8-K

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): February 17, 2021

EMPIRE STATE REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-36105	37-1645259
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

EMPIRE STATE REALTY OP, L.P.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-36106	45-4685158
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
111 West 33rd Street, 12th Floor New York, New York		10120
(Address of Principal Executive Offices)		(Zip Code)

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

n/a

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

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

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Empire State Realty Trust, Inc.
Class A Common Stock, par value $0.01 per share	ESRT	The New York Stock Exchange
Empire State Realty OP, L.P.
Series ES Operating Partnership Units	ESBA	NYSE Arca, Inc.
Series 60 Operating Partnership Units	OGCP	NYSE Arca, Inc.
Series 250 Operating Partnership Units	FISK	NYSE Arca, Inc.

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

Emerging growth company  ☐

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

Item 2.02. Results of Operations and Financial Condition.

On February 17, 2021, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the fourth quarter and full year 2020. 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.

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Item 7.01. Regulation FD Disclosure

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the fourth quarter 2020 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 fourth quarter 2020
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”)

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, 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

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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”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. We consider 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 consider it 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 presents Core FFO because it considers it an important supplemental measure of its operating performance in that 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.

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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”)

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 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. However, the usefulness of NOI is limited because it excludes general and administrative

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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 may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

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.

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SIGNATURE

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

	EMPIRE STATE REALTY TRUST, INC. (Registrant)
Date: February 17, 2021	By:	/s/ Christina Chiu
		Name:	Christina Chiu
		Title:	Executive Vice President and Chief Financial Officer

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: February 17, 2021	By:	/s/ Christina Chiu
		Name:	Christina Chiu
		Title:	Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

EMPIRE STATE REALTY TRUST ANNOUNCES FOURTH QUARTER 2020 RESULTS

- Earnings Per Share of ($0.00) Per Fully Diluted Share -

- Core FFO of $0.17 Per Fully Diluted Share -

- $1.6 Billion of Liquidity, No Outstanding Debt Maturity Through 2024 -

- Indoor Environmental Quality and Energy Efficiency Differentiate Portfolio -

New York, New York, February 17, 2021 - Empire State Realty Trust, Inc. (NYSE: ESRT) (the “Company”), a real estate investment trust with office and retail properties in Manhattan and the greater New York metropolitan area, today reported its operational and financial results for the fourth quarter of 2020.

“We took actions during the year to allow employee and tenant reentry with confidence to our buildings, collected rents, managed operating and capital expenses, promoted Empire State Building Observatory visits, supported our smaller retail tenants, and protected and fortified our balance sheet. Visits to the Observatory continue to grow gradually off a low base, despite interstate and international travel restrictions. We find ourselves in 2021 well-positioned with a long runway, a fully staffed investment team with a balance sheet that allows us the choice to expand our portfolio, and a more focused and improved team,” stated Anthony E. Malkin, Empire State Realty Trust’s Chairman, President and Chief Executive Officer. “In 2020 we made great improvements to our disclosure. In our first year of GRESB participation, ESRT earned the highest possible 5 Star Rating and Green Star recognition, and a score of 88, in the 2020 GRESB Real Estate Assessment, an achievement that places ESRT in the top 20% of all respondents. Additionally, ESRT achieved Fitwel Champion certification for 83% of our Manhattan portfolio. We are the first portfolio in the Americas to receive the WELL Health-Safety rating, and 76% of our portfolio by square feet is Energy Star certified. Our goal is to provide tenants with energy efficient, healthy environments that provide them with a landlord who helps them meet their own ESG goals and therefore increases the desirability of our portfolio.”

Fourth Quarter and Recent Highlights

• Earnings per share was ($0.00) per fully diluted share.

• Core Funds From Operations (“Core FFO”) was $0.17 per fully diluted share.

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• Same-Store Property Cash NOI excluding lease termination fees was up 1.5% from the fourth quarter of 2019 primarily driven by lower property operating expenses, partially offset by lower revenue compared to the prior year period driven by previously communicated large known move-outs.

• Realized lease termination fees were $7.8 million, or approximately $0.03 per fully diluted share. This fee income was partially offset by the write off of $1.9 million of unamortized lease incentives associated with terminated leases, or approximately $0.01 per fully diluted share. In keeping with historical practice, the Company includes lease termination fees when calculating FFO and Core FFO.

• Signed 33 new, renewal, and expansion leases, representing 413,356 rentable square feet.

• Collected 95% of fourth quarter 2020 total billings with 96% for office tenants and 87% for retail tenants.

• Strong liquidity position of $1.6 billion as of December 31, 2020, which consists of $527 million of cash plus an additional $1.1 billion of undrawn capacity under the Company’s revolving credit facility, which matures in August 2021 and has two six-month extension options subject to certain conditions. Moreover, the Company has no outstanding debt maturity until 2024.

• Closed on a $180 million 10-year interest-only mortgage loan with a fixed rate of 2.83% for 250 West 57^th Street to bolster the Company’s liquidity and balance sheet flexibility.

• Earned the highest possible GRESB 5 Star Rating and Green Star recognition, and a score of 88, in the 2020 GRESB Real Estate Assessment, an achievement that places ESRT in the top 20% of all respondents in our first year of GRESB participation.

• Achieved Fitwel Champion status with 83% of the Company’s Manhattan portfolio awarded Fitwel certification, a rigorous third-party healthy building certification system that supports healthier workplace environments to help improve occupant health and productivity..

• As of January 2021, 100% of the Company’s portfolio is powered by renewable wind energy.

• In the fourth quarter and through February 16, 2021, the Company repurchased $25.3 million of its common stock at a weighted average price of $7.32 per share. This brings the cumulative total, since the stock repurchase program began on March 5, 2020 through February 16, 2021, to $147.2 million at a weighted average price of $8.34 per share.

• Announced the approval of a new share repurchase program of up to $500 million during the period from January 1, 2021 through December 31, 2021.

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• Expanded the Board of Directors to nine members, with the appointment of Grant H. Hill, effective November 30, 2020, as part of the Company’s ongoing commitment to board refreshment.

Full Year Highlights

• Net loss attributable to common stockholders was ($0.10) per fully diluted share.

• Core FFO was $0.62 per fully diluted share.

• Signed 104 leases, new, renewal, and expansion leases, representing 923,379 rentable square feet. There were 28 new leases, representing 540,643 rentable square feet for the Manhattan office portfolio (excluding the retail component of these properties). This includes approximately 315,000 rentable square feet from deals with existing tenants within the portfolio.

• Delivered on the previously communicated 2020 G&A goal of $60 million, excluding one-time severance charges.

• Reduced property operating expenses by $39 million compared to full year 2019, driven by reduced building utilization and the Company’s cost reduction initiatives.

• Reopened the Empire State Building 86^th floor observation deck on July 20, 2020 and the 102^nd observation deck on August 24, 2020, as one of the earliest tourist attractions in New York City following earlier pandemic driven closure.

Investor Presentation Update

The Company has posted on the “Investors” section of its website (www.empirestaterealtytrust.com) the latest investor presentation, which contains additional information on the current impact of the COVID-19 pandemic on its businesses, financial condition and results of operations.

Portfolio Operations

As of December 31, 2020, the Company’s total portfolio contained 10.1 million rentable square feet which consisted of 9.4 million rentable square feet of office space and 0.7 million rentable square feet of retail space. As of December 31, 2020, the Company’s portfolio was occupied and leased as shown below. The Company’s occupancy levels fluctuate in certain periods due to the timing lag between the date of tenants’ move out and the lease commencement date of new leases.

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	December 31, 2020			September 30, 2020			December 31, 2019
Percent occupied:
Total portfolio		85.9	%		85.9	%		88.6	%
Total office		85.6	%		85.6	%		88.5	%
Manhattan office		87.2	%		86.9	%		89.8	%
GNYMA office		79.0	%		80.1	%		83.0	%
Total retail		89.8	%		89.4	%		90.3	%
Percent leased (includes signed leases not commenced):
Total portfolio		88.7	%		89.7	%		91.2	%
Total office		88.3	%		89.4	%		91.0	%
Manhattan office		89.8	%		90.9	%		92.7	%
GNYMA office		82.4	%		83.1	%		84.3	%
Total retail		93.2	%		93.4	%		93.1	%

Rent Collections

The Company maintained the following levels of property billings collections:

Total Billings Collection	2Q			3Q			4Q
Total Billings Collected		94	%		95	%		95	%
Rent Deferrals		1	%		0	%		0	%
Abated Rent Related to Amendments		1	%		1	%		1	%
Security Deposits Applied		2	%		1	%		0	%
Uncollected - Covered by Security Deposit		1	%		2	%		2	%
Uncollected		1	%		1	%		2	%
		100	%		100	%		100	%
Office		97	%		97	%		96	%
Retail		77	%		87	%		87	%

The Company has recorded a non-cash reduction of straight-line balances of $0.6 million and wrote off $1.6 million of tenant receivables assessed as uncollectible during the fourth quarter of 2020. These write offs against revenue resulted in a $0.01 negative impact for the fourth quarter of 2020.

