusted EBITDA was 5.8x.

Share Repurchase

The Company repurchased $7.4 million of common stock at a weighted average price of $6.09 per share in the second quarter. The stock repurchase program began in March 2020 and through July 25, 2023, approximately $293.7 million has been repurchased at a weighted average price of $8.18 per share.

Dividend

On June 30, 2023, the Company paid a quarterly dividend of $0.035 per share or unit, as applicable, for the second quarter of 2023 to holders of the Company’s Class A common stock (NYSE: ESRT) and Class B common stock and to holders of the Series ES, Series 250 and Series 60 partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR partnership units of Empire State Realty OP, L.P., the Company’s operating partnership (the “Operating Partnership”).

On June 30, 2023, the Company paid a quarterly preferred dividend of $0.15 per unit for the second quarter of 2023 to holders of the Operating Partnership’s Series 2014 private perpetual preferred units and a preferred dividend of $0.175 per unit for the second quarter of 2023 to holders of the Operating Partnership’s Series 2019 private perpetual preferred units.

2023 Earnings Outlook

The Company updates the 2023 Core FFO guidance range to $0.83 to $0.86 per fully diluted share. This reflects the positive $0.02 per share straight-line reserve reversal recognized in the second quarter and an improvement in the 2023 same-store property cash NOI outlook. The Company’s current guidance does not include the impact of any significant future lease termination fee income or any unannounced acquisition, disposition or other capital markets activity. Key assumptions are included in the table below.

Key Assumptions

2023 Updated
Guidance
(April 2023)

2023 Initial
Guidance
(Feb 2023)

2022 Actual

Comments

Earnings

Core FFO Per Fully Diluted Share

0.83 to $0.86

0.80 to $0.84

0.82 to $0.86

• Update includes the impact from a +$0.02 straight-line reserve reversal recognized in 2Q23 and revised 2023 SS Cash NOI outlook

• Includes $0.04 from multifamily assets

Commercial Property Drivers

Commercial Occupancy at year-end

85% to 87%

85% to 87

SS Property Cash NOI (excluding lease termination fees)

-3% to -5%
from 2022

-4% to -6%
from 2022

-4% to -6

from 2022

• Assumes modest revenue growth

• Assumes increased building utilization and an ~8% increase in operating expenses and real estate taxes, partially offset by higher tenant expense reimbursements

Observatory Drivers

Observatory NOI

88M to $96M

• Reflects average quarterly expenses of ~$9M


	Low		High
Net Income (loss) Attributable to Common Stockholders and the Operating Partnership	$	0.21	$	0.24
Add:
Impairment Charge		—		—
Real Estate Depreciation & Amortization		0.72		0.72
Less:
Private Perpetual Distributions		0.02		0.02
Gain on Disposal of Real Estate, net		0.12		0.12

FFO Attributable to Common Stockholders and the Operating Partnership	$	0.80	$	0.83
Add:
Amortization of Below Market Ground Lease		0.03		0.03

Core FFO Attributable to Common Stockholders and the Operating Partnership	$	0.83	$	0.86

The estimates set forth above may be subject to fluctuations as a result of several factors, including continued impacts of pandemics on our business and our market, our ability to complete planned capital improvements in line with budget, costs of integration of completed acquisitions, costs associated with future acquisitions or other transactions, straight-line rent adjustments and the amortization of above and below-market leases. There can be no assurance that the Company’s actual results will not differ materially from the estimates set forth above.

Investor Presentation Update

The Company has posted on the “Investors” section of ESRT’s website the latest investor presentation, which contains additional information on its businesses, financial condition and results of operations.

Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Thursday, July 27, 2023 at 12:00 pm Eastern time.

The webcast will be accessible on the “Investors” section of ESRT’s website. To listen to the live webcast, go to the site at least five minutes prior to the scheduled start time in order to register and download and install any necessary audio software. The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780.

Starting shortly after the call until August 3, 2023, a replay of the webcast will be available on the Company’s website, and a dial-in replay will be available by dialing 1-844-512-2921 for domestic callers or 1-412-317-6671 for international callers. The passcode for this dial-in replay is 13739120.

The Supplemental Report and Investor Presentation are additional components of the quarterly earnings announcement and are now available on the “Investors” section of ESRT’s website.

The Company uses, and intends to continue to use, the “Investors” page of its website, which can be found at www.esrtreit.com, as a means to disclose material nonpublic information and to comply with its disclosure obligations under Regulation FD, including, without limitation, through the posting of investor presentations that may include material nonpublic information. Accordingly, investors should monitor the “Investors” page, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT) is a REIT that owns and manages office, retail and multifamily assets in Manhattan and the greater New York metropolitan area. ESRT owns the iconic Empire State Building – “the World’s Most Famous Building” – and the newly reimagined Empire State Building Observatory that was named #1 attraction in the US for the second year in a row, in Tripadvisor’s 2023 Travelers’ Choice Awards: Best of the Best. The company is a leader in healthy buildings, energy efficiency, and indoor environmental quality. As of June 30, 2023, ESRT’s portfolio is comprised of approximately 8.6 million rentable square feet of office space, 718,000 rentable square feet of retail space and 721 residential units across three multifamily properties. More information about Empire State Realty Trust can be found at esrtreit.com and by following ESRT on Facebook, Instagram, TikTok, Twitter and LinkedIn.

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Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “thinks,” “forecasts,” anticipates,” “hope,” “may,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases with the intention of identifying statements about the future. For the avoidance of doubt, any projection, guidance or similar estimation about the future or future results, performance or achievements is a forward-looking statement. Although the assumptions and estimates on which forward-looking statements are based are believed by our management to be reasonable and based on the best currently available information, such forward-looking statements are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond our control. Many important factors could cause our actual results, performance, achievements, and future events to differ materially from those set forth, implied, anticipated, expected, projected, assumed or contemplated in our forward-looking statements, including, among other things: (i) economic, market, political and social impact of, and uncertainty relating to, any catastrophic events, including pandemics, epidemics or other outbreaks of disease, natural disasters and extreme weather events, terrorism and other armed hostilities, as well as cybersecurity threats and technology disruptions; ; (ii) a failure of conditions or performance

regarding any event or transaction described herein, (iii) resolution of legal proceedings involving the Company; (iv) reduced demand for office, multifamily or retail space, including as a result of the changes in the use of office space and remote work; (v) changes in our business strategy; (vi) changes in technology and market competition that affect utilization of our office, retail, observatory, broadcast or other facilities; (vii) changes in domestic or international tourism, including due to health crises and pandemics, geopolitical events, including global hostilities, currency exchange rates, and/or competition from recently opened observatories in New York City, any or all of which may cause a decline in Observatory visitors; (viii) defaults on, early terminations of, or non-renewal of, leases by tenants; (ix) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the current phasing out of LIBOR; (x) declining real estate valuations and impairment charges; (xi) termination of our ground leases; (xii) changes in our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due and potential limitations on our ability to borrow additional funds in compliance with drawdown conditions and financial covenants; (xiii) decreased rental rates or increased vacancy rates; (xiv) our failure to execute any newly planned capital project successfully or on the anticipated timeline or budget; (xv) difficulties in identifying and completing acquisitions; (xvi) risks related to any development project (including our Metro Tower potential development site); (xvii) impact of changes in governmental regulations, tax laws and rates and similar matters; (xviii) our failure to qualify as a REIT; (xix) environmental uncertainties and risks related to climate change, adverse weather conditions, rising sea levels and natural disasters; (xx) incurrence of taxable capital gain on disposition of an asset due to failure of use or compliance with a 1031 exchange program; and (xxi) accuracy of our methodologies and estimates regarding ESG metrics and goals, tenant willingness and ability to collaborate in reporting ESG metrics and meeting ESG goals, and impact of governmental regulation on our ESG efforts. For a further discussion of these and other factors that could impact the company’s future results, performance, or transactions, see the section entitled “Risk Factors” of our annual report on Form 10-K for the year ended December 31, 2022 and our quarterly report on Form 10-Q for the quarter ended March 31, 2023 and any additional factors that may be contained in any filing we make with the SEC.

While forward-looking statements reflect the Company’s good faith beliefs, they do not guarantee future performance. Any forward-looking statement contained in this press release speaks only as of the date on which it was made, and we assume no obligation to update or revise publicly any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events, or other changes after the date of this press release, except as required by applicable law. Prospective investors should not place undue reliance on any forward-looking statements, which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

Contact: Investors and Media

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@esrtreit.com

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

(unaudited and amounts in thousands, except per share data)


	Three Months Ended June 30,
	2023			2022
Revenues
Rental revenue	$	154,603		$	149,339
Observatory revenue		33,433			27,368
Lease termination fees		—			18,859
Third-party management and other fees		381			326
Other revenue and fees		2,125			2,130

Total revenues		190,542			198,022
Operating expenses
Property operating expenses		39,519			37,433
Ground rent expenses		2,332			2,332
General and administrative expenses		16,075			15,876
Observatory expenses		8,657			7,776
Real estate taxes		31,490			29,802
Depreciation and amortization		46,280			58,304

Total operating expenses		144,353			151,523

Total operating income		46,189			46,499
Other income (expense):
Interest income		3,339			431
Interest expense		(25,405	)		(25,042	)
Gain on disposition of property		13,565			27,170

Income before income taxes		37,688			49,058
Income tax expense		(733	)		(363	)

Net income		36,955			48,695
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interest in the Operating Partnership		(14,049	)		(18,224	)
Noncontrolling interests in other partnerships		(1	)		159
Preferred unit distributions		(1,051	)		(1,051	)

Net income attributable to common stockholders	$	21,854		$	29,579

Total weighted average shares
Basic		160,028			167,118

Diluted		264,196			270,085

Earnings per share attributable to common stockholders
Basic	$	0.14		$	0.18

Diluted	$	0.14		$	0.18

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

(unaudited and amounts in thousands, except per share data)


	Six Months Ended June 30,
	2023			2022
Revenues
Rental revenue	$	294,694		$	296,853
Observatory revenue		55,587			40,609
Lease termination fees		—			20,032
Third-party management and other fees		808			636
Other revenue and fees		4,075			3,926

Total revenues		355,164			362,056
Operating expenses
Property operating expenses		81,563			76,077
Ground rent expenses		4,663			4,663
General and administrative expenses		31,783			29,562
Observatory expenses		16,512			13,991
Real estate taxes		63,278			59,806
Depreciation and amortization		93,688			125,410

Total operating expenses		291,487			309,509

Total operating income		63,677			52,547
Other income (expense):
Interest income		5,934			580
Interest expense		(50,709	)		(50,056	)
Gain on disposition of property		29,261			27,170

Income before income taxes		48,163			30,241
Income tax benefit		486			1,233

Net income		48,649			31,474
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interest in the Operating Partnership		(18,217	)		(11,305	)
Noncontrolling interests in other partnerships		42			222
Preferred unit distributions		(2,101	)		(2,101	)