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Leasing

Leasing activity has been reduced due to the impact of the COVID-19 pandemic. The below tables summarize leasing activity for the three months ended December 31, 2020:

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		26		395,035	$	52.52	$	55.53		(5.4	%)
Retail (1)		7		18,321	$	132.75	$	234.27		(43.3	%)
Total Overall		33		413,356	$	56.08	$	63.45		(11.6	%)

⁽¹⁾  Approximately 80% of retail square footage involved leases with food retailers that contained a percentage rent component

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		8		321,848	$	54.00	$	57.67		(6.4	%)
Renewal Office		11		36,571	$	50.80	$	48.99		3.7	%
Total Office		19		358,419	$	53.67	$	56.78		(5.5	%)

Significant Leases Executed During Fourth Quarter 2020

• As previously disclosed, at the Empire State Building, the Company signed a new office lease with Centric Brands for approximately 212,000 square feet for a term of 7.9 years. The Company recaptured such space from Global Brands Group which had subleased it to Centric, so Centric remains in place, now with a direct lease. While the leasing spread was (15%) based on initial face rent, this transaction was approximately neutral on a cash flow basis, inclusive of all related transaction costs and related lease termination fee.

• At 111 West 33^rd Street, the Company signed a new office lease with ClearView Healthcare Partners for approximately 39,100 square feet for a term of 11.0 years. ClearView had previously occupied approximately 10,500 square feet at the property.

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• At 1400 Broadway, the Company signed a new office lease with Transit Wireless for approximately 32,500 square feet for a term of 11.0 years. Transit Wireless relocated from 1350 Broadway, where it had previously occupied approximately 24,500 square feet on sublease.

• At One Grand Central Place, the Company signed a new office lease with Dime Community Bank for approximately 19,400 square feet for a term of 10.7 years. Dime had previously occupied approximately 3,600 square feet at the property.

Observatory Results

Observatory revenue for January and February 2020 increased 13.2% year-over-year, after adjusting for the 102^nd floor observation deck, which was closed for redevelopment in the first quarter 2019 and re-opened in the fourth quarter 2019. In compliance with the requirements of authorities, the Company closed the Observatory on March 16, 2020 due to the COVID-19 pandemic, and it remained closed until the 86^th floor observation deck was reopened on July 20, 2020. The 102^nd observation deck was reopened on August 24, 2020. Against the backdrop of international, and interstate travel restrictions, quarantines and a nationwide pandemic surge, the Observatory has seen steady, gradual weekly increases in visitors.

The Observatory hosted approximately 55,000 visitors in the fourth quarter of 2020, compared to 30,000 visitors in the third quarter of 2020 and visitors of 894,000 in the fourth quarter of 2019. Year-to-date in 2021 through February 14th, attendance was at nearly 9% of 2019 comparable period attendance. As a reminder, the first quarter is historically the seasonally lightest quarter for the Observatory due to the winter weather conditions. The Company remains confident attendance will return to pre COVID-19 levels, though that will take time and is not anticipated to occur in 2021.

Observatory revenue for the fourth quarter 2020 was $5.0 million, driven by low visitation levels. Observatory revenue included $1.3 million of deferred revenue from unused tickets, as well as $1.5 million of fixed license fee for the gift shop. Observatory expenses were $5.6 million in the fourth quarter 2020.

Balance Sheet

The Company has $1.6 billion of total liquidity as of December 31, 2020, which is comprised of $527 million of cash, plus an additional $1.1 billion available under its revolving credit facility. In November 2020, the Company closed on a $180 million mortgage loan for 250 West 57th Street. The new interest-only loan bears a fixed interest rate of 2.83% and matures in December 2030.

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At December 31, 2020, the Company had total debt outstanding of approximately $2.2 billion, with a weighted average interest rate of 3.9% per annum, and a weighted average term to maturity of 8.2 years. At December 31, 2020, the Company’s net debt to total market capitalization was 37.2% and net debt to adjusted EBITDA was 6.3x. The Company has no outstanding debt maturity until November 2024. The Company’s $1.1 billion unsecured revolving credit facility, which was undrawn as of December 31, 2020, matures in August 2021 and the Company has two six-month extension options.

In the fourth quarter and through February 16, 2021, the Company repurchased $25.3 million of its common stock at a weighted average price of $7.32 per share. This brings the cumulative total, since the stock repurchase program began on March 5, 2020 through February 16, 2021, to $147.2 million at a weighted average price of $8.34 per share, through a combination of open-market purchases and the execution of a 10b5-1 program.

Other Items

The Company recognized the following one-time benefit during the quarter:

• The fourth quarter 2020 income tax benefit was $4.2 million, or approximately $0.01 per fully diluted share, and the full year 2020 income tax benefit was $7.0 million, due to taxable net operating losses for the Company’s Observatory Taxable REIT Subsidiary (TRS).

Dividend

On December 14, 2020, the Company announced its decision to continue with the suspension of the dividend for the first and second quarters of 2021 for 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”). The Board of Directors will continue its regular review of its dividend and capital allocation policies in light of changing circumstances.

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On December 31, 2020, the Company paid a preferred dividend of $0.15 per unit for the fourth quarter 2020 to holders of the Operating Partnership’s Series 2014 private perpetual preferred units and a preferred dividend of $0.175 per unit for the fourth quarter 2020 to holders of the Operating Partnership’s Series 2019 private perpetual preferred units.

Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Thursday, February 18, 2021 at 1:00 pm Eastern time.

The webcast will be accessible on the “Investors” section of the Company’s website at www.empirestaterealtytrust.com. 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. Shortly after the call, a replay of the webcast will be available for 90 days on the Company’s website.

The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A dial-in replay will be available starting shortly after the call until February 25, 2021, which can be accessed 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 13715501.

The Supplemental Report and Investor Presentation are integral components of quarterly earnings announcement and are now available on the “Investors” section of the Company’s website at www.empirestaterealtytrust.com.

The Company uses, and intends to continue to use, the Investors page of its website, which can be found at www.empirestaterealtytrust.com, as a means of disclosing material nonpublic information and of complying 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.

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About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT) owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the “World’s Most Famous Building.” The company’s office and retail portfolio covers 10.1 million rentable square feet, as of Dec. 30, 2020, which consists of 9.4 million rentable square feet across 14 office properties, including nine in Manhattan, three in Fairfield County, Connecticut, and two in Westchester County, New York; as well as approximately 700,000 rentable square feet in the retail portfolio.

Empire State Realty Trust is a leader in energy efficiency in the built environment and sustainability space, with 76 percent of the eligible portfolio ENERGY STAR certified and 100 percent fully powered by renewable wind electricity. As the first commercial real estate portfolio in the Americas to achieve the evidence-based, third-party verified WELL Health-Safety Rating for health and safety, ESRT additionally earned the highest possible GRESB 5 Star Rating and Green Star recognition for sustainability performance in real estate and was named a Fitwel Champion for healthy, high-performance buildings. To learn more about Empire State Realty Trust, visit empirestaterealtytrust.com and follow ESRT on Facebook, Instagram, Twitter and LinkedIn.

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,” “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. 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, political and social impact of, and uncertainty relating to, the COVID-19 pandemic; (ii) resolution of legal proceedings involving the Company; (iii) reduced demand for office or retail space, including as a result of the COVID-19 pandemic; (iv) changes in our business strategy; (v) changes in technology and market competition that affect utilization of our office, retail, broadcast or other facilities; (vi) changes in domestic or international tourism, including due to

9

health crises such as the COVID-19 pandemic, geopolitical events and/or currency exchange rates, which may cause a decline in Observatory visitors; (vii) defaults on, early terminations of, or non-renewal of, leases by tenants; (viii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) declining real estate valuations and impairment charges; (x) termination or expiration of our ground leases; (xi) 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; (xii) decreased rental rates or increased vacancy rates; (xiii) our failure to redevelop and reposition properties, or to execute any newly planned capital project successfully or on the anticipated timeline or at the anticipated costs; (xiv) difficulties in identifying properties to acquire and completing acquisitions; (xv) risks related to our development projects (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; (xvi) impact of changes in governmental regulations, tax laws and rates and similar matters; (xvii) our failure to qualify as a REIT; and (xviii) environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters. 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” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020 and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company disclaims any 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

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@empirestaterealtytrust.com

10

Media

Sard Verbinnen & Co.