Net income attributable to common stockholders	$	28,373		$	18,290

Total weighted average shares
Basic		160,669			168,099

Diluted		264,736			271,837

Earnings per share attributable to common stockholders
Basic	$	0.18		$	0.11

Diluted	$	0.18		$	0.11

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)


	Three Months Ended June 30,
	2023			2022
Net income	$	36,955		$	48,695
Noncontrolling interests in other partnerships		(1	)		159
Preferred unit distributions		(1,051	)		(1,051	)
Real estate depreciation and amortization		44,887			56,571
Gain on disposition of property		(13,565	)		(27,170	)

FFO attributable to common stockholders and Operating Partnership units		67,225			77,204
Amortization of below-market ground leases		1,958			1,958

Modified FFO attributable to common stockholders and Operating Partnership units		69,183			79,162

Core FFO attributable to common stockholders and Operating Partnership units	$	69,183		$	79,162

Total weighted average shares and Operating Partnership units
Basic		262,903			270,078

Diluted		264,196			270,085

FFO per share
Basic	$	0.26		$	0.29

Diluted	$	0.25		$	0.29

Modified FFO per share
Basic	$	0.26		$	0.29

Diluted	$	0.26		$	0.29

Core FFO per share
Basic	$	0.26		$	0.29

Diluted	$	0.26		$	0.29

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)


	Six Months Ended June 30,
	2023			2022
Net income	$	48,649		$	31,474
Noncontrolling interests in other partnerships		42			222
Preferred unit distributions		(2,101	)		(2,101	)
Real estate depreciation and amortization		90,911			121,985
Gain on disposition of property		(29,261	)		(27,170	)

FFO attributable to common stockholders and Operating Partnership units		108,240			124,410
Amortization of below-market ground leases		3,916			3,916

Modified FFO attributable to common stockholders and Operating Partnership units		112,156			128,326

Core FFO attributable to common stockholders and Operating Partnership units	$	112,156		$	128,326

Total weighted average shares and Operating Partnership units
Basic		263,694			271,834

Diluted		264,736			271,837

FFO per share
Basic	$	0.41		$	0.46

Diluted	$	0.41		$	0.46

Modified FFO per share
Basic	$	0.43		$	0.47

Diluted	$	0.42		$	0.47

Core FFO per share
Basic	$	0.43		$	0.47

Diluted	$	0.42		$	0.47

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)


	June 30, 2023			December 31, 2022
Assets
Commercial real estate properties, at cost	$	3,565,882		$	3,551,449
Less: accumulated depreciation		(1,180,558	)		(1,137,267	)

Commercial real estate properties, net		2,385,324			2,414,182

Assets held for sale		—			35,538
Cash and cash equivalents		315,357			264,434
Restricted cash		80,451			50,244
Tenant and other receivables		32,901			24,102
Deferred rent receivables		249,881			240,188
Prepaid expenses and other assets		98,986			98,114
Deferred costs, net		176,678			187,570
Acquired below market ground leases, net		325,157			329,073
Right of use assets		28,554			28,670
Goodwill		491,479			491,479

Total assets	$	4,184,768		$	4,163,594

Liabilities and equity
Mortgage notes payable, net	$	880,592		$	883,705
Senior unsecured notes, net		973,768			973,659
Unsecured term loan facility, net		389,028			388,773
Accounts payable and accrued expenses		71,709			80,729
Acquired below market leases, net		15,280			17,849
Ground lease liabilities		28,554			28,670
Deferred revenue and other liabilities		73,972			76,091
Tenants’ security deposits		40,253			25,084
Liabilities related to assets held for sale		—			5,943

Total liabilities		2,473,156			2,480,503
Total equity		1,711,612			1,683,091

Total liabilities and equity	$	4,184,768		$	4,163,594

EX-99.2

Exhibit 99.2

LOGO




		Second Quarter 2023


*Table of Contents*	*Page*
*Summary*
Company Profile		3
Highlights		4
*Selected Property Data*
Property Summary Net Operating Income		5
Same Store Net Operating Income (“NOI”), Initial Cash Rent Contributing to Cash NOI		6
Leasing Activity		7
Commercial Property Detail		9
Portfolio Expirations and Vacates Summary		10
Tenant Lease Expirations		11
Largest Tenants and Portfolio Tenant Diversification by Industry		13
Capital Expenditures and Redevelopment Program		14
Observatory Summary		15
*Financial information*
Condensed Consolidated Balance Sheets		16
Condensed Consolidated Statements of Operations		17
FFO, Modified FFO, Core FFO, FAD and EBITDA		18
Consolidated Debt Analysis
Debt Summary		19
Debt Detail		20
Debt Maturities		21
Ground Leases		21
Supplemental Definitions		22

Forward-looking Statements

This presentation includes “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “thinks,” “forecasts,” anticipates,” “hope,” “may,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases with the intention of identifying statements about the future. For the avoidance of doubt, any projection, guidance or similar estimation about the future or future results, performance or achievements is a forward-looking statement. Although the assumptions and estimates on which forward-looking statements are based are believed by our management to be reasonable and based on the best currently available information, such forward-looking statements are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond our control.

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) economic, market, political and social impact of, and uncertainty relating to, any catastrophic events, including pandemics, epidemics or other outbreaks of disease, natural disasters and extreme weather events, terrorism and other armed hostilities, as well as cybersecurity threats and technology disruptions; ; (ii) a failure of conditions or performance regarding any event or transaction described herein, (iii) resolution of legal proceedings involving the Company; (iv) reduced demand for office, multifamily or retail space, including as a result of the changes in the use of office space and remote work; (v) changes in our business strategy; (vi) changes in technology and market competition that affect utilization of our office, retail, observatory, broadcast or other facilities; (vii) changes in domestic or international tourism, including due to health crises and pandemics, geopolitical events, including global hostilities, currency exchange rates, and/or competition from recently opened observatories in New York City, any or all of which may cause a decline in Observatory visitors; (viii) defaults on, early terminations of, or non-renewal of, leases by tenants; (ix) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the current phasing out of LIBOR; (x) declining real estate valuations and impairment charges; (xi) termination of our ground leases; (xii) changes in our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due and potential limitations on our ability to borrow additional funds in compliance with drawdown conditions and financial covenants; (xiii) decreased rental rates or increased vacancy rates; (xiv) our failure to execute any newly planned capital project successfully or on the anticipated timeline or budget; (xv) difficulties in identifying and completing acquisitions; (xvi) risks related to any development project (including our Metro Tower potential development site); (xvii) impact of changes in governmental regulations, tax laws and rates and similar matters; (xviii) our failure to qualify as a REIT; (xix) environmental uncertainties and risks related to climate change, adverse weather conditions, rising sea levels and natural disasters; (xx) incurrence of taxable capital gain on disposition of an asset due to failure of use or compliance with a 1031 exchange program; and (xxi) accuracy of our methodologies and estimates regarding ESG metrics and goals, tenant willingness and ability to collaborate in reporting ESG metrics and meeting ESG goals, and impact of governmental regulation on our ESG efforts. For a further discussion of these and other factors that could impact the company’s future results, performance, or transactions, see the section entitled “Risk Factors” of our annual report on Form 10-K for the year ended December 31, 2022 and our quarterly report on Form 10-Q for the quarter ended March 31, 2023 and any additional factors that may be contained in any filing we make with the SEC.

While forward-looking statements reflect the Company’s good faith beliefs, they do not guarantee future performance. Any forward-looking statement contained in this presentation speaks only as of the date on which it was made, and we assume no obligation to update or revise publicly any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events, or other changes after the date of this presentation, except as required by applicable law. Prospective investors should not place undue reliance on any forward-looking statements, which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

Page 2




		Second Quarter 2023

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a leading real estate investment trust (REIT) that owns and manages a well-positioned property portfolio of office, retail and multifamily assets in Manhattan and the greater New York metropolitan area, including the Empire State Building - the “World’s Most Famous Building” - and its iconic, newly reimagined Observatory Experience that was named the #1 attraction in the U.S. for the second year in a row, in Tripadvisor’s 2023 Travelers’ Choice Awards Best of the Best.


*BOARD OF DIRECTORS*
Anthony E. Malkin		Chairman, President and Chief Executive Officer
Thomas J. DeRosa		Director, Chair of the Compensation and Human Capital Committee
Steven J. Gilbert		Director, Lead Independent Director
S. Michael Giliberto		Director, Chair of the Audit Committee
Patricia S. Han		Director
Grant H. Hill		Director
R. Paige Hood		Director, Chair of the Finance Committee
James D. Robinson IV		Director, Chair of the Nominating and Corporate Governance Committee
Christina Van Tassell		Director
Hannah Yang		Director


*EXECUTIVE MANAGEMENT*
Anthony E. Malkin		Chairman, President and Chief Executive Officer
Christina Chiu		Executive Vice President, Chief Operating Officer and Chief Financial Officer
Thomas P. Durels		Executive Vice President, Real Estate


*COMPANY INFORMATION*
Corporate Headquarters	Investor Relations	New York Stock Exchange
111 West 33rd Street, 12th Floor	IR@esrtreit.com	Trading Symbol: ESRT
New York, NY 10120
www.esrtreit.com
(212) 850-2600


*RESEARCH COVERAGE*
Bank of America Merrill Lynch	Camille Bonnel	(416) 369-2140	camille.bonnel@bofa.com
BMO Capital Markets Corp.	John Kim	(212) 885-4115	jp.kim@bmo.com
BTIG	Thomas Catherwood	(212) 738-6140	tcatherwood@btig.com
Citi	Michael Griffin	(212) 816-5871	michael.a.griffin@citi.com
Evercore ISI	Steve Sakwa	(212) 446-9462	steve.sakwa@evercoreisi.com
Green Street Advisors	Dylan Burzinski	(949) 640-8780	dburzinski@greenstreetadvisors.com
KeyBanc Capital Markets	Todd Thomas	(917) 368-2286	tthomas@key.com
Wells Fargo Securities, LLC	Blaine Heck	(443) 263-6529	blaine.heck@wellsfargo.com
Wolfe Research	Andrew Rosivach	(646) 582-9251	arosivach@wolferesearch.com

Page 3


		Second Quarter 2023
		Highlights
		(unaudited and dollars and shares in thousands, except per share amounts)


	Three Months Ended
Office and Retail Metrics:	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Total rentable square footage		9,356,165			9,637,356			9,661,065			9,882,226			9,885,707
Percent occupied ⁽¹⁾		86.8	%		86.7	%		85.2	%		84.2	%		84.3	%
Percent leased ⁽²⁾		90.3	%		89.4	%		88.6	%		88.5	%		87.8	%
Same Store Property Cash Net Operating Income (NOI):
Manhattan office portfolio	$	62,800		$	58,227		$	61,913		$	57,257		$	80,367
Greater New York office portfolio		4,291			3,121			3,731			4,202			4,933
Standalone retail portfolio		1,609			512			753			809			1,489