(212) 687-8080

11

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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

	Three Months Ended December 31,
	2020			2019
Revenues
Rental revenue	$	137,050		$	151,701
Observatory revenue		5,008			37,730
Lease termination fees		7,841			1,240
Third-party management and other fees		295			299
Other revenue and fees		1,205			3,963
Total revenues		151,399			194,933
Operating expenses
Property operating expenses		31,087			43,901
Ground rent expenses		2,332			2,332
General and administrative expenses		13,627			16,618
Observatory expenses		5,636			8,743
Real estate taxes		31,894			29,818
Depreciation and amortization		47,397			46,409
Total operating expenses		131,973			147,821
Total operating income		19,426			47,112
Other income (expense):
Interest income		108			1,352
Interest expense		(23,001	)		(18,534	)
Income (loss) before income taxes		(3,467	)		29,930
Income tax benefit		4,177			(1,210	)
Net income		710			28,720
Preferred unit distributions		(1,050	)		(1,041	)
Net (income) loss attributable to non-controlling interests		130			(10,880	)
Net income (loss) attributable to common stockholders	$	(210	)	$	16,799
Total weighted average shares
Basic		171,970			180,166
Diluted		278,471			296,852
Net income (loss) per share attributable to common stockholders
Basic	$	(0.00	)	$	0.09
Diluted	$	(0.00	)	$	0.09

12

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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

	Year Ended December 31,
	2020			2019
Revenues
Rental revenue	$	563,071		$	586,414
Observatory revenue		29,057			128,769
Lease termination fees		9,416			4,352
Third-party management and other fees		1,225			1,254
Other revenue and fees		6,459			10,554
Total revenues		609,228			731,343
Operating expenses
Property operating expenses		136,141			174,977
Ground rent expenses		9,326			9,326
General and administrative expenses		62,244			61,063
Observatory expenses		23,723			33,767
Real estate taxes		121,923			115,916
Impairment charges		6,204			—
Depreciation and amortization		191,006			181,588
Total operating expenses		550,567			576,637
Total operating income		58,661			154,706
Other income (expense):
Interest income		2,637			11,259
Interest expense		(89,907	)		(79,246	)
Loss on early extinguishment of debt		(86	)		—
IPO litigation expense		(1,165	)		—
Income (loss) before income taxes		(29,860	)		86,719
Income tax benefit (expense)		6,971			(2,429	)
Net income (loss)		(22,889	)		84,290
Preferred unit distributions		(4,197	)		(1,743	)
Net (income) loss attributable to non-controlling interests		10,374			(33,102	)
Net income (loss) attributable to common stockholders	$	(16,712	)	$	49,445
Total weighted average shares
Basic		175,169			178,340
Diluted		283,837			297,798
Net income (loss) per share attributable to common stockholders
Basic	$	(0.10	)	$	0.28
Diluted	$	(0.10	)	$	0.28

13

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 December 31,
	2020			2019
Net income	$	710		$	28,720
Preferred unit distributions		(1,050	)		(1,041	)
Real estate depreciation and amortization		45,690			45,298
FFO attributable to common stockholders and non-controlling interests		45,350			72,977
Amortization of below-market ground leases		1,958			1,958
Modified FFO attributable to common stockholders and non-controlling interests		47,308			74,935
Core FFO attributable to common stockholders and non-controlling interests	$	47,308		$	74,935
Total weighted average shares
Basic		278,427			296,852
Diluted		278,471			296,852
FFO per share
Basic	$	0.16		$	0.25
Diluted	$	0.16		$	0.25
Modified FFO per share
Basic	$	0.17		$	0.25
Diluted	$	0.17		$	0.25
Core FFO per share
Basic	$	0.17		$	0.25
Diluted	$	0.17		$	0.25

14

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)

	Year Ended December 31,
	2020			2019
Net income (loss)	$	(22,889	)	$	84,290
Preferred unit distributions		(4,197	)		(1,743	)
Real estate depreciation and amortization		184,245			177,515
Impairment charges, net of reimbursement		5,360			—
FFO attributable to common stockholders and non-controlling interests		162,519			260,062
Amortization of below-market ground leases		7,831			7,831
Modified FFO attributable to common stockholders and non-controlling interests		170,350			267,893
Loss on early extinguishment of debt		86			—
Severance expenses		3,813			—
IPO litigation expense		1,165			—
Core FFO attributable to common stockholders and non-controlling interests	$	175,414		$	267,893
Total weighted average shares
Basic		283,826			297,798
Diluted		283,837			297,798
FFO per share
Basic	$	0.57		$	0.87
Diluted	$	0.57		$	0.87
Modified FFO per share
Basic	$	0.60		$	0.90
Diluted	$	0.60		$	0.90
Core FFO per share
Basic	$	0.62		$	0.90
Diluted	$	0.62		$	0.90

15

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

	December 31, 2020			December 31, 2019
Assets
Commercial real estate properties, at cost	$	3,133,966		$	3,109,433
Less: accumulated depreciation		(941,612	)		(862,534	)
Commercial real estate properties, net		2,192,354			2,246,899
Cash and cash equivalents		526,714			233,946
Restricted cash		41,225			37,651
Tenant and other receivables		21,541			25,423
Deferred rent receivables		222,508			220,960
Prepaid expenses and other assets		77,182			65,453
Deferred costs, net		203,853			228,150
Acquired below market ground leases, net		344,735			352,566
Right of use assets		29,104			29,307
Goodwill		491,479			491,479
Total assets	$	4,150,695		$	3,931,834
Liabilities and equity
Mortgage notes payable, net	$	775,929		$	605,542
Senior unsecured notes, net		973,159			798,392
Unsecured term loan facility, net		387,561			264,640
Accounts payable and accrued expenses		103,203			143,786
Acquired below market leases, net		31,705			39,679
Ground lease liabilities		29,104			29,307
Deferred revenue and other liabilities		88,319			72,015
Tenants’ security deposits		30,408			30,560
Total liabilities		2,419,388			1,983,921
Total equity		1,731,307			1,947,913
Total liabilities and equity	$	4,150,695		$	3,931,834

16

EX-99.2

Exhibit 99.2

	Fourth Quarter 2020

Table of Contents

	Page
Summary
Company Profile		3
Financial Highlights		4
Selected Property Data
Property Summary Net Operating Income		5
Net Operating Income and Initial Free Rent Burn-Off		6
Leasing Activity		7
Property Detail		9
Portfolio Expirations and Vacates Summary		10
Tenant Lease Expirations		11
Largest Tenants and Portfolio Tenant Diversification by Industry		14
Capital Expenditures and Redevelopment Program		15
Observatory Summary		16
Financial information
Condensed Consolidated Balance Sheets		17
Condensed Consolidated Statements of Operations		18
Core FFO, Modified FFO, FFO, FAD and EBITDA		19
Consolidated Debt Analysis
Debt Summary		20
Debt Detail		21
Debt Maturities		22
Ground Leases		22
Supplemental Definitions		23

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,” “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.

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, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to businesses that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of the Company’s tenants, particularly retail, and the Observatory recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments, including such tenants’ ability to pay rent following the termination of temporary governmental assistance and benefits programs, (d) government moratoriums and/or limits (including temporary closure of certain court systems) which directly or indirectly abridge the enforcement of lease obligations and related guarantees, (e) the potential impact on the Company’s human capital management, including restrained productivity associated with work-from-home and risks associated with employees returning to the office, (f) international and national disruption of travel and tourism with a resulting decline in Observatory visitors, and (g) macroeconomic conditions, such as a disruption of, or lack of access to, the capital markets, and general volatility adversely impacting the market price of the Company’s Class A common stock and publicly-traded partnership units of the Operating Partnership; (ii) resolution of legal proceedings involving the Company; (iii) reduced demand for office or retail space, including as a result of the COVID-19 pandemic; (iv) changes in our business strategy; (v) changes in technology and market competition that affect utilization of our office, retail, broadcast or other facilities; (vi) changes in domestic or international tourism, including due to health crises such as the COVID-19 pandemic, geopolitical events and/or currency exchange rates, which may cause a decline in Observatory visitors; (vii) defaults on, early terminations of, or non-renewal of, leases by tenants; (viii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) declining real estate valuations and impairment charges; (x) termination or expiration of our ground leases; (xi) 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; (xii) decreased rental rates or increased vacancy rates; (xiii) our failure to redevelop and reposition properties, or to execute any newly planned capital project successfully or on the anticipated timeline or at the anticipated costs; (xiv) difficulties in identifying properties to acquire and completing acquisitions; (xv) risks related to our development projects (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; (xvi) impact of changes in governmental regulations, tax laws and rates and similar matters; (xvii) our failure to qualify as a REIT; and (xviii) environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters.

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” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company disclaims any 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).

Page 2

	Fourth Quarter 2020

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a leading real estate investment trust (REIT) that owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous building.

BOARD OF DIRECTORS

Anthony E. Malkin	Chairman, President and Chief Executive Officer
Leslie D. Biddle	Director, Chair of the Compensation Committee
Thomas J. DeRosa	Director
Steven J. Gilbert	Director, Lead Independent Director
S. Michael Giliberto	Director, Chair of Audit Committee and Finance Committee
Patricia S. Han	Director
Grant H. Hill	Director
R. Paige Hood	Director
James D. Robinson IV	Director, Chair of Nominating/Corporate Governance Committee

EXECUTIVE MANAGEMENT

Anthony E. Malkin	Chairman, President and Chief Executive Officer
Christina Chiu	Executive Vice President and Chief Financial Officer
Thomas P. Durels	Executive Vice President, Real Estate
Thomas N. Keltner, Jr.	Executive Vice President, General Counsel and Secretary

COMPANY INFORMATION

Corporate Headquarters	Investor Relations	New York Stock Exchange
111 West 33rd Street, 12th Floor	Greg Faje	Trading Symbol: ESRT
New York, NY 10120	IR@empirestaterealtytrust.com
www.empirestaterealtytrust.com
(212) 687-8700

RESEARCH COVERAGE

Bank of America Merrill Lynch	James Feldman	(646) 855-5808	james.feldman@baml.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 Bilerman	(212) 816-1383	michael.bilerman@citi.com
	Emmanuel Korchman	(212) 816-1382	emmanuel.korchman@citi.com
Evercore ISI	Steve Sakwa	(212) 446-9462	steve.sakwa@evercoreisi.com
Green Street Advisors	Daniel Ismail	(949) 640-8780	dismail@greenstreetadvisors.com
Goldman Sachs	Richard Skidmore	(801) 741-5459	richard.skidmore@gs.com
KeyBanc Capital Markets	Craig Mailman	(917) 368-2316	cmailman@key.com
Wells Fargo Securities, LLC	Blaine Heck	(443) 263-6529	blaine.heck@wellsfargo.com