Total Same Store Property Cash NOI	$	68,700		$	61,860		$	66,397		$	62,268		$	86,789

Multifamily Metrics:
Multifamily Cash NOI ⁽⁴⁾	$	3,756		$	3,499		$	2,848		$	2,579		$	2,863
Number of multifamily properties		3			3			3			2			2
Total number of units		721			721			721			625			625
Percent occupied		97.4	%		97.2	%		96.3	%		98.4	%		98.4	%
Observatory Metrics:
Observatory NOI	$	24,776		$	14,299		$	23,789		$	24,535		$	19,592
Number of visitors ⁽³⁾		666,000			443,000			660,000			687,000			573,000
Change in visitors year-over-year		16.2	%		64.7	%		83.3	%		169.4	%		253.7	%
Ratios at ESRT pro-rata share: ⁽⁴⁾
Debt to Total Market Capitalization ⁽⁵⁾		51.4	%		54.8	%		54.0	%		54.8	%		53.0	%
Net Debt to Total Market Capitalization ⁽⁵⁾		47.6	%		51.6	%		50.9	%		50.2	%		48.7	%
Debt and Perpetual Preferred Units to
Total Market Capitalization ⁽⁵⁾		53.5	%		56.9	%		56.1	%		57.0	%		55.1	%
Net Debt and Perpetual Preferred Units to
Total Market Capitalization ⁽⁵⁾		49.8	%		53.9	%		53.1	%		52.6	%		51.0	%
Debt to Adjusted EBITDA ⁽⁶⁾		6.7x			6.6x			6.5x			6.7x			6.9x
Net Debt to Adjusted EBITDA ⁽⁶⁾		5.8x			5.7x			5.7x			5.6x			5.8x
Core FFO Payout Ratio ⁽⁷⁾		14	%		20	%		16	%		17	%		12	%
Core FAD Payout Ratio ⁽⁸⁾		33	%		97	%		23	%		51	%		23	%
Core FFO per share - diluted	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29
Diluted weighted average shares		264,196			265,197			265,370			267,121			270,085
Class A common stock price at quarter end	$	7.49		$	6.49		$	6.74		$	6.56		$	7.03
Dividends declared and paid per share	$	0.035		$	0.035		$	0.035		$	0.035		$	0.035
Dividends per share - annualized	$	0.14		$	0.14		$	0.14		$	0.14		$	0.14
Dividend yield ⁽⁹⁾		1.9	%		2.2	%		2.1	%		2.1	%		2.0	%
Series 2013 Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560			1,560			1,560			1,560			1,560
Series 2019 Private Perpetual Preferred Units outstanding ($13.52 liquidation value)		4,664			4,664			4,664			4,664			4,664
Class A common stock		159,843			160,340			160,140			160,576			162,690
Class B common stock ⁽¹⁰⁾		988			989			990			993			994
Operating partnership units		110,087			110,618			109,905			110,960			111,421

Total common stock and operating partnership units outstanding ⁽¹¹⁾		270,918			271,947			271,035			272,529			275,105

Notes:

(1)	Based on leases signed and commenced as of end of period.

(2)	Represents occupancy and includes signed leases not commenced.

(3)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(4)	Calculated including ESRT’s pro-rata 90% share of NOI, debt, interest, EBITDA and FFO at its joint venture properties.

(5)

Market capitalization represents the sum of (i) Company’s common stock per share price as of June 30, 2023 multiplied by the total outstanding number of shares of common stock and operating partnership units as of June 30, 2023; (ii) the number of Series 2014 perpetual preferred units at June 30, 2023 multiplied by $16.62, (iii) the number of Series 2019 perpetual preferred units at June 30, 2023 multiplied by $13.52, and (iv) our outstanding indebtedness as of June 30, 2023.

(6)	Calculated based on trailing 12 months Adjusted EBITDA.

(7)	Represents the amount of Core FFO paid out in distributions.

(8)	Represents the amount of Core FAD paid out in distributions.

(9)	Based on the closing price per share of Class A common stock on June 30, 2023.

(10)	At our formation transactions, one share of Class B common stock was granted to OP unit holders for every 50 OP units they owned such that these holders would have voting rights in the public company that correspond to their economic interest in the combined entity.

(11)	Represents fully diluted common stock and operating partnership units as it includes unvested restricted stock and unvested LTIP units.

Page 4


		Second Quarter 2023
		Property Summary - Same Store ⁽¹⁾ Net Operating Income (“NOI”) by Quarter
		(unaudited and dollars in thousands)


	Three Months Ended
	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Same Store Portfolio
Revenues	$	147,806		$	131,565		$	138,097		$	138,981		$	138,988
Operating expenses		(68,653	)		(70,641	)		(67,132	)		(71,102	)		(63,943	)

Same store property NOI		79,153			60,924			70,965			67,879			75,045
Straight-line rent		(11,742	)		(328	)		(5,896	)		(7,235	)		(8,519	)
Above/below-market rent revenue amortization		(669	)		(694	)		(630	)		(333	)		(554	)
Below-market ground lease amortization		1,958			1,958			1,958			1,957			1,958

Total same store property cash NOI - excluding lease termination fees	$	68,700		$	61,860		$	66,397		$	62,268		$	67,930

Percent change over prior year		1.1	%		(11.4	)%		(3.3	)%		(6.9	)%		(7.2	)%

Property cash NOI	$	68,700		$	61,860		$	66,397		$	62,268		$	67,930
Lease termination fees		—			—			—			—			18,859

Total same store property cash NOI	$	68,700		$	61,860		$	66,397		$	62,268		$	86,789

Same Store Manhattan Office⁽²⁾
Revenues	$	133,986		$	119,435		$	125,014		$	125,136		$	125,405
Operating expenses		(61,601	)		(63,708	)		(60,332	)		(64,220	)		(57,403	)

Same store property NOI		72,385			55,727			64,682			60,916			68,002
Straight-line rent		(10,874	)		1,236			(4,097	)		(5,283	)		(7,898	)
Above/below-market rent revenue amortization		(669	)		(694	)		(630	)		(333	)		(554	)
Below-market ground lease amortization		1,958			1,958			1,958			1,957			1,958

Total same store property cash NOI - excluding lease termination fees		62,800			58,227			61,913			57,257			61,508
Lease termination fees		—			—			—			—			18,859

Total same store property cash NOI	$	62,800		$	58,227		$	61,913		$	57,257		$	80,367

Same Store Greater New York Metropolitan Area Office
Revenues	$	10,325		$	10,079		$	10,617		$	10,610		$	10,632
Operating expenses		(5,384	)		(5,428	)		(5,196	)		(5,370	)		(5,056	)

Same store property NOI		4,941			4,651			5,421			5,240			5,576
Straight-line rent		(650	)		(1,530	)		(1,690	)		(1,038	)		(643	)
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		4,291			3,121			3,731			4,202			4,933
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	4,291		$	3,121		$	3,731		$	4,202		$	4,933

Same Store Standalone Retail
Revenues	$	3,495		$	2,051		$	2,466		$	3,235		$	2,951
Operating expenses		(1,668	)		(1,505	)		(1,604	)		(1,512	)		(1,484	)

Same store property NOI		1,827			546			862			1,723			1,467
Straight-line rent		(218	)		(34	)		(109	)		(914	)		22
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		1,609			512			753			809			1,489
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	1,609		$	512		$	753		$	809		$	1,489

Notes:

(1)	Excludes multifamily properties, 10 Bank Street, White Plains, NY which was sold in December 2022, 69-97 and 103-107 Main Street, Westport, CT which were sold in February 2023 and 500 Mamaroneck Ave, Harrison, NY which was sold in April 2023.

(2)	Includes 497,786 rentable square feet of retail space in the Company’s nine Manhattan office properties.

Page 5


		Second Quarter 2023
		Same Store Net Operating Income (“NOI”), Initial Cash Rent Contributing to Cash NOI
		(unaudited and dollars in thousands)


	Three Months Ended
Reconciliation of Net Income to Cash NOI and Same Store Cash NOI	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Net income	$	36,955		$	11,694		$	21,620		$	10,118		$	48,695
Add:
General and administrative expenses		16,075			15,708			16,478			15,725			15,876
Depreciation and amortization		46,280			47,408			44,500			46,984			58,304
Interest expense		25,405			25,304			25,634			25,516			25,042
Income tax expense (benefit)		733			(1,219	)		1,322			1,457			363
Less:
Gain on disposition of property		(13,565	)		(15,696	)		(6,818	)		—			(27,170	)
Third-party management and other fees		(381	)		(427	)		(336	)		(389	)		(326	)
Interest income		(3,339	)		(2,595	)		(2,804	)		(1,564	)		(431	)

Net operating income		108,163			80,177			99,596			97,847			120,353
Straight-line rent		(11,859	)		(556	)		(6,029	)		(7,341	)		(8,597	)
Above/below-market rent revenue amortization		(675	)		(703	)		(622	)		(677	)		(1,675	)
Below-market ground lease amortization		1,958			1,958			1,958			1,957			1,958

Total cash NOI - including observatory and lease termination income		97,587			80,876			94,903			91,786			112,039
Less: observatory NOI		(24,776	)		(14,299	)		(23,789	)		(24,535	)		(19,592	)
Less: cash NOI from non-Same Store properties		(4,111	)		(4,717	)		(4,717	)		(4,983	)		(5,658	)

Total Same Store property cash NOI - including lease termination income		68,700			61,860			66,397			62,268			86,789
Less: Lease termination income		—			—			—			—			(18,859	)

Total Same Store property cash NOI - excluding observatory and lease termination income	$	68,700		$	61,860		$	66,397		$	62,268		$	67,930

Multifamily NOI
Revenues	$	8,119		$	7,624		$	6,251		$	6,115		$	6,755
Operating expenses		(4,254	)		(4,013	)		(3,345	)		(3,169	)		(2,769	)

NOI		3,865			3,611			2,906			2,946			3,986
Straight-line rent		(101	)		(102	)		(64	)		(57	)		(114	)
Above/below-market rent revenue amortization		(8	)		(10	)		6			(310	)		(1,009	)

Cash NOI	$	3,756		$	3,499		$	2,848		$	2,579		$	2,863

Initial Cash Rent Contributing to Cash NOI in the Following Years From Burn-off of Free Rent and Signed Leases not Commenced


	Square Feet		Initial Annual Cash Rent		Initial Cash Rent Contributing to Cash NOI in the Following Years
Expected Cash Commencement	Square Feet		Initial Annual Cash Rent		2023		2024		2025		2026		2027
Third quarter 2023		344,151		20,678		7,775		20,678		20,678		20,413		19,517
Fourth quarter 2023		124,219		6,282		977		6,282		6,282		6,282		6,282
First quarter 2024		177,010		10,013		—		9,149		10,013		10,013		10,013
Second quarter 2024		136,704		10,319		—		6,956		10,319		10,319		10,319
Third quarter 2024		72,074		4,797		—		1,635		4,797		4,797		4,797
Fourth quarter 2024		57,645		2,284		—		193		2,283		2,284		2,284
First quarter 2025		43,540		2,265		—		—		2,058		2,265		2,265
Second quarter 2025		126,893		7,901		—		—		5,047		7,901		7,901
Third quarter 2025		21,262		1,318		—		—		437		1,318		1,318

		1,103,498	$	65,857	$	8,752	$	44,893	$	61,914	$	65,592	$	64,696


	Incremental Annual Cash Rent ⁽¹⁾		Initial Annual Cash Rent		Initial Cash Rent Contributing to Cash NOI in the Following Years
2Q 2023	Incremental Annual Cash Rent ⁽¹⁾		Initial Annual Cash Rent		2023		2024		2025		2026		2027
Commenced leases in free rent period	$	38,136	$	41,407	$	8,504	$	37,534	$	41,407	$	41,142	$	40,246
Signed leases not commenced		20,480		24,450		248		7,359		20,507		24,450		24,250

	$	58,616	$	65,857	$	8,752	$	44,893	$	61,914	$	65,592	$	64,496

Notes:

(1)	Reflects initial annual cash rent less annual cash rent from existing tenant in the space.

Page 6


		Second Quarter 2023
		Property Summary - Leasing Activity by Quarter
		(unaudited)


	Three Months Ended
	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Total Office and Retail Portfolio
Total leases executed		31			19			29			34			37
Weighted average lease term		7.9 years			9.1 years			5 years			7.9 years			10 years
Average free rent period		7.2 months			8.6 months			4.6 months			8.7 months			8.2 months
Office
Total square footage executed		326,150			201,145			142,828			294,016			316,949
Average starting cash rent psf - leases executed	$	64.27		$	57.11		$	55.46		$	52.35		$	60.28
Previously escalated cash rents psf	$	56.20		$	54.89		$	55.10		$	49.67		$	58.25
Percentage of new cash rent over previously escalated rents		14.4	%		4.1	%		0.7	%		5.0	%		3.5	%
Retail
Total square footage executed		10,164			912			1,498			41,366			3,276
Average starting cash rent psf - leases executed	$	122.70		$	39.47		$	262.60		$	137.72		$	115.08
Previously escalated cash rents psf	$	178.14		$	65.79		$	416.07		$	153.81		$	115.54
Percentage of new cash rent over previously escalated rents		(31.1	%)		(40.0	%)		(36.9	%)		(10.5	%)		(0.4	%)
Total Office and Retail Portfolio
Total square footage executed		336,314			202,057			144,326			335,382			320,225
Average starting cash rent psf - leases executed	$	66.10		$	57.03		$	57.66		$	63.01		$	60.86
Previously escalated cash rents psf	$	60.03		$	54.94		$	58.93		$	62.84		$	58.86
Percentage of new cash rent over previously escalated rents		10.1	%		3.8	%		(2.2	%)		0.3	%		3.4	%
Leasing commission costs per square foot	$	17.34		$	20.90		$	13.60		$	19.04		$	24.44
Tenant improvement costs per square foot		64.40			83.02			41.12			53.67			57.43

Total LC and TI per square foot ⁽¹⁾	$	81.74		$	103.92		$	54.72		$	72.71		$	81.87

Occupancy		86.8	%		86.7	%		85.2	%		84.2	%		84.3	%
Manhattan Office Portfolio
Total leases executed		25			15			22			21			27
Office - New Leases
Total square footage executed		156,949			168,335			75,182			94,467			159,970
Average starting cash rent psf - leases executed	$	66.35		$	57.42		$	62.95		$	59.97		$	67.84
Previously escalated cash rents psf	$	48.93		$	54.71		$	58.78		$	48.52		$	62.70
Percentage of new cash rent over previously escalated rents		35.6	%		4.9	%		7.1	%		23.6	%		8.2	%
Office - Renewal Leases
Total square footage executed		151,361			14,929			17,658			84,867			99,690
Average starting cash rent psf - leases executed	$	62.55		$	62.44		$	63.87		$	57.97		$	58.43
Previously escalated cash rents psf	$	63.79		$	63.90		$	65.80		$	59.37		$	58.28
Percentage of new cash rent over previously escalated rents		(1.9	%)		(2.3	%)		(2.9	%)		(2.3	%)		0.3	%
Total Manhattan Office Portfolio
Total square footage executed		308,310			183,264			92,840			179,334			259,660
Average starting cash rent psf - leases executed	$	64.48		$	57.83		$	63.12		$	59.02		$	64.23
Previously escalated cash rents psf	$	56.23		$	55.46		$	60.11		$	53.65		$	61.00
Percentage of new cash rent over previously escalated rents		14.7	%		4.3	%		5.0	%		10.0	%		5.3	%
Leasing commission costs per square foot	$	17.02		$	21.88		$	15.54		$	12.53		$	27.58
Tenant improvement costs per square foot		64.58			81.92			48.72			47.13			63.26

Total LC and TI per square foot ⁽¹⁾	$	81.60		$	103.80		$	64.26		$	59.66		$	90.84

Occupancy		87.6	%		87.8	%		86.0	%		84.7	%		84.0	%

Page 7


		Second Quarter 2023
		Property Summary - Leasing Activity by Quarter - (Continued)
		(unaudited)


	Three Months Ended
	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Greater New York Metropolitan Area Office Portfolio
Total leases executed		3			3			5			6			7
Total square footage executed		17,840			17,881			49,988			114,682			57,289
Average starting cash rent psf - leases executed	$	50.55		$	43.98		$	40.26		$	41.56		$	38.28
Previously escalated cash rents psf	$	54.38		$	44.33		$	45.15		$	43.75		$	42.91
Percentage of new cash rent over previously escalated rents		(7.1	%)		(0.8	%)		(10.8	%)		(5.0	%)		(10.8	%)
Leasing commission costs per square foot	$	16.48		$	11.86		$	6.31		$	12.89		$	10.96
Tenant improvement costs per square foot		81.70			98.47			25.53			61.75			34.32

Total LC and TI per square foot ⁽¹⁾	$	98.18		$	110.33		$	31.84		$	74.64		$	45.28

Occupancy		79.2	%		80.6	%		80.2	%		80.7	%		82.2	%
Retail Portfolio
Total leases executed		3			1			2			7			3
Total square footage executed		10,164			912			1,498			41,366			3,276
Average starting cash rent psf - leases executed	$	122.70		$	39.47		$	262.60		$	137.72		$	115.08
Previously escalated cash rents psf	$	178.14		$	65.79		$	416.07		$	153.81		$	115.54
Percentage of new cash rent over previously escalated rents		(31.1	%)		(40.0	%)		(36.9	%)		(10.5	%)		(0.4	%)
Leasing commission costs per square foot	$	28.28		$	—		$	136.80		$	64.33		$	10.93
Tenant improvement costs per square foot		28.40			—			90.32			59.57			—

Total LC and TI per square foot ⁽¹⁾	$	56.68		$	—		$	227.12		$	123.90		$	10.93

Occupancy		90.7	%		86.7	%		86.5	%		86.4	%		92.0	%
Multifamily Portfolio
Percent occupied		97.4	%		97.2	%		96.3	%		98.4	%		98.4	%
Total number of units		721			721			721			625			625

Notes:

(1)	Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which the lease was signed, which may be different than the period in which they were actually paid.

Page 8


		Second Quarter 2023
		Commercial Property Detail
		(unaudited)


Property Name	Location or Sub-Market		Rentable Square Feet ⁽¹⁾		Percent Occupied ⁽²⁾			Percent Leased ⁽³⁾			Annualized Rent ⁽⁴⁾		Annualized Rent per Occupied Square Foot ⁽⁵⁾		Number of Leases ⁽⁶⁾
*Office - Manhattan*
The Empire State Building		Penn Station -Times Sq. South		2,714,281		83.2	%		88.0	%	$	145,659,480	$	64.47		141
One Grand Central Place		Grand Central		1,245,367		85.0	%		93.4	%		64,360,327		60.77		151
1400 Broadway ⁽⁷⁾		Penn Station -Times Sq. South		917,318		100.0	%		100.0	%		51,303,296		55.93		18
111 West 33rd Street ⁽⁸⁾		Penn Station -Times Sq. South		639,695		95.1	%		95.1	%		39,421,890		64.80		22
250 West 57th Street		Columbus Circle - West Side		471,250		83.7	%		83.7	%		24,550,003		62.24		32
501 Seventh Avenue		Penn Station -Times Sq. South		461,678		88.3	%		88.3	%		20,339,193		49.92		18
1359 Broadway		Penn Station -Times Sq. South		457,784		87.5	%		94.9	%		23,311,404		58.17		32
1350 Broadway ⁽⁹⁾		Penn Station -Times Sq. South		372,835		85.9	%		88.9	%		19,120,475		59.69		51
1333 Broadway		Penn Station -Times Sq. South		296,360		90.0	%		100.0	%		15,638,827		58.62		15

*Office - Manhattan*				7,576,568		87.6	%		91.6	%		403,704,896		60.86		480
*Office - Greater New York Metropolitan Area*
First Stamford Place ⁽¹⁰⁾		Stamford, CT		777,222		79.4	%		81.1	%		26,264,639		42.55		48
Metro Center		Stamford, CT		284,494		78.6	%		78.6	%		12,499,072		55.93		22

*Office - Greater New York Metropolitan Area*				1,061,716		79.2	%		80.4	%		38,763,711		46.10		70

*Retail - Manhattan Office - Base Building*
The Empire State Building		Penn Station -Times Sq. South		91,554		76.6	%		76.6	%		6,972,120		99.36		12
One Grand Central Place		Grand Central		68,733		99.4	%		99.4	%		8,943,657		130.91		13
1400 Broadway ⁽⁷⁾		Penn Station -Times Sq. South		17,879		78.2	%		78.2	%		1,546,812		110.64		6
112 West 34th Street ⁽⁸⁾		Penn Station -Times Sq. South		93,057		100.0	%		100.0	%		24,825,682		266.78		4
250 West 57th Street		Columbus Circle - West Side		65,526		91.4	%		91.4	%		8,896,423		148.47		7
501 Seventh Avenue		Penn Station -Times Sq. South		35,859		41.9	%		59.6	%		1,227,620		81.75		4
1359 Broadway		Penn Station -Times Sq. South		27,467		88.4	%		88.4	%		1,638,311		67.48		5
1350 Broadway ⁽⁹⁾		Penn Station -Times Sq. South		30,710		77.8	%		77.8	%		5,975,808		250.24		5
1333 Broadway		Penn Station -Times Sq. South		67,001		100.0	%		100.0	%		9,899,557		147.75		4

*Retail - Manhattan Office - Base Building*				497,786		87.5	%		88.8	%		69,925,991		160.52		60

*Retail - Standalone Properties*
10 Union Square		Union Square		58,006		91.9	%		91.9	%		8,175,048		153.38		10
1542 Third Avenue		Upper East Side		56,135		100.0	%		100.0	%		2,554,234		45.50		4
1010 Third Avenue		Upper East Side		38,235		100.0	%		100.0	%		3,412,769		89.26		2
77 West 55th Street		Midtown		25,388		100.0	%		100.0	%		1,971,011		77.64		3

*Retail - Standalone Properties*				177,764		97.4	%		97.4	%		16,113,062		93.11		19

*Retail - Multifamily Properties*
561 10th Avenue		Hudson Yards		28,266		100.0	%		100.0	%		1,945,370		68.82		3
345 East 94th Street		Upper East Side		3,700		100.0	%		100.0	%		226,870		61.32		1
298 Mulberry Street		NoHo		10,365		100.0	%		100.0	%		1,748,682		168.71		1

*Retail - Multifamily Properties*				42,331		100.0	%		100.0	%		3,920,922		92.63		5

*Portfolio Total*				9,356,165		86.8	%		90.3	%		532,428,582	$	65.52		634

*Total/Weighted Average Office Properties*				8,638,284		86.5	%		90.2	%	$	442,468,607	$	59.20		550
*Total/Weighted Average Retail Properties*				717,881		90.7	%		91.6	%		89,959,975		138.18		84

Notes:

(1)	Excludes (i) 188,131 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 80,225 square feet of space attributable to the Company’s observatory.