Page 3

	Fourth Quarter 2020
	Financial Highlights
	(unaudited and dollars in thousands, except per share amounts)

	Three Months Ended
Selected Items:	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Revenue	$	151,399		$	146,575		$	141,030		$	170,224		$	194,933
Net income (loss)	$	710		$	(12,269	)	$	(19,618	)	$	8,288		$	28,720
Cash net operating income (1)	$	82,079		$	73,037		$	78,368		$	81,528		$	103,992
Core funds from operations (“Core FFO”) (1)	$	47,308		$	34,896		$	39,498		$	53,712		$	74,935
Core funds available for distribution (“Core FAD”) (1)	$	41,267		$	24,083		$	37,786		$	37,738		$	41,903
Core FFO per share - diluted	$	0.17		$	0.12		$	0.14		$	0.18		$	0.25
Diluted weighted average shares		278,471,000			280,940,000			283,384,000			292,645,000			296,852,000
Dividends declared and paid per share	$	—		$	—		$	0.105		$	0.105		$	0.105
Portfolio Statistics:
Number of properties		20			20			20			20			20
Total rentable square footage		10,135,330			10,136,793			10,132,492			10,135,413			10,138,057
Percent occupied (2)		85.9	%		85.9	%		85.6	%		88.7	%		88.6	%
Percent leased (3)		88.7	%		89.7	%		89.6	%		91.1	%		91.2	%
Observatory Metrics:
Number of visitors (4)		55,000			30,000			—			422,000			894,000
Change in visitors year over year		(93.8	%)		(97.1	%)		N/A			(29.8	%)		(5.5	%)
Observatory revenues (5)	$	5,008		$	4,419		$	86		$	19,544		$	37,730
Change in revenues year over year		(86.7	%)		(88.2	%)		N/A			(5.0	%)		9.2	%
Ratios:
Debt to Total Market Capitalization (6)		43.9	%		51.6	%		54.3	%		47.8	%		28.2	%
Net Debt to Total Market Capitalization (6)		37.2	%		46.3	%		43.7	%		35.5	%		25.2	%
Debt and Perpetual Preferred Units to Total Market Capitalization (6)		45.7	%		53.9	%		56.2	%		49.5	%		29.7	%
Net Debt and Perpetual Preferred Units to Total Market Capitalization (6)		39.2	%		48.9	%		46.1	%		37.6	%		26.8	%
Debt to Adjusted EBITDA (7)		8.4	x		6.9	x		7.9	x		7.3	x		4.8	x
Net Debt to Adjusted EBITDA (7)		6.3	x		5.6	x		5.2	x		4.4	x		4.1	x
Interest Coverage Ratio		3.7	x		2.9	x		2.6	x		4.3	x		5.0	x
Core FFO Payout Ratio (8)		0	%		0	%		83	%		61	%		43	%
Core FAD Payout Ratio (9)		0	%		0	%		86	%		87	%		76	%
Class A common stock price at quarter end	$	9.32		$	6.12		$	7.00		$	8.96		$	13.96
Average closing price	$	7.89		$	6.49		$	7.72		$	12.24		$	14.04
Dividends per share - annualized	$	—		$	—		$	0.42		$	0.42		$	0.42
Dividend yield (10)		0.0	%		0.0	%		6.0	%		4.7	%		3.0	%
Series 2013 Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560,360			1,560,360			1,560,360			1,560,360			1,560,360
Series 2019 Private Perpetual Preferred Units outstanding ($13.52 liquidation value)		4,664,038			4,664,038			4,664,038			4,664,038			4,610,383
Class A common stock		170,555,274			171,981,257			172,332,358			176,112,860			180,877,597
Class B common stock		1,010,130			1,010,832			1,014,221			1,015,149			1,016,799
Operating partnership units		113,713,319			115,383,860			117,475,995			120,548,216			117,757,653
Total common stock and operating partnership units outstanding (11)		285,278,723			288,375,949			290,822,574			297,676,225			299,652,049

Notes:

(1) Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company presents them, see page 23 and for a reconciliation of these metrics to net income, see pages 5 and 19.

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

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

(4) 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.

(5) Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. See page 16.

(6) Market capitalization represents the sum of (i) Company’s common stock per share price as of December 31, 2020 multiplied by the total outstanding number of shares of common stock and operating partnership units as of December 31, 2020; (ii) the number of Series 2014 perpetual preferred units at December 31, 2020 multiplied by $16.62, (iii) the number of Series 2019 perpetual preferred units at December 31, 2020 multiplied by $13.52, and (iv) our outstanding indebtedness as of December 31, 2020.

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

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

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

(10) Based on the closing price per share of Class A common stock on December 31, 2020.

(11) As of December 31, 2020, the Company has had conversions from operating partnership units and Class B common shares to Class A common shares totaling 60.6 million shares or approximately $478 million at a closing share price of $7.89. This represents a 74% increase in the number of Class A shares since the IPO.

Page 4

	Fourth Quarter 2020
	Property Summary - Same Store Net Operating Income (“NOI”) by Quarter
	(unaudited and dollars in thousands)

	Three Months Ended
	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Same Store Total Portfolio
Revenues	$	138,255		$	140,698		$	139,610		$	150,123		$	155,664
Operating expenses		(65,313	)		(67,363	)		(61,661	)		(73,053	)		(76,051	)
Same store property NOI		72,942			73,335			77,949			77,070			79,613
Straight-line rent		640			(395	)		2,710			(8,193	)		(6,276	)
Above/below-market rent revenue amortization		(674	)		(679	)		(1,366	)		(908	)		(1,530	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958
Total same store property cash NOI - excluding lease termination fees	$	74,866		$	74,218		$	81,251		$	69,927		$	73,765
Percent increase over prior year		1.5	%		9.3	%		18.0	%		4.8	%		6.9	%
Property cash NOI	$	74,866		$	74,218		$	81,251		$	69,927		$	73,765
Observatory cash NOI		(628	)		(1,512	)		(3,916	)		11,390			28,987
Lease termination fees		7,841			331			1,033			211			1,240
Total portfolio same store cash NOI	$	82,079		$	73,037		$	78,368		$	81,528		$	103,992
Same Store Manhattan Office Portfolio (1)
Revenues	$	119,191		$	121,348		$	119,445		$	128,909		$	132,672
Operating expenses		(55,618	)		(57,642	)		(52,619	)		(62,670	)		(65,509	)
Same store property NOI		63,573			63,706			66,826			66,239			67,163
Straight-line rent		522			(380	)		1,774			(8,338	)		(6,705	)
Above/below-market rent revenue amortization		(674	)		(679	)		(1,366	)		(908	)		(1,530	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958
Total same store property cash NOI - excluding lease termination fees		65,379			64,604			69,192			58,951			60,886
Lease termination fees		7,834			282			863			159			995
Total same store property cash NOI	$	73,213		$	64,886		$	70,055		$	59,110		$	61,881
Same Store Greater New York Metropolitan Area Office Portfolio
Revenues	$	15,623		$	15,930		$	16,529		$	16,915		$	18,771
Operating expenses		(7,747	)		(7,870	)		(7,230	)		(8,479	)		(8,663	)
Same store property NOI		7,876			8,060			9,299			8,436			10,108
Straight-line rent		198			23			331			12			285
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—
Total same store property cash NOI - excluding lease termination fees		8,074			8,083			9,630			8,448			10,393
Lease termination fees		7			49			170			52			245
Total same store property cash NOI	$	8,081		$	8,132		$	9,800		$	8,500		$	10,638
Same Store Standalone Retail Portfolio
Revenues	$	3,441		$	3,420		$	3,636		$	4,299		$	4,221
Operating expenses		(1,948	)		(1,851	)		(1,812	)		(1,904	)		(1,879	)
Same store property NOI		1,493			1,569			1,824			2,395			2,342
Straight-line rent		(80	)		(38	)		605			133			144
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—
Total same store property cash NOI - excluding lease termination fees		1,413			1,531			2,429			2,528			2,486
Lease termination fees		—			—			—			—			—
Total same store property cash NOI	$	1,413		$	1,531		$	2,429		$	2,528		$	2,486

Note:

(1) Includes 504,284 rentable square feet of retail space in the Company’s nine Manhattan office properties.