(2)	Based on leases signed and commenced as of June 30, 2023.

(3)	Based on leases signed but not commenced as of June 30, 2023.

(4)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(5)	Represents annualized rent under leases commenced as of June 30, 2023 divided by occupied square feet.

(6)	Represents the number of leases at each property or on a portfolio basis. If a tenant has more than one lease, whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.

(7)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 40 years (expiring December 31, 2063).

(8)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 54 years (expiring May 31, 2077).

(9)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 27 years (expiring July 31, 2050).

(10)	First Stamford Place consists of three buildings.

Page 9


		Second Quarter 2023
		Total Portfolio Expirations and Vacates Summary
		(unaudited and in square feet)


	Three Months Ended
	Actual		Actual		Forecast ⁽¹⁾			Forecast ⁽¹⁾		Forecast ⁽¹⁾
Total Office and Retail Portfolio ⁽²⁾	March 31, 2023		June 30, 2023		September 30, 2023			December 31, 2023		Jul. to Dec. 2023			Full Year 2024
Total expirations		76,906		46,934		121,480			195,749		317,229			506,115
Less: broadcasting		—				(1,262	)		—		(1,262	)		—

Office and retail expirations		76,906		46,934		120,218			195,749		315,967			506,115

Renewals & relocations ⁽³⁾		13,595		20,642		11,759			37,011		48,770			76,155
New leases ⁽⁴⁾		21,633		5,761		2,344			50,828		53,172			21,083
Vacates ⁽⁵⁾		41,678		20,531		99,783			91,092		190,875			231,238
Unknown ⁽⁶⁾		—		—		6,332			16,818		23,150			177,639

Total Office and Retail Portfolio expirations and vacates		76,906		46,934		120,218			195,749		315,967			506,115

Manhattan Office Portfolio
Total expirations		66,187		39,949		73,670			172,658		246,328			459,400
Less: broadcasting		—		—		(1,262	)		—		(1,262	)		—

Office expirations		66,187		39,949		72,408			172,658		245,066			459,400

Renewals & relocations ⁽³⁾		10,448		13,657		7,623			17,088		24,711			68,400
New leases ⁽⁴⁾		21,633		5,761		2,344			50,828		53,172			11,278
Vacates ⁽⁵⁾		34,106		20,531		58,958			91,092		150,050			217,607
Unknown ⁽⁶⁾		—		—		3,483			13,650		17,133			162,115

Total expirations and vacates		66,187		39,949		72,408			172,658		245,066			459,400

Greater New York Metropolitan Area Office Portfolio
Office expirations		10,719		6,985		43,855			6,647		50,502			30,722

Renewals & relocations ⁽³⁾		3,147		6,985		4,136			3,479		7,615			—
New leases ⁽⁴⁾		—		—		—			—		—			9,805
Vacates ⁽⁵⁾		7,572		—		36,870			—		36,870			10,884
Unknown ⁽⁶⁾		—		—		2,849			3,168		6,017			10,033

Total expirations and vacates		10,719		6,985		43,855			6,647		50,502			30,722

Retail Portfolio ⁽⁷⁾
Retail expirations		—		—		3,955			16,444		20,399			15,993

Renewals & relocations ⁽³⁾		—		—		—			16,444		16,444			7,755
New leases ⁽⁴⁾		—		—		—			—		—			—
Vacates ⁽⁵⁾		—		—		3,955			—		3,955			2,747
Unknown ⁽⁶⁾		—		—		—			—		—			5,491

Total expirations and vacates		—		—		3,955			16,444		20,399			15,993

Notes:

(1)	These forecasts, which are subject to change, are based on management’s current expectations, including, among other things, discussions with and other information provided by tenants as well as management’s analyses of past historical trends.

(2)	Any lease on month to month or short-term will re-appear in “Actual” in each period until tenant has vacated or renewed, and thus it would be double counted if periods were cumulated. “Forecast” avoids double counting.

(3)

For forecasted periods, “Renewals & relocations” includes the following: tenants renew their existing leases in all or a portion of their current spaces; tenants which signed renewal leases for a term of less than six months and reappear in forecast periods in 2023; and tenants who move within a building or within the Company’s portfolio.

(4)	For forecasted periods, “New Leases” represents leases that have been signed with a new tenant, a subtenant who signed a direct lease or a tenant who expanded. There may be downtime between the lease expiration and the new lease commencement.

(5)

For forecasted periods, “Vacates” assumes a tenant elects not to renew at the end of their existing lease or exercises an early termination option; leases that the Company decides not to renew at the end of tenants’ existing lease due to anticipated future redevelopment or for other reasons. This also may include early lease terminations.

(6)	For forecasted periods, “Unknown” represents tenants’ whose intention is unknown.

(7)	Includes standalone and non-standalone retail.

Page 10


		Second Quarter 2023
		Tenant Lease Expirations
		(unaudited)


*Total Office and Retail Lease Expirations*	Number of Leases Expiring ⁽¹⁾		Rentable Square Feet Expiring ⁽²⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ⁽³⁾		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		904,365		9.7	%	$	—		0.0	%	$	—
Signed leases not commenced		26		326,149		3.5	%		—		0.0	%		—
2Q 2023 ⁽⁴⁾		7		11,620		0.1	%		402,267		0.1	%		34.62
3Q 2023		20		112,053		1.2	%		6,430,863		1.2	%		57.39
4Q 2023		24		195,749		2.1	%		11,101,435		2.1	%		56.71

Total 2023		51		319,422		3.4	%		17,934,564		3.4	%		56.15
1Q 2024		19		93,728		1.0	%		6,056,813		1.1	%		64.62
2Q 2024		15		129,178		1.4	%		6,865,457		1.3	%		53.15
3Q 2024		17		138,539		1.5	%		7,731,646		1.5	%		55.81
4Q 2024		36		144,670		1.5	%		8,979,058		1.7	%		62.07

Total 2024		87		506,115		5.4	%		29,632,974		5.6	%		58.55
2025		82		620,893		6.6	%		41,555,211		7.8	%		66.93
2026		72		639,063		6.8	%		37,324,642		7.0	%		58.41
2027		84		686,237		7.3	%		43,748,660		8.2	%		63.75
2028		60		938,251		10.0	%		51,860,132		9.7	%		55.27
2029		49		977,295		10.4	%		72,421,045		13.6	%		74.10
2030		34		716,078		7.7	%		47,752,437		9.0	%		66.69
2031		22		180,593		1.9	%		21,188,535		4.0	%		117.33
2032		28		369,448		3.9	%		26,112,369		4.9	%		70.68
2033		27		329,695		3.5	%		20,663,657		3.9	%		62.68
Thereafter		39		1,842,561		19.9	%		122,234,355		22.9	%		66.34

Total		661		9,356,165		100.0	%	$	532,428,582		100.0	%	$	65.52



*Manhattan Office Properties ⁽⁵⁾*
Available		—		635,888		8.4	%	$	—		0.0	%	$	—
Signed leases not commenced		23		306,846		4.0	%		—		0.0	%		—
2Q 2023 ⁽⁴⁾		3		3,529		0.0	%		198,204		0.0	%		56.16
3Q 2023		16		72,334		1.0	%		4,161,948		1.0	%		57.54
4Q 2023		19		172,658		2.3	%		10,496,158		2.6	%		60.79

Total 2023		38		248,521		3.3	%		14,856,310		3.7	%		59.78
1Q 2024		16		83,458		1.1	%		5,507,211		1.4	%		65.99
2Q 2024		15		129,178		1.7	%		6,865,457		1.7	%		53.15
3Q 2024		13		116,946		1.5	%		6,954,470		1.7	%		59.47
4Q 2024		34		129,818		1.7	%		7,916,802		2.0	%		60.98

Total 2024		78		459,400		6.1	%		27,243,940		6.7	%		59.30
2025		65		520,609		6.9	%		33,344,357		8.3	%		64.05
2026		56		485,485		6.4	%		29,082,417		7.2	%		59.90
2027		68		573,118		7.6	%		33,407,845		8.3	%		58.29
2028		44		846,273		11.2	%		46,782,269		11.6	%		55.28
2029		35		738,453		9.7	%		44,530,668		11.0	%		60.30
2030		22		568,430		7.5	%		35,064,080		8.7	%		61.69
2031		11		82,182		1.1	%		5,803,792		1.4	%		70.62
2032		21		336,511		4.4	%		23,119,239		5.7	%		68.70
2033		14		141,583		1.9	%		8,516,243		2.1	%		60.15
Thereafter		28		1,633,269		21.5	%		101,953,736		25.3	%		62.42

Total Manhattan office properties		503		7,576,568		100.0	%	$	403,704,896		100.0	%	$	60.86

Page 11


		Second Quarter 2023
		Tenant Lease Expirations
		(unaudited)


*Greater New York Metropolitan* *Area Office Properties*	Number of Leases Expiring ⁽¹⁾		Rentable Square Feet Expiring ⁽²⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ⁽³⁾		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		207,968		19.6	%	$	—		0.0	%	$	—
Signed leases not commenced		1		12,944		1.2	%		—		0.0	%		—
2Q 2023 ⁽⁴⁾		3		4,136		0.4	%		204,063		0.5	%		49.34
3Q 2023		4		39,719		3.7	%		2,268,915		5.9	%		57.12
4Q 2023		3		6,647		0.6	%		206,676		0.5	%		31.09

Total 2023		10		50,502		4.8	%		2,679,653		6.9	%		53.06
1Q 2024		—		—		0.0	%		—		0.0	%		—
2Q 2024		—		—		0.0	%		—		0.0	%		—
3Q 2024		2		20,689		1.9	%		719,687		1.9	%		34.79
4Q 2024		1		10,033		0.9	%		487,519		1.3	%		48.59