Page 5

	Fourth Quarter 2020
	Net Operating Income (“NOI”), Initial Free Rent Burn-Off and Signed Leases Not Commenced
	(unaudited and dollars in thousands)

	Three Months Ended
Reconciliation of Net Income to NOI and Cash NOI	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Net income (loss)	$	710		$	(12,269	)	$	(19,618	)	$	8,288		$	28,720
Add:
General and administrative expenses		13,627			14,517			18,149			15,951			16,618
Depreciation and amortization		47,397			44,733			52,783			46,093			46,409
Interest expense		23,001			23,360			23,928			19,704			18,534
Income tax expense (benefit)		(4,177	)		38			(2,450	)		(382	)		1,210
Impairment charges		—			1,259			4,101			—			—
IPO litigation expense		—			1,165			—			—			—
Less:
Third-party management and other fees		(295	)		(283	)		(301	)		(346	)		(299	)
Interest income		(108	)		(366	)		(1,526	)		(637	)		(1,352	)
Net operating income		80,155			72,154			75,066			88,671			109,840
Straight-line rent		640			(395	)		2,710			(8,193	)		(6,276	)
Above/below-market rent revenue amortization		(674	)		(679	)		(1,366	)		(908	)		(1,530	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958
Total cash NOI - including Observatory and lease termination income		82,079			73,037			78,368			81,528			103,992
Less: Observatory NOI		628			1,512			3,916			(11,390	)		(28,987	)
Less: Lease termination income		(7,841	)		(331	)		(1,033	)		(211	)		(1,240	)
Total property cash NOI - excluding Observatory and lease termination income	$	74,866		$	74,218		$	81,251		$	69,927		$	73,765

Burn-off of Free Rent and Signed Leases Not Commenced

	Incremental Annual		Base Cash Rent Contributing to Cash NOI in the Following Years
Total Portfolio	Revenue		2021		2022		2023		2024
Commenced leases in free rent period	$	13,989	$	7,234	$	13,906	$	13,989	$	13,989
Signed leases not commenced		20,750		2,512		11,367		17,540		19,259
Total	$	34,739	$	9,746	$	25,273	$	31,529	$	33,248

Commenced leases in free rent period

					Incremental Annual Revenue
	Square Feet		Cash Rent Date				Base Cash Rent Contributing to Cash NOI in the Following Years
							2021			2022		2023		2024
First quarter 2021 - 18 leases		95,065		Jan. 2021 - Mar. 2021	$	4,602	$	4,014	(1)	$	4,602	$	4,602	$	4,602
Second quarter 2021 - 8 leases		59,714		Apr. 2021 - June 2021		3,972		2,091			3,972		3,972		3,972
Third quarter 2021 - 5 leases		286,110		Jul. 2021 - Sept. 2021		1,235		495			1,235		1,235		1,235
Fourth quarter 2021 - 4 leases		83,809		Oct. 2021 - Dec. 2021		3,912		634			3,912		3,912		3,912
First quarter 2022 - 1 lease		6,851		Jan. 2022 - Mar. 2022		62		—			47		62		62
Second quarter 2022 - 1 lease		3,920		Apr. 2022 - June 2022		206		—			138		206		206
					$	13,989	$	7,234		$	13,906	$	13,989	$	13,989

Signed leases not commenced (“SLNC”)

			Expected Base Rent				Incremental
	Square		Commencement				Annual		Base Cash Rent Contributing to Cash NOI in the Following Years
Tenant	Feet		GAAP		Cash		Revenue (2)		2021		2022		2023		2024
Berkley Insurance Company		63,173		June 2021		Apr. 2023	$	2,870	$	—	$	—	$	2,143	$	2,870
Clearview Healthcare Partners, LLC		39,067		Jul. 2021		Oct. 2022		140		—		28		140		140
Sanne Group U.S. LLC		20,865		Jul. 2021		Jul. 2021		1,380		670		1,380		1,380		1,380
Transit Wireless, LLC		32,499		Sept. 2021		Sept. 2022		1,950		—		645		1,950		1,950
Dime Community Bank		19,401		Oct. 2021		June 2022		1,040		—		606		1,040		1,040
Starbucks Corporation		22,916		Feb. 2022		Feb. 2022		900		—		820		900		900
LinkedIn Corporation:
LinkedIn Corporation		52,666		Nov. 2021		Nov. 2021		3,840		630		3,840		3,840		3,840
LinkedIn Corporation		52,574		Jul. 2022		Jul. 2022		3,840		—		1,908		3,840		3,840
LinkedIn Corporation		30,283		Dec. 2022		Oct. 2023		670		—		—		167		670
Target		32,579		June 2024		Oct. 2024		1,980		—		—		—		489
Other SLNC		27,613		Jan. 2021 - June 2021		Apr. 2021 - Dec. 2021		2,140		1,212		2,140		2,140		2,140
Total		393,636					$	20,750	$	2,512	$	11,367	$	17,540	$	19,259

Notes:

(1) As an example, the 2021 amount represents cash revenue contributing from the cash rent commencement date of January 2021 through December 2021. The full annual amount is realized in 2022.

(2) Reflects new annual rent less annual rent from existing tenant in the space.

Page 6

	Fourth Quarter 2020
	Property Summary - Leasing Activity by Quarter
	(unaudited)

	Three Months Ended
	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Total Portfolio
Total leases executed		33			18			19			35			47
Weighted average lease term		7.7 years			8.1 years			4.7 years			6.8 years			8.6 years
Average free rent period		7.6 months			5.9 months			2.7 months			4.1 months			5.3 months
Office
Total square footage executed		395,035			242,323			99,229			117,481			313,027
Average cash rent psf - leases executed	$	52.52		$	50.98		$	52.82		$	57.29		$	59.74
Previously escalated cash rents psf	$	55.53		$	53.74		$	51.40		$	52.43		$	54.02
Percentage of new cash rent over previously escalated rents		(5.4	%)		(5.1	%)		2.8	%		9.3	%		10.6	%
Retail
Total square footage executed		18,321			5,126			14,202			31,662			32,579
Average cash rent psf - leases executed	$	132.75		$	53.68		$	145.58		$	101.03		$	122.78
Previously escalated cash rents psf	$	234.27		$	55.15		$	158.58		$	108.81		$	60.79
Percentage of new cash rent over previously escalated rents		(43.3	%)		(2.7	%)		(8.2	%)		(7.1	%)		102.0	%
Total Portfolio
Total square footage executed		413,356			247,449			113,431			149,143			345,606
Average cash rent psf - leases executed	$	56.08		$	51.04		$	64.43		$	66.58		$	65.68
Previously escalated cash rents psf	$	63.45		$	53.77		$	64.82		$	64.40		$	54.66
Percentage of new cash rent over previously escalated rents		(11.6	%)		(5.1	%)		(0.6	%)		3.4	%		20.2	%
Leasing commission costs per square foot	$	14.17		$	7.31		$	13.52		$	20.19		$	19.84
Tenant improvement costs per square foot		30.58			41.78			21.68			100.79			55.65
Total LC and TI per square foot (2)	$	44.75		$	49.09		$	35.20		$	120.98		$	75.49
Occupancy		85.9	%		85.9	%		85.6	%		88.7	%		88.6	%
Manhattan Office Portfolio (1)
Total leases executed		25			9			13			26			36
Office - New Leases
Total square footage executed		321,848			130,783			24,859			63,153			170,247
Average cash rent psf - leases executed	$	54.00		$	51.93		$	66.94		$	62.78		$	64.82
Previously escalated cash rents psf	$	57.87		$	48.56		$	61.55		$	52.56		$	52.12
Percentage of new cash rent over previously escalated rents		(6.4	%)		6.9	%		8.7	%		19.4	%		24.4	%
Office - Renewal Leases
Total square footage executed		36,571			6,049			27,123			30,712			54,345
Average cash rent psf - leases executed	$	50.80		$	50.48		$	58.35		$	60.20		$	66.62
Previously escalated cash rents psf	$	48.99		$	60.61		$	58.39		$	60.02		$	66.27
Percentage of new cash rent over previously escalated rents		3.7	%		(16.7	%)		(0.1	%)		0.3	%		0.5	%
Retail - New and Renewal Leases
Total square footage executed		11,394			5,126			10,702			26,432			—
Average cash rent psf - leases executed	$	116.92		$	53.68		$	149.50		$	76.73		$	—
Previously escalated cash rents psf	$	201.69		$	55.15		$	150.16		$	103.75		$	—
Percentage of new cash rent over previously escalated rents		(42.0	%)		(2.7	%)		(0.4	%)		(26.0	%)		0.0	%
Total Manhattan Office Portfolio
Total square footage executed		369,813			141,958			62,684			120,297			224,592
Average cash rent psf - leases executed	$	55.62		$	51.93		$	77.32		$	65.19		$	65.26
Previously escalated cash rents psf	$	61.25		$	49.31		$	75.31		$	65.71		$	55.54
Percentage of new cash rent over previously escalated rents		(9.2	%)		5.3	%		2.7	%		-0.8	%		17.5	%
Leasing commission costs per square foot	$	15.20		$	3.80		$	19.84		$	20.57		$	19.81
Tenant improvement costs per square foot		32.93			17.36			39.23			107.77			70.39
Total LC and TI per square foot (2)	$	48.13		$	21.16		$	59.07		$	128.34		$	90.20
Occupancy		87.2	%		86.9	%		86.8	%		89.8	%		89.7	%

Page 7

	Fourth Quarter 2020
	Property Summary - Leasing Activity by Quarter - (Continued)
	(unaudited)

	Three Months Ended
	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Greater New York Metropolitan Area Office Portfolio
Total leases executed		7			9			5			7			10
Total square footage executed		36,616			105,491			47,247			23,616			88,435
Average cash rent psf - leases executed	$	41.23		$	49.84		$	42.21		$	38.85		$	45.73
Previously escalated cash rents psf	$	43.25		$	59.77		$	42.04		$	42.23		$	50.15
Percentage of new cash rent over previously escalated rents		(4.7	%)		(16.6	%)		0.4	%		(8.0	%)		(8.8	%)
Leasing commission costs per square foot	$	6.35		$	12.02		$	5.78		$	7.34		$	8.00
Tenant improvement costs per square foot		12.61			74.65			—			51.56			26.02
Total LC and TI per square foot (2)	$	18.96		$	86.67		$	5.78		$	58.90		$	34.02
Occupancy		79.0	%		80.1	%		79.1	%		83.0	%		83.0	%
Standalone Retail Portfolio
Total leases executed		1			—			1			2			1
Total square footage executed		6,927			—			3,500			5,230			32,579
Average cash rent psf - leases executed	$	158.80		$	—		$	133.59		$	223.86		$	122.78
Previously escalated cash rents psf	$	287.86		$	—		$	184.31		$	134.41		$	60.79
Percentage of new cash rent over previously escalated rents		(44.8	%)		0.0	%		(27.5	%)		66.5	%		102.0	%
Leasing commission costs per square foot	$	—		$	—		$	4.71		$	69.53		$	52.21
Tenant improvement costs per square foot		—			—			—			162.60			34.47
Total LC and TI per square foot (2)	$	—		$	—		$	4.71		$	232.13		$	86.68
Occupancy		97.1	%		95.2	%		95.2	%		95.2	%		93.7	%

Notes:

(1) Includes 504,284 rentable square feet of retail space in the Company’s nine Manhattan office properties.

(2) 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

	Fourth Quarter 2020
	Property Detail
	(unaudited)

Property Name	Location or Sub-Market	Rentable Square Feet (1)		Percent Occupied (2)			Annualized Rent (3)		Annualized Rent per Occupied Square Foot (4)		Number of Leases (5)
Manhattan Office Properties - Office
The Empire State Building (6)	Penn Station -Times Sq. South		2,714,482		88.5	%	$	146,164,859	$	60.81		156
One Grand Central Place	Grand Central		1,246,992		84.1	%		63,066,902		60.13		166
1400 Broadway (7)	Penn Station -Times Sq. South		917,716		86.7	%		44,774,783		56.28		23
111 West 33rd Street (8)	Penn Station -Times Sq. South		641,034		97.5	%		38,724,599		61.99		23
250 West 57th Street	Columbus Circle -West Side		474,120		80.2	%		23,984,301		63.08		35
501 Seventh Avenue	Penn Station -Times Sq. South		461,380		80.2	%		18,623,265		50.36		24
1359 Broadway	Penn Station -Times Sq. South		456,386		95.0	%		24,615,058		56.77		32
1350 Broadway (9)	Penn Station -Times Sq. South		372,714		83.7	%		18,905,825		60.59		55
1333 Broadway	Penn Station -Times Sq. South		295,530		81.9	%		13,651,149		56.40		10
Manhattan Office Properties - Office			7,580,354		87.2	%		392,510,741		59.38		524
Manhattan Office Properties - Retail
The Empire State Building	Penn Station -Times Sq. South		97,322		48.3	%		5,269,902		112.03		10
One Grand Central Place	Grand Central		68,733		100.0	%		8,852,409		128.79		14
1400 Broadway (7)	Penn Station -Times Sq. South		20,176		77.2	%		1,684,407		108.18		7
112 West 34th Street (8)	Penn Station -Times Sq. South		91,280		100.0	%		23,412,972		256.50		4
250 West 57th Street	Columbus Circle -West Side		67,927		100.0	%		11,123,351		163.75		8
501 Seventh Avenue	Penn Station -Times Sq. South		33,632		90.6	%		2,141,481		70.28		9
1359 Broadway	Penn Station -Times Sq. South		27,506		100.0	%		2,070,046		75.26		6
1350 Broadway (9)	Penn Station -Times Sq. South		30,707		73.3	%		5,752,423		255.72		4
1333 Broadway	Penn Station -Times Sq. South		67,001		100.0	%		9,637,653		143.84		4
Manhattan Office Properties - Retail			504,284		86.9	%		69,944,644		159.68		66
Sub-Total/Weighted Average Manhattan Office Properties - Office and Retail			8,084,638		87.2	%		462,455,385		65.61		590
Greater New York Metropolitan Area Office Properties
First Stamford Place (10)	Stamford, CT		776,397		84.1	%		29,189,351		44.68		44
Metro Center	Stamford, CT		286,160		67.9	%		11,649,017		59.92		19
383 Main Avenue	Norwalk, CT		260,401		56.1	%		4,349,131		29.76		22
500 Mamaroneck Avenue	Harrison, NY		287,305		85.1	%		7,417,452		30.33		29
10 Bank Street	White Plains, NY		234,941		93.3	%		8,038,498		36.67		33
Sub-Total/Weighted Average Greater New York Metropolitan Area Office Properties			1,845,204		79.0	%		60,643,449		41.60		147
Standalone Retail Properties
10 Union Square	Union Square		57,984		94.7	%		6,671,112		121.51		11
1542 Third Avenue	Upper East Side		56,250		100.0	%		4,191,658		74.52		4
1010 Third Avenue	Upper East Side		44,662		100.0	%		3,634,510		81.38		2
77 West 55th Street	Midtown		25,388		100.0	%		2,822,154		111.16		3
69-97 Main Street	Westport, CT		16,874		82.9	%		1,520,235		108.63		4
103-107 Main Street	Westport, CT		4,330		100.0	%		757,822		175.02		1
Sub-Total/Weighted Average Standalone Retail Properties			205,488		97.1	%		19,597,491		98.22		25
Portfolio Total			10,135,330		85.9	%		$542,696,325		$ 62.34		762
Total/Weighted Average Office Properties			9,425,558		85.6	%	$	453,154,190	$	56.17		671
Total/Weighted Average Retail Properties			709,772		89.8	%		89,542,135		140.45		91
Portfolio Total			10,135,330		85.9	%		$542,696,325		$ 62.34		762

Notes:

(1) Excludes (i) 194,929 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

(2) Based on leases signed and commenced as of December 31, 2020.

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

(4) Represents annualized rent under leases commenced as of December 31, 2020 divided by occupied square feet.

(5) 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.

(6) Includes 38,912 rentable square feet of space leased by the Company’s broadcasting tenants.

(7) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 43 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 57 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 30 years (expiring July 31, 2050).

(10) First Stamford Place consists of three buildings.

Page 9

	Fourth Quarter 2020
	Total Portfolio Expirations and Vacates Summary
	(unaudited and in square feet)

	Actual			Forecast (1)
	Three Months Ended			Three Months Ended
Total Portfolio (2)	December 31, 2020			March 31, 2021			June 30, 2021			September 30, 2021		December 31, 2021		Full Year 2021			Full Year 2022
Total expirations		153,986			181,809			185,605			139,256		208,481		715,151			558,970
Less: broadcasting		(753	)		(906	)		(1,049	)		—		—		(1,955	)		(4,281	)
Office and retail expirations		153,233			180,903			184,556			139,256		208,481		713,196			554,689
Renewals & relocations (3)		67,065			64,100			21,942			70,194		100,781		257,017			75,933
New leases (4)		5,450			47,481			14,640			3,932		—		66,053			40,883
Vacates (5)		80,718			68,240			132,921			53,743		56,479		311,383			191,756
Unknown (6)		—			1,082			15,053			11,387		51,221		78,743			246,117
Total Portfolio expirations and vacates		153,233			180,903			184,556			139,256		208,481		713,196			554,689
Manhattan Office Portfolio
Total expirations		113,722			134,566			146,143			104,483		133,739		518,931			368,577
Less: broadcasting		(753	)		(906	)		(1,049	)		—		—		(1,955	)		(4,281	)
Office expirations		112,969			133,660			145,094			104,483		133,739		516,976			364,296
Renewals & relocations (3)		41,521			54,036			18,633			44,108		77,980		194,757			54,974
New leases (4)		5,450			47,481			14,640			3,932		—		66,053			40,883
Vacates (5)		65,998			31,524			102,754			48,125		12,891		195,294			105,672
Unknown (6)		—			619			9,067			8,318		42,868		60,872			162,767
Total expirations and vacates		112,969			133,660			145,094			104,483		133,739		516,976			364,296
Greater New York Metropolitan Area Office Portfolio
Office expirations		30,699			26,450			39,049			28,204		74,742		168,445			142,027
Renewals & relocations (3)		23,873			5,699			2,896			22,586		22,801		53,982			19,288
New leases (4)		—			—			—			—		—		—			—
Vacates (5)		6,826			20,751			30,167			5,618		43,588		100,124			45,267
Unknown (6)		—			—			5,986			—		8,353		14,339			77,472
Total expirations and vacates		30,699			26,450			39,049			28,204		74,742		168,445			142,027
Retail Portfolio
Retail expirations		9,565			20,793			413			6,569		—		27,775			48,366
Renewals & relocations (3)		1,671			4,365			413			3,500		—		8,278			1,671
New leases (4)		—			—			—			—		—		—			—
Vacates (5)		7,894			15,965			—			—		—		15,965			40,817
Unknown (6)		—			463			—			3,069		—		3,532			5,878
Total expirations and vacates		9,565			20,793			413			6,569		—		27,775			48,366

Notes:

(1) These forecasts, which are subject to change, are based on management’s 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 2021; 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. The lease commencement dates are provided on page 6. 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 tenant at the end of their 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.