Total 2024		3		30,722		2.9	%		1,207,206		3.1	%		39.29
2025		12		77,533		7.3	%		3,643,863		9.4	%		47.00
2026		9		82,348		7.8	%		3,934,146		10.1	%		47.77
2027		10		58,730		5.5	%		2,811,548		7.3	%		47.87
2028		11		86,759		8.2	%		3,801,710		9.8	%		43.82
2029		5		128,271		12.1	%		5,922,035		15.3	%		46.17
2030		4		77,941		7.3	%		3,556,254		9.2	%		45.63
2031		2		16,560		1.6	%		843,885		2.2	%		50.96
2032		1		—		0.0	%		6,180		0.0	%		—
2033		2		151,754		14.3	%		7,103,623		18.3	%		46.81
Thereafter		1		79,684		7.4	%		3,253,607		8.4	%		40.83

Total greater New York metropolitan area office properties		71		1,061,716		100.0	%	$	38,763,711		100.0	%	$	46.10



*Retail Properties*
Available		—		60,509		8.4	%	$	—		0.0	%	$	—
Signed leases not commenced		2		6,359		0.9	%		—		0.0	%		—
2Q 2023 ⁽⁴⁾		1		3,955		0.6	%		—		0.0	%
3Q 2023		—		—		0.0	%		—		0.0	%
4Q 2023		2		16,444		2.3	%		398,601		0.4	%		24.24

Total 2023		3		20,399		2.8	%		398,601		0.4	%		19.54
1Q 2024		3		10,270		1.4	%		549,602		0.6	%		53.52
2Q 2024		—		—		0.0	%		—		0.0	%		—
3Q 2024		2		904		0.1	%		57,489		0.1	%		63.59
4Q 2024		1		4,819		0.7	%		574,737		0.6	%		119.26

Total 2024		6		15,993		2.2	%		1,181,828		1.3	%		73.90
2025		5		22,751		3.2	%		4,566,991		5.1	%		200.74
2026		7		71,230		9.9	%		4,308,079		4.8	%		60.48
2027		6		54,389		7.6	%		7,529,267		8.4	%		138.43
2028		5		5,219		0.7	%		1,276,153		1.4	%		244.52
2029		9		110,571		15.4	%		21,968,342		24.4	%		198.68
2030		8		69,707		9.7	%		9,132,103		10.2	%		131.01
2031		9		81,851		11.4	%		14,540,858		16.2	%		177.65
2032		6		32,937		4.6	%		2,986,950		3.3	%		90.69
2033		11		36,358		5.1	%		5,043,791		5.6	%		138.73
Thereafter		10		129,608		18.1	%		17,027,012		18.9	%		131.37

Total retail properties		87		717,881		100.0	%	$	89,959,975		100.0	%	$	138.18

Notes:

(1)	If a tenant has more than one lease, whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.

(2)	Excludes (i) 188,131 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 80,225 square feet of space attributable to the Company’s observatory.

(3)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4)	Represents leases that are included in occupancy as of June 30, 2023 and expire on June 30, 2023.

(5)	Excludes (i) retail space in the Manhattan office and (ii) the Empire State Building broadcasting licenses and observatory operations.

Page 12


		Second Quarter 2023
		20 Largest Tenants and Portfolio Tenant Diversification by Industry
		(unaudited)


20 Largest Tenants	Property	Lease Expiration ⁽¹⁾	Weighted Average Remaining Lease Term⁽²⁾		Total Occupied Square Feet ⁽³⁾		Percent of Portfolio Rentable Square Feet ⁽⁴⁾			Annualized Rent ⁽⁵⁾		Percent of Portfolio Annualized Rent ⁽⁶⁾
1. LinkedIn	Empire State Building	Aug. 2036		13.2 years		501,409		5.4	%	$	33,235,907		6.2	%
2. Flagstar Bank	1333 & 1400 Broadway	Mar. 2025 - Aug. 2039		15.6 years		326,121		3.5	%		18,973,651		3.6	%
3. Centric Brands Inc.	Empire State Building	Oct. 2028		5.3 years		221,365		2.4	%		11,952,833		2.2	%
4. PVH Corp.	501 Seventh Avenue	Oct. 2028		5.3 years		237,281		2.5	%		11,524,123		2.2	%
5. Sephora	112 West 34th Street	Jan. 2029		5.6 years		11,334		0.1	%		10,533,628		2.0	%
6. Target	112 West 34th St., 10 Union Sq.	Jan 2038		14.6 years		81,340		0.9	%		9,341,395		1.8	%
7. Li & Fung	1359 Broadway, ESB	Oct. 2023 - Oct. 2028		4.3 years		173,273		1.9	%		9,260,886		1.7	%
8. Coty Inc.	Empire State Building	Jan. 2030		6.6 years		156,187		1.7	%		8,464,460		1.6	%
9. Macy’s	111 West 33rd Street	May 2030		6.9 years		131,117		1.4	%		8,382,100		1.6	%
10. Urban Outfitters	1333 Broadway	Sept. 2029		6.3 years		56,730		0.6	%		7,955,384		1.5	%
11. Footlocker	112 West 34th Street	Sept. 2031		8.3 years		34,192		0.4	%		7,745,959		1.5	%
12. Federal Deposit Insurance Corp.	Empire State Building	Dec. 2025		2.5 years		119,226		1.3	%		7,567,274		1.4	%
13. HNTB Corporation	Empire State Building	Feb. 2029		5.7 years		105,143		1.1	%		6,982,050		1.3	%
14. Institutional Capital Network, Inc.	One Grand Central Place	Dec. 2023 - Oct. 2035		11.1 years		94,331		1.0	%		6,359,436		1.2	%
15. The Michael J. Fox Foundation	111 West 33rd Street	Nov. 2029		6.4 years		86,492		0.9	%		6,219,167		1.2	%
16. Shutterstock	Empire State Building	Apr. 2029		5.8 years		104,386		1.1	%		6,087,598		1.1	%
17. Fragomen	1400 Broadway	Feb. 2035		11.7 years		107,680		1.2	%		5,922,400		1.1	%
18. Burlington Merchandising Corp.	1400 Broadway	Jan 2038		14.6 years		102,898		1.1	%		5,910,828		1.1	%
19. ASCAP	250 West 57th Street	Aug. 2034		11.2 years		87,943		0.9	%		5,344,751		1.0	%
20. Duane Reade	ESB, 1350 Broadway	May 2025 - Sept. 2027		3.0 years		39,142		0.4	%		4,903,003		0.9	%

Total						2,777,590		29.8	%	$	192,666,834		36.2	%

Notes:

(1)	Expiration dates are per lease and do not assume exercise of renewal or extension options. For tenants with more than two leases, the lease expiration is shown as a range.

(2)	Represents the weighted average lease term based on annualized rent.

(3)	Based on leases signed and commenced as of June 30, 2023.

(4)	Represents the percentage of rentable square feet of the Company’s office and retail portfolios in the aggregate.

(5)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(6)	Represents the percentage of annualized rent of the Company’s office and retail portfolios in the aggregate.

Portfolio Tenant Diversification by Industry (based on annualized rent)

LOGO

Page 13


		Second Quarter 2023
		Capital Expenditures and Redevelopment Program and Leasing Opportunity
		(unaudited and dollars in thousands)


	Three Months Ended
Capital expenditures	June 30, 2023		March 31, 2023		December 31, 2022		September 30, 2022		June 30, 2022
Tenant improvements - first generation	$	—	$	—	$	6,024	$	1,493	$	3,502
Tenant improvements - second generation		19,823		23,919		8,867		20,329		23,163
Leasing commissions - second generation		4,468		4,114		4,721		10,182		5,043
Building improvements - first generation		—		—		2,530		868		1,992
Building improvements - second generation		12,814		12,611		6,837		7,986		7,248

Total	$	37,105	$	40,644	$	28,979	$	40,858	$	40,948

Leasing Opportunity - Inventory of Current Vacant Space as of June 30, 2023 (in square feet) ^{(1) (2)}


Total Portfolio vacant space			1,231,000

Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC			307,000
Greater New York Office Properties SLNC			13,000
Retail Properties SLNC			6,000
Greater New York Office Properties			208,000
Retail Properties			61,000
Manhattan Office Properties			537,000
Manhattan Office Properties off market			48,000
Manhattan Office Properties other			51,000

Total			1,231,000

Notes:

(1)	These estimates are based on the Company’s current budgets and are subject to change.

(2)

Redevelopment program is for the Manhattan office assets only. Square footage based on market measurement. Developed space includes space that has been demolished and completed asbestos abatement and available for lease up or ready to be rebuilt. Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

Page 14


		Second Quarter 2023
		Observatory Summary
		(unaudited and dollars in thousands)


			Three Months Ended
Observatory NOI	Twelve Months to Date		June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Observatory revenue ⁽¹⁾	$	120,956	$	33,433		$	22,154		$	32,318		$	33,051		$	27,368
Observatory expenses		33,557		8,657			7,855			8,529			8,516			7,776

NOI		87,399		24,776			14,299			23,789			24,535			19,592
Intercompany rent expense ⁽²⁾		74,132		20,942			15,914			18,204			19,072			17,109

NOI after intercompany rent	$	13,267	$	3,834		$	(1,615	)	$	5,585		$	5,463		$	2,483


Observatory Metrics
Number of visitors ⁽³⁾				666,000			443,000			660,000			687,000			573,000
Change in visitors year over year				16.2	%		64.7	%		83.3	%		169.4	%		253.7	%
Number of bad weather days (“BWD”) ⁽⁴⁾				12			15			20			7			19

Notes:

(1)

Observatory revenues include the fixed license fee received from WDFG North America, the observatory gift shop operator. For the three months ended June 30, 2023, March 31, 2023, December 31, 2022, September 30, 2022, and June 30, 2022, the fixed license fee was $1,807, $1,807, $1,200, $1,200 and $1,200 respectively.

(2)	The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State Building. Intercompany rent is eliminated upon consolidation.

(3)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(4)	The Company defines a bad weather day as one in which the top of the Empire State Building is obscured from view for more than 50% of the day.

Annual Observatory NOI 2018 to 2022

LOGO

Notes:

(1)	The 102nd floor observatory was closed for approximately nine months in 2019 for renovations.

(2)	Due to the COVID-19 pandemic, the observatory was closed on March 16, 2020. The 86th floor observatory reopened on July 20, 2020 and the 102nd floor observatory reopened on August 24, 2020.

(3)	The observatory continued to experience a gradual recovery in visitors due to the COVID-19 pandemic.

Page 15


		Second Quarter 2023
		Condensed Consolidated Balance Sheets
		(unaudited and dollars in thousands)


	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Assets
Commercial real estate properties, at cost:
Land	$	361,497		$	361,497		$	365,540		$	334,598		$	334,598
Development costs		8,204			8,178			8,166			8,162			8,162
Building and improvements		3,196,181			3,183,615			3,177,743			3,194,787			3,193,137

		3,565,882			3,553,290			3,551,449			3,537,547			3,535,897
Less: accumulated depreciation		(1,180,558	)		(1,162,923	)		(1,137,267	)		(1,159,364	)		(1,137,231	)

Commercial real estate properties, net		2,385,324			2,390,367			2,414,182			2,378,183			2,398,666
Assets held for sale		—			35,980			35,538			—			—
Cash and cash equivalents		315,357			272,648			264,434			387,248			359,424
Restricted cash		80,451			108,183			50,244			52,567			53,335
Tenant and other receivables		32,901			23,879			24,102			30,547			43,672
Deferred rent receivables		249,881			238,842			240,188			239,750			233,194
Prepaid expenses and other assets		98,986			57,891			98,114			72,905			82,256
Deferred costs, net		176,678			182,367			187,570			188,706			193,436
Acquired below-market ground leases, net		325,157			327,115			329,073			331,030			332,988
Right of use assets		28,554			28,612			28,670			28,725			28,781
Goodwill		491,479			491,479			491,479			491,479			491,479

Total assets	$	4,184,768		$	4,157,363		$	4,163,594		$	4,201,140		$	4,217,231

Liabilities and Equity
Mortgage notes payable, net	$	880,592		$	882,142		$	883,705		$	915,202		$	916,657
Senior unsecured notes, net		973,768			973,714			973,659			973,607			973,555
Unsecured term loan facility, net		389,028			388,901			388,773			388,645			388,507
Unsecured revolving credit facility, net		—			—			—			—			—
Accounts payable and accrued expenses		71,709			71,605			80,729			94,436			113,837
Acquired below-market leases, net		15,280			16,581			17,849			18,897			20,178
Ground lease liabilities		28,554			28,612			28,670			28,725			28,781
Deferred revenue and other liabilities		73,972			76,769			76,091			80,249			80,008
Tenants’ security deposits		40,253			35,111			25,084			27,550			29,615
Liabilities related to assets held for sale		—			6,862			5,943			—			—

Total liabilities		2,473,156			2,480,297			2,480,503			2,527,311			2,551,138
Total equity		1,711,612			1,677,066			1,683,091			1,673,829			1,666,093

Total liabilities and equity	$	4,184,768		$	4,157,363		$	4,163,594		$	4,201,140		$	4,217,231

Page 16


		Second Quarter 2023
		Condensed Consolidated Statements of Operations
		(unaudited and in thousands, except per share amounts)


	Three Months Ended
	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Revenues
Rental revenue ⁽¹⁾	$	154,603		$	140,091		$	145,905		$	148,290		$	149,339
Observatory revenue		33,433			22,154			32,318			33,051			27,368
Lease termination fees		—			—			—			—			18,859
Third party management and other fees		381			427			336			389			326
Other revenue and fees		2,125			1,950			2,714			1,982			2,130

Total revenues		190,542			164,622			181,273			183,712			198,022
Operating expenses
Property operating expenses		39,519			42,044			39,060			42,798			37,433
Ground rent expenses		2,332			2,331			2,332			2,331			2,332
General and administrative expenses		16,075			15,708			16,478			15,725			15,876
Observatory expenses		8,657			7,855			8,529			8,516			7,776
Real estate taxes		31,490			31,788			31,420			31,831			29,802
Depreciation and amortization		46,280			47,408			44,500			46,984			58,304

Total operating expenses		144,353			147,134			142,319			148,185			151,523

Total operating income		46,189			17,488			38,954			35,527			46,499
Other income (expense)
Interest income		3,339			2,595			2,804			1,564			431
Interest expense		(25,405	)		(25,304	)		(25,634	)		(25,516	)		(25,042	)
Gain on disposition of property		13,565			15,696			6,818			—			27,170

Income before income taxes		37,688			10,475			22,942			11,575			49,058
Income tax (expense) benefit		(733	)		1,219			(1,322	)		(1,457	)		(363	)

Net income		36,955			11,694			21,620			10,118			48,695
Net (income) loss attributable to noncontrolling interests:
Non-controlling interests in the Operating Partnership		(14,049	)		(4,168	)		(7,947	)		(3,560	)		(18,224	)
Non-controlling interests in other partnerships		(1	)		43			(28	)		49			159
Private perpetual preferred unit distributions		(1,051	)		(1,050	)		(1,050	)		(1,050	)		(1,051	)

Net income attributable to common stockholders	$	21,854		$	6,519		$	12,595		$	5,557		$	29,579

Weighted average common shares outstanding
Basic		160,028			161,339			161,720			162,165			167,118

Diluted		264,196			265,197			265,370			267,121			270,085

Earnings per share attributable to common stockholders
Basic and diluted	$	0.14		$	0.04		$	0.08		$	0.03		$	0.18

Dividends per share	$	0.035		$	0.035		$	0.035		$	0.035		$	0.035

Note:

(1)	The following table reflects the components of rental revenue.


	Three Months Ended
	June 30, 2023		March 31, 2023		December 31, 2022		September 30, 2022		June 30, 2022
Rental Revenue
Base rent	$	138,808	$	124,782	$	131,745	$	131,800	$	134,794
Billed tenant expense reimbursement		15,795		15,309		14,160		16,490		14,545

Total rental revenue	$	154,603	$	140,091	$	145,905	$	148,290	$	149,339

The preceding table of the components of rental revenue is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes this information is frequently used by management, investors, securities analysts and other interested parties to evaluate the Company’s performance.

Page 17


		Second Quarter 2023
		Funds from Operations (“FFO”), Modified Funds From Operations (“Modified FFO”), Core Funds from Operations (“Core FFO”), Core Funds Available for Distribution (“Core FAD”) and EBITDA
		(unaudited and in thousands, except per share amounts)


	Three Months Ended
	June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Reconciliation of Net Income to FFO, Modified FFO and Core FFO
Net Income	$	36,955		$	11,694		$	21,620		$	10,118		$	48,695
Non-controlling interests in other partnerships		(1	)		43			(28	)		49			159
Preferred unit distributions		(1,051	)		(1,050	)		(1,050	)		(1,050	)		(1,051	)
Real estate depreciation and amortization		44,887			46,024			43,076			45,461			56,571
Gain on disposition of property		(13,565	)		(15,696	)		(6,818	)		—			(27,170	)

FFO attributable to common stockholders and the Operating Partnership		67,225			41,015			56,800			54,578			77,204
Amortization of below-market ground lease		1,958			1,958			1,958			1,957			1,958

Modified FFO attributable to common stockholders and the Operating Partnership		69,183			42,973			58,758			56,535			79,162

Core FFO attributable to common stockholders and the Operating Partnership	$	69,183		$	42,973		$	58,758		$	56,535		$	79,162

Total weighted average shares and Operating Partnership units
Basic		262,903			264,493			263,759			266,035			270,078

Diluted		264,196			265,197			265,370			267,121			270,085

FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29

Diluted	$	0.25		$	0.15		$	0.21		$	0.20		$	0.29

Modified FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29

Diluted	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29

Core FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29

Diluted	$	0.26		$	0.16		$	0.22		$	0.21		$	0.29

Reconciliation of Core FFO to Core FAD
Core FFO	$	69,183		$	42,973		$	58,758		$	56,535		$	79,162
Add:
Amortization of deferred financing costs		1,088			1,089			1,096			1,156			1,270
Non-real estate depreciation and amortization		1,248			1,237			1,285			1,303			1,285
Amortization of non-cash compensation expense		5,369			4,375			5,412			5,374			5,765
Amortization of loss on interest rate derivative		1,527			1,527			1,525			1,524			1,528
Deduct:
Straight-line rental revenues		(11,859	)		(556	)		(6,029	)		(7,341	)		(8,597	)
Above/below-market rent revenue amortization		(675	)		(703	)		(622	)		(677	)		(1,675	)
Corporate capital expenditures		(225	)		(270	)		(162	)		(242	)		(302	)
Tenant improvements - second generation		(19,823	)		(23,919	)		(8,867	)		(20,329	)		(23,163	)
Building improvements - second generation		(12,814	)		(12,611	)		(6,837	)		(7,986	)		(7,248	)
Leasing commissions - second generation		(4,468	)		(4,114	)		(4,721	)		(10,182	)		(5,043	)

Core FAD	$	28,551		$	9,028		$	40,838		$	19,135		$	42,982

Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income	$	36,955		$	11,694		$	21,620		$	10,118		$	48,695
Interest expense		25,405			25,304			25,634			25,516			25,042
Income tax expense (benefit)		733			(1,219	)		1,322			1,457			363
Depreciation and amortization		46,280			47,408			44,500			46,984			58,304

EBITDA		109,373			83,187			93,076			84,075			132,404
Gain on disposition of property		(13,565	)		(15,696	)		(6,818	)		—			(27,170	)

Adjusted EBITDA	$	95,808		$	67,491		$	86,258		$	84,075		$	105,234

Page 18


		Second Quarter 2023
		Debt Summary
		(unaudited and dollars in thousands)


	June 30, 2023										March 31, 2023
	Balance			ESRT Pro-rata Share		Weighted Average								ESRT Pro-rata Share		Weighted Average
						Interest Rate			Maturity (Years)		Balance					Interest Rate			Maturity (Years)
Debt Summary						Interest Rate			Maturity (Years)		Balance					Interest Rate			Maturity (Years)
Fixed rate mortgage debt	$	896,361		$	878,135		3.77	%		6.5	$	898,489		$	880,206		3.77	%		6.8
Senior unsecured notes		975,000			975,000		4.05	%		6.7		975,000			975,000		4.05	%		6.9
Unsecured term loan facilities ⁽¹⁾		390,000			390,000		3.93	%		2.5		390,000			390,000		3.93	%		2.8

Total fixed rate debt		2,261,361			2,243,135		3.94	%		5.9		2,263,489			2,245,206		3.94	%		6.2
Unsecured term loan facilities ⁽²⁾		—			—		—			—		—			—		—			—
Unsecured revolving credit facilities		—			—		—			1.8		—			—		—			2.0

Total variable rate debt		—			—		—			1.8		—			—		—			2.0

Total debt		2,261,361			2,243,135		3.94	%		5.9		2,263,489			2,245,206		3.94	%		6.2

Deferred financing costs, net		(10,619	)									(11,182	)
Debt discount		(7,354	)									(7,550	)

Total	$	2,243,388									$	2,244,757


Available Capacity	Facility		Outstanding at June 30, 2023		Letters of Credit		Available Capacity
Unsecured revolving credit facility ⁽³⁾	$	850,000	$	—	$	—	$	850,000

Covenant Summary

Required

Current
Quarter

In
Compliance

Maximum Total Leverage⁽⁴⁾

< 60

33.8

Yes

Maximum Secured Leverage ⁽⁴⁾

< 40

13.2

Yes

Minimum Fixed Charge Coverage

> 1.50x

3.1x

Yes

Minimum Unencumbered Interest Coverage

> 1.75x

5.3x

Yes

Maximum Unsecured Leverage ⁽⁴⁾

< 60

25.1

Yes

Notes:

(1)	SOFR is fixed at 2.562% for $175 million and 2.626% for $215 million under variable to fixed interest rate swap agreements, through debt maturity.