Page 10

	Fourth Quarter 2020
	Tenant Lease Expirations
	(unaudited)

Total 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		—		1,147,281		11.3	%	$	—		0.0	%	$	—
Signed leases not commenced		10		282,429		2.8	%		—		0.0	%		—
4Q 2020 (4)		17		102,881		1.0	%		4,800,242		0.9	%		46.66
Total 2020		17		102,881		1.0	%		4,800,242		0.9	%		46.66
1Q 2021		22		111,546		1.1	%		7,636,506		1.4	%		68.46
2Q 2021		26		185,605		1.8	%		9,829,356		1.8	%		52.96
3Q 2021		27		139,256		1.4	%		8,916,253		1.6	%		64.03
4Q 2021		26		208,481		2.1	%		10,619,743		2.0	%		50.94
Total 2021		101		644,888		6.4	%		37,001,858		6.8	%		57.38
2022		109		558,970		5.5	%		35,116,241		6.5	%		62.82
2023		98		724,997		7.2	%		45,328,470		8.4	%		62.52
2024		88		824,459		8.1	%		50,848,316		9.4	%		61.67
2025		80		504,755		5.0	%		30,350,589		5.6	%		60.13
2026		59		725,725		7.2	%		40,522,526		7.5	%		55.84
2027		52		576,922		5.7	%		34,684,207		6.4	%		60.12
2028		36		1,066,098		10.5	%		56,874,318		10.5	%		53.35
2029		36		884,355		8.7	%		63,326,520		11.7	%		71.61
2030		33		694,534		6.9	%		45,346,326		8.4	%		65.29
Thereafter		53		1,397,036		13.7	%		98,496,712		17.9	%		70.50
Total		772		10,135,330		100.0	%	$	542,696,325		100.0	%	$	62.34
Manhattan Office Properties (5)
Available		—		774,895		10.2	%	$	—		0.0	%	$	—
Signed leases not commenced		6		195,102		2.6	%		—		0.0	%		—
4Q 2020 (4)		12		91,610		1.2	%		4,210,460		1.1	%		45.96
Total 2020		12		91,610		1.2	%		4,210,460		1.1	%		45.96
1Q 2021		13		75,574		1.0	%		4,457,851		1.1	%		58.99
2Q 2021		21		146,143		1.9	%		8,052,867		2.1	%		55.10
3Q 2021		16		104,483		1.4	%		6,681,016		1.7	%		63.94
4Q 2021		17		132,625		1.7	%		7,329,610		1.9	%		55.27
Total 2021		67		458,825		6.1	%		26,521,344		6.8	%		57.80
2022		78		368,577		4.9	%		22,264,654		5.7	%		60.41
2023		76		529,324		7.0	%		32,273,287		8.2	%		60.97
2024		64		577,298		7.6	%		34,915,973		8.9	%		60.48
2025		49		315,414		4.2	%		19,987,005		5.1	%		63.37
2026		39		506,757		6.7	%		29,576,193		7.5	%		58.36
2027		39		444,023		5.9	%		25,809,443		6.6	%		58.13
2028		22		946,217		12.5	%		51,063,206		13.0	%		53.97
2029		23		629,621		8.3	%		37,359,424		9.5	%		59.34
2030		19		585,265		7.7	%		34,849,320		8.9	%		59.54
Thereafter		36		1,157,426		15.1	%		73,680,432		18.7	%		63.66
Total Manhattan office properties		530		7,580,354		100.0	%	$	392,510,741		100.0	%	$	59.38

Notes:

(1) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(2) Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 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 December 31, 2020 and expire on December 31, 2020.

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

Page 11

	Fourth Quarter 2020
	Tenant Lease Expirations
	(unaudited)

					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
Greater New York Metropolitan	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
Area Office Properties	Expiring (1)		Expiring (2)		Expiring			Rent (3)		Rent			Square Foot
Available		—		324,345		17.6	%	$	—		0.0	%	$	—
Signed leases not commenced		2		63,146		3.4	%		—		0.0	%		—
4Q 2020 (4)		2		400		0.0	%		1,827		0.0	%		4.57
Total 2020		2		400		0.0	%		1,827		0.0	%		4.57
1Q 2021		6		26,348		1.4	%		1,120,037		1.8	%		42.51
2Q 2021		4		39,049		2.1	%		1,747,745		2.9	%		44.76
3Q 2021		8		28,204		1.5	%		1,214,831		2.0	%		43.07
4Q 2021		8		74,742		4.1	%		3,212,153		5.3	%		42.98
Total 2021		26		168,343		9.1	%		7,294,766		12.0	%		43.33
2022		23		142,027		7.7	%		5,465,506		9.0	%		38.48
2023		14		150,370		8.1	%		7,016,238		11.6	%		46.66
2024		13		214,998		11.7	%		9,704,716		16.0	%		45.14
2025		27		165,872		9.0	%		5,882,977		9.7	%		35.47
2026		13		150,557		8.2	%		6,581,335		10.9	%		43.71
2027		9		83,484		4.5	%		3,156,938		5.2	%		37.81
2028		9		107,564		5.8	%		3,816,282		6.3	%		35.48
2029		6		148,939		8.1	%		6,133,935		10.1	%		41.18
2030		4		36,578		2.0	%		1,806,175		3.0	%		49.38
Thereafter		1		88,581		4.8	%		3,782,754		6.2	%		42.70
Total greater New York metropolitan area office properties		149		1,845,204		100.0	%	$	60,643,449		100.0	%	$	41.60
Retail Properties
Available		—		48,041		6.8	%	$	—		0.0	%	$	—
Signed leases not commenced		2		24,181		3.4	%		—		0.0	%		—
4Q 2020 (4)		3		10,871		1.5	%		587,955		0.7	%		54.08
Total 2020		3		10,871		1.5	%		587,955		0.7	%		54.08
1Q 2021		3		9,624		1.4	%		2,058,618		2.3	%		213.90
2Q 2021		1		413		0.1	%		28,744		0.0	%		69.60
3Q 2021		3		6,569		0.9	%		1,020,406		1.1	%		155.34
4Q 2021		1		1,114		0.2	%		77,980		0.1	%		70.00
Total 2021		8		17,720		2.5	%		3,185,748		3.6	%		179.78
2022		8		48,366		6.8	%		7,386,081		8.2	%		152.71
2023		8		45,303		6.4	%		6,038,945		6.7	%		133.30
2024		11		32,163		4.5	%		6,227,627		7.0	%		193.63
2025		4		23,469		3.3	%		4,480,607		5.0	%		190.92
2026		7		68,411		9.6	%		4,364,998		4.9	%		63.81
2027		4		49,415		7.0	%		5,717,826		6.4	%		115.71
2028		5		12,317		1.7	%		1,994,830		2.2	%		161.96
2029		7		105,795		14.9	%		19,833,161		22.1	%		187.47
2030		10		72,691		10.2	%		8,690,831		9.7	%		119.56
Thereafter		16		151,029		21.4	%		21,033,526		23.5	%		139.27
Total retail properties		93		709,772		100.0	%	$	89,542,135		100.0	%	$	140.45

Notes:

(1) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(2) Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 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 December 31, 2020 and expire on December 31, 2020.

Page 12

	Fourth Quarter 2020
	Tenant Lease Expirations
	(unaudited)

					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
Empire State Building Office (1)	Expiring (2)		Expiring (3)		Expiring			Rent (4) (5)		Rent			Square Foot
Available		—		205,638		7.6	%	$	—		0.0	%	$	—
Signed leases not commenced		1		105,240		3.9	%		—		0.0	%		—
4Q 2020 (6)		3		2,606		0.1	%		82,734		0.1	%		31.75
Total 2020		3		2,606		0.1	%		82,734		0.1	%		31.75
1Q 2021		1		2,488		0.1	%		211,830		0.1	%		85.14
2Q 2021		14		86,712		3.2	%		4,664,587		3.2	%		53.79
3Q 2021		3		16,066		0.6	%		1,176,181		0.8	%		73.21
4Q 2021		4		13,699		0.5	%		832,116		0.6	%		60.74
Total 2021		22		118,965		4.4	%		6,884,714		4.7	%		57.87
2022		20		108,263		4.0	%		6,885,452		4.7	%		63.60
2023		25		112,852		4.2	%		7,712,795		5.3	%		68.34
2024		18		227,133		8.4	%		15,051,203		10.3	%		66.27
2025		13		101,439		3.7	%		6,600,804		4.5	%		65.07
2026		9		122,685		4.5	%		7,685,043		5.3	%		62.64
2027		9		35,511		1.3	%		2,097,113		1.4	%		59.06
2028		7		545,722		20.1	%		28,854,847		19.7	%		52.87
2029		7		282,020		10.4	%		17,364,861		11.9	%		61.57
2030		5		205,706		7.6	%		11,143,086		7.6	%		54.17
Thereafter		18		540,702		19.8	%		35,802,207		24.5	%		66.21
Total Empire State Building office		157		2,714,482		100.0	%	$	146,164,859		100.0	%	$	60.81

			Annualized				Percent of
	Annualized		Expense		Annualized		Annualized
Empire State Building Broadcasting Licenses and Leases	Base Rent (7)		Reimbursements		Rent (4)		Rent
4Q 2020 (6)	$	131,030	$	46,505	$	177,535		1.2	%
Total 2020		131,030		46,505		177,535		1.2	%
1Q 2021		—		—		—		0.0	%
2Q 2021		—		50,772		50,772		0.3	%
3Q 2021		—		—		—		0.0	%
4Q 2021		—		—		—		0.0	%
Total 2021		—		50,772		50,772		0.3	%
2022		1,719,156		484,731		2,203,887		14.8	%
2023		283,668		60,254		343,922		2.3	%
2024		66,950		32,455		99,405		0.7	%
2025		1,855,080		204,048		2,059,128		13.8	%
2026		827,860		91,155		919,015		6.2	%
2027		807,668		92,835		900,503		6.0	%
2028		254,829		27,350		282,179		1.9	%
2029		—		—		—		0.0	%
2030		463,507		112,029		575,536		3.9	%
Thereafter		6,404,336		910,532		7,314,868		49.0	%
Total Empire State Building broadcasting licenses and leases	$	12,814,084	$	2,112,666	$	14,926,750		100.0	%

Notes:

(1) Excludes retail space, broadcasting licenses and observatory operations.