(2)	As of June 30, 2023, each of our unsecured term loan facilities are fixed under variable to fixed interest rate swap agreements.

(3)

The unsecured revolving credit and term loan facilities have an accordion feature allowing for an increase in maximum aggregate principal balance to $1.5 billion under certain circumstances. This unsecured revolving credit facility matures in March 2025 with two additional six-month extension options.

(4)	Represents the ratio of total indebtedness to total asset value as determined in accordance with the credit facility agreement.

Page 19


		Second Quarter 2023
		Debt Detail
		(unaudited and dollars in thousands)


	Stated Interest Rate (%)		Effective Interest Rate (%) ⁽¹⁾			Principal Balance			ESRT Pro-rata Share					Maturity Date		Amortization
	Stated Interest Rate (%)		Effective Interest Rate (%) ⁽¹⁾			Principal Balance			Percent			Amount		Maturity Date		Amortization
Fixed rate mortgage debt:
Metro Center		3.59%		3.67	%	$	81,344			100	%	$	81,344		11/5/2024		30 years
10 Union Square		3.70%		3.97	%		50,000			100	%		50,000		4/1/2026		Interest only
1542 Third Avenue		4.29%		4.53	%		30,000			100	%		30,000		5/1/2027		Interest only
First Stamford Place ⁽²⁾		4.28%		4.73	%		177,347			100	%		177,347		7/1/2027		5 years interest only; 30 years thereafter
1010 Third Avenue & 77 West 55th St.		4.01%		4.21	%		35,399			100	%		35,399		1/5/2028		30 years
250 West 57th Street		2.83%		3.21	%		180,000			100	%		180,000		12/1/2030		Interest only
1333 Broadway		4.21%		4.29	%		160,000			100	%		160,000		2/5/2033		Interest only
345 East 94th Street - Series A ⁽⁴⁾		70% of SOFR plus 0.95%		3.56	%		43,600			90	%		39,240		11/1/2030		Interest only
345 East 94th Street - Series B ⁽⁴⁾		SOFR plus 2.24%		3.56	%		7,544			90	%		6,790		11/1/2030		30 years
561 10th Avenue - Series A ⁽⁴⁾		70% of SOFR plus 1.07%		3.85	%		114,500			90	%		103,050		11/1/2033		Interest only
561 10th Avenue - Series B ⁽⁴⁾		SOFR plus 2.45%		3.85	%		16,627			90	%		14,965		11/1/2033		30 years

Total fixed rate mortgage debt							896,361						878,135
Unsecured term loan facility ⁽³⁾		SOFR plus 1.20%		4.22	%		215,000			100	%		215,000		3/19/2025		Interest only
Unsecured revolving credit facility ⁽³⁾		SOFR plus 1.30%		—			—			100	%		—		3/31/2025		Interest only
Unsecured term loan facility ⁽³⁾		SOFR plus 1.50%		4.51	%		175,000			100	%		175,000		12/31/2026		Interest only
Senior unsecured notes:
Series A		3.93%		3.96	%		100,000			100	%		100,000		3/27/2025		Interest only
Series B		4.09%		4.12	%		125,000			100	%		125,000		3/27/2027		Interest only
Series C		4.18%		4.21	%		125,000			100	%		125,000		3/27/2030		Interest only
Series D		4.08%		4.11	%		115,000			100	%		115,000		1/22/2028		Interest only
Series E		4.26%		4.27	%		160,000			100	%		160,000		3/22/2030		Interest only
Series F		4.44%		4.45	%		175,000			100	%		175,000		3/22/2033		Interest only
Series G		3.61%		4.89	%		100,000			100	%		100,000		3/17/2032		Interest only
Series H		3.73%		5.00	%		75,000			100	%		75,000		3/17/2035		Interest only

Total / weighted average debt		3.94%		4.20	%		2,261,361					$	2,243,135

Deferred financing costs, net							(10,619	)
Debt discount							(7,354	)

Total						$	2,243,388

Notes:

(1)	The effective interest rate is composed of the stated interest rate, deferred financing cost amortization and interest associated with variable to fixed interest rate swap agreements.

(2)	Represents a $164 million mortgage loan bearing interest at 4.09% and a $13.3 million mortgage loan bearing interest at 6.25%.

(3)	As of August 29, 2022, the benchmark index interest rate was converted from LIBOR to SOFR, plus a benchmark adjustment of 10.0 basis points.

(4)	As of May 18, 2023, the benchmark index rate was converted from LIBOR to SOFR, plus a benchmark adjustment of 11.4 basis points.

Page 20


		Second Quarter 2023
		Debt Maturities and Ground Lease Commitments
		(unaudited and dollars in thousands)


Year	Maturities ⁽¹⁾		Amortization		Total			ESRT Pro-rata Share		Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2023	$	—	$	4,363	$	4,363		$	4,247		0.2	%		n/a
2024		77,675		8,861		86,536			86,288		3.8	%		3.59	%
2025		315,000		6,893		321,893			321,621		14.3	%		3.86	%
2026		225,000		7,330		232,330			232,033		10.3	%		3.98	%
2027		319,000		6,461		325,461			325,136		14.5	%		4.21	%
2028		146,092		3,556		149,648			149,292		6.7	%		4.06	%
2029		—		3,988		3,988			3,589		0.2	%		n/a
2030		508,600		4,413		513,013			508,212		22.7	%		3.67	%
2031		—		3,283		3,283			2,955		0.1	%		n/a
2032		100,000		3,591		103,591			103,232		4.6	%		4.05	%
Thereafter		514,007		3,248		517,255			506,530		22.6	%		4.13	%

Total debt	$	2,205,374	$	55,987		2,261,361		$	2,243,135		100.0	%		3.94	%

Deferred financing costs, net						(10,619	)
Debt discount						(7,354	)

Total					$	2,243,388

Debt Maturity Profile ⁽²⁾

LOGO

Ground Lease Commitments ⁽³⁾


Year	1350 Broadway ⁽⁴⁾		1400 Broadway ⁽⁵⁾		111 West 33rd Street ⁽⁶⁾		Total
2023	$	54	$	338	$	368	$	759
2024		108		675		735		1,518
2025		108		675		735		1,518
2026		93		675		735		1,503
2027		72		675		735		1,482
Thereafter		1,656		24,300		36,321		62,277

	$	2,091	$	27,338	$	39,629	$	69,057

Notes:

(1)	Assumes no extension options are exercised.

(2)	The table reflects ESRT’s pro-rata share of debt maturities.

(3)	There are no fair value market resets, no step-ups, and no escalations in the three ground lease commitments.

(4)	Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the Company, of approximately 27 years.

(5)	Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the Company, of approximately 40 years.

(6)	Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the Company, of approximately 54 years.

Page 21


		Second Quarter 2023
		Supplemental Definitions

Funds From Operations (“FFO”)

We compute FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, we believe FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. We believe this a useful supplemental measure in evaluating our operating performance due to the non-cash accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of two option properties following our formation transactions as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we believe it is an important supplemental measure of our operating performance in that it adds back the non-cash amortization of below-market ground leases. There can be no assurance that Modified FFO presented by us is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items: loss on early extinguishment of debt, acquisition expenses, severance expenses and IPO litigation expense. The Company believes Core FFO is an important supplemental measure of its operating performance because it excludes non-recurring items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. In future periods, we may also exclude other items from Core FFO that we believe may help

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present Core FAD by (i) adding to Core FFO non-real estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and non-cash compensation expenses and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that we believe provides useful information regarding our ability to fund our dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs., including the ability to make cash distributions. There can be no assurance that Core FAD presented by us is comparable to similarly titled measures of other REITs.

Net Operating Income (“NOI”) and Property Cash NOI

NOI is a non-GAAP financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by: (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, loss on early extinguishment of debt, impairment charges and loss from derivative financial instruments, or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from NOI because it is specific to the particular financing capabilitiesand constraints of the owner. The cost of funds is eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by us regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in our office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing our operating results to the operating results of other real estate companies that have not made similarly-timed purchases or sales. We believe that eliminating these costs from net income is useful to investors because the resulting measure captures the actual revenue generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating costs. In some cases, the Company also presents (1) Property Cash NOI, which excludes observatory NOI and the effects of straight-line rent, fair value lease revenue, and straight-line ground rent expense adjustment, and (2) Property Cash NOI excluding lease termination fees. Property Cash NOI is presented solely as a supplemental disclosure that management believes allows investors to compare NOI performance across periods without taking into account the effect of certain non-cash rental revenues and straight-line ground rent expense adjustment. Similar to depreciation and amortization expense, fair value lease revenues, because of historical cost accounting, may distort operating performance measures at the property level. Additionally, presenting NOI excluding the impact of straight-line rent and straight-line ground rent expense adjustment provides investors with an alternative view of operating performance at the property level that more closely reflects net cash generated in the portfolio. Presenting Property Cash NOI excluding lease termination fees provides investors with additional information that allows them to compare operating performance between periods without taking into account termination fees, which can distort the results for any given period because they generally represent multiple months or years of a tenant’s rental obligations that are paid in a lump sum in connection with a negotiated early termination of the tenant’s lease and are not reflective of the core ongoing operating performance of the Company’s portfolio. However, the usefulness of NOI, Property Cash NOI, and Property Cash NOI excluding lease termination fees is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI and Property Cash NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI and Property Cash NOI are measurements of the operating performance of our properties but do not measure our performance as a whole. These metrics therefore are not substitutes for net income as computed in accordance with GAAP. These measures should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI, Property Cash NOI or similarly titled measures and, accordingly, our measures may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

Same Store

In the Company’s analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important In the Company’s analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were owned by the Company throughout each period presented. The Company refers to properties acquired prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented as “Same Store.” Same Store therefore excludes properties acquired after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired for that property to be included in Same Store. The Company’s definition of Same Store also excludes properties held-for-sale or those which we otherwise expect to dispose of in the subsequent quarter and our multifamily properties

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		Second Quarter 2023
		Supplemental Definitions

EBITDA and Adjusted EBITDA

We compute EBITDA as net income plus interest expense, income taxes and depreciation. We present EBITDA because we believe that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity. For adjusted EBITDA, we add back impairment charges and gain on disposition of property.

Net Debt to Adjusted EBITDA

We compute Net Debt to Adjusted EBITDA as the Company’s pro-rata share of gross debt less cash and cash equivalents divided by the Company’s pro-rata share of trailing twelve months Adjusted EBITDA. The Company believes that the presentation of Net Debt to Adjusted EBITDA provides useful information to investors because the Company reviews Net Debt to Adjusted EBITDA as part of the management of its overall financial flexibility, capital structure and leverage based on its percentage ownership interest in all of its assets.

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