(2) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(3) Excludes 52,508 rentable square feet of space attributable to building management use.

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

(5) Includes approximately $4.6 million of annualized rent related to physical space occupied by broadcasting tenants for their broadcasting operations. Does not include license fees charged to broadcasting tenants.

(6) Represents leases that are included in occupancy as of December 31, 2020 and expire on December 31, 2020.

(7) Represents license fees for the use of the Empire State Building mast and base rent for physical space occupied by broadcasting tenants.

Page 13

	Fourth Quarter 2020
	20 Largest Tenants and Portfolio Tenant Diversification by Industry
	(unaudited)

					Weighted				Percent of
					Average		Total		Portfolio					Percent of
					Remaining		Occupied		Rentable					Portfolio
			Lease		Lease		Square		Square			Annualized		Annualized
20 Largest Tenants	Property		Expiration (1)		Term(2)		Feet (3)		Feet (4)			Rent (5)		Rent (6)
1. LinkedIn		ESB		Dec. 2036		16.0 years		365,886		3.6	%	$	22,380,058		4.1	%
2. Global Brands Group		ESB, 1333 Broadway		Oct. 2023 - Oct. 2028		6.4 years		353,325		3.5	%		19,277,806		3.6	%
3. Li & Fung		1359 Broadway, ESB		Jun. 2021 - Oct. 2028		4.8 years		252,899		2.5	%		12,785,387		2.4	%
4. PVH Corp.		501 Seventh Avenue		Oct. 2028		7.8 years		237,281		2.3	%		11,890,257		2.2	%
5. Centric Brands Inc.		ESB		Oct. 2028		7.8 years		212,154		2.1	%		10,819,854		2.0	%
6. Sephora		112 West 34th Street		Jan. 2029		8.1 years		11,334		0.1	%		10,483,711		1.9	%
7. Coty		ESB		Jan. 2030		9.1 years		156,187		1.5	%		8,050,269		1.5	%
8. Macy’s		111 West 33rd Street		May 2030		9.4 years		131,117		1.3	%		7,902,959		1.5	%
9. Urban Outfitters		1333 Broadway		Sept. 2029		8.8 years		56,730		0.6	%		7,634,773		1.4	%
10. Signature Bank		1333 & 1400 Broadway		Jul. 2030 - Apr. 2035		13.8 years		124,884		1.2	%		7,629,754		1.4	%
11. Federal Deposit Insurance Corp.		ESB		Dec. 2024		4.0 years		119,226		1.2	%		7,548,953		1.4	%
12. The Interpublic Group of Co’s, Inc.		111 West 33rd St & 1400 B’Way		Jul. 2024 - Feb. 2025		3.8 years		128,296		1.3	%		7,335,059		1.4	%
13. Footlocker		112 West 34th Street		Sept. 2031		10.8 years		34,192		0.3	%		6,927,262		1.3	%
14. Duane Reade/Walgreen’s		ESB, 1350 B’Way, 250 West 57th		Feb. 2021 - Sept. 2027		3.9 years		47,541		0.5	%		6,776,108		1.2	%
15. HNTB Corporation		ESB		Feb. 2029		8.2 years		105,143		1.0	%		6,686,222		1.2	%
16. Legg Mason		First Stamford Place		Sept. 2024		3.8 years		137,583		1.4	%		6,409,614		1.2	%
17. Fragomen		1400 Broadway		Feb. 2035		14.2 years		107,680		1.1	%		5,990,238		1.1	%
18. Shutterstock		ESB		Apr. 2029		8.3 years		104,386		1.0	%		5,970,510		1.1	%
19. ASCAP		250 West 57th Street		Aug. 2034		13.7 years		87,943		0.9	%		5,542,143		1.0	%
20. The Michael J. Fox Foundation		111 West 33rd Street		Nov. 2029		8.9 years		86,492		0.9	%		5,453,341		1.0	%
Total								2,860,279		28.3	%	$	183,494,278		33.9	%

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 December 31, 2020.

(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)

Page 14

	Fourth Quarter 2020
	Capital Expenditures and Redevelopment Program and Leasing Opportunity
	(unaudited and dollars in thousands)

	Three Months Ended
Capital expenditures	December 31, 2020		September 30, 2020		June 30, 2020		March 31, 2020		December 31, 2019
Tenant improvements - first generation	$	10,098	$	8,599	$	4,562	$	4,913	$	22,479
Tenant improvements - second generation		6,466		12,961		5,243		8,151		12,581
Leasing commissions - first generation		—		—		1,272		4,001		578
Leasing commissions - second generation		6,292		730		2,048		3,347		13,244
Building improvements - first generation		4,436		5,672		358		8,379		14,457
Building improvements - second generation		2,531		5,494		8,075		3,846		6,556
Observatory capital project (1)		—		498		829		1,175		17,574
Development (2)		28		767		525		811		—
Total	$	29,851	$	34,721	$	22,912	$	34,623	$	87,469

Note:

(1) Total Observatory capital project spent-to-date was $157.9 million as of December 31, 2020.

(2) Primarily represents design and engineering costs.

Tenant space redevelopment by square feet ^{(3) (4)}

• Future redevelopment (Empire State Building) - 110,000 square feet

• Future redevelopment (other Manhattan properties) - 280,000 square feet

• Redevelopment completed - 7,570,000 square feet

Leasing Opportunity - Inventory of Current Vacant Space as of December 31, 2020 (in square feet)

Total Portfolio vacant space	1,430,000
Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC	195,000
Greater New York Office Properties SLNC	63,000
Retail Properties SLNC	25,000
Redeveloped Manhattan Office space	647,000
Greater New York Office Properties space	324,000
Retail Properties space	48,000
Undeveloped Manhattan Office space	47,000
Space held off market	29,000
Other	52,000
Total	1,430,000

Notes:

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

(4) 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 prebuilt. Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

Page 15

	Fourth Quarter 2020
	Observatory Summary
	(unaudited and dollars in thousands)

				Three Months Ended
Observatory NOI	Twelve Months to Date			December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020 (1)			December 31, 2019
Observatory revenue (2)	$	29,057		$	5,008	(7)	$	4,419	(8)	$	86		$	19,544		$	37,730
Observatory expenses		23,723			5,636			5,931			4,002			8,154			8,743
NOI		5,334			(628	)		(1,512	)		(3,916	)		11,390			28,987
Intercompany rent expense (3)		17,827			4,471			(2,233	)		4,053			11,536			23,715
NOI after intercompany rent	$	(12,493	)	$	(5,099	)	$	721		$	(7,969	)	$	(146	)	$	5,272
Observatory Metrics
Number of visitors (4)					55,000			30,000			—			422,000			894,000
Change in visitors year over year					(93.8	%)		(97.1	%)		N/A			(29.8	%)		(5.5	%)
Number of bad weather days during open days (“BWD”) (5)					22			N/A			N/A			15			22
Days closed due to COVID-19					—			19			91			15			—
102nd floor revenue (6)				$	349		$	129		$	—		$	1,808		$	3,375

Notes:

(1) 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.

(2) Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. For the three months ended December 31, 2020, September 30, 2020, June 30, 2020, March 31, 2020 and December 31, 2019, the fixed license fee was $1,496, $1,180, $0, $1,314 and $1,453, respectively.

(3) 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.

(4) 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.

(5) 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.

(6) Reflects revenues derived from the 102nd floor observatory which are included in total observatory revenues above.

(7) Observatory revenue for the fourth quarter 2020 includes $1.3 million of deferred revenue recognized this quarter related to unused tickets.

(8) Observatory revenue for the third quarter 2020 includes $2.0 million of deferred revenue recognized this quarter related to unused tickets and earned income from our tour and travel partners.

Annual Observatory Revenues 2016 to 2020

Note:

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

(2) The observatory experienced a significant decline in visitors from the second week of March and was closed on March 16, 2020 through July 20, 2020.

Page 16

	Fourth Quarter 2020
	Condensed Consolidated Balance Sheets
	(unaudited and dollars in thousands)

	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Assets
Commercial real estate properties, at cost:
Land	$	201,196		$	201,196		$	201,196		$	201,196		$	201,196
Development costs		7,966			7,938			9,325			8,800			7,989
Building and improvements		2,924,804			2,925,532			2,914,528			2,913,312			2,900,248
		3,133,966			3,134,666			3,125,049			3,123,308			3,109,433
Less: accumulated depreciation		(941,612	)		(927,517	)		(911,546	)		(886,822	)		(862,534	)
Commercial real estate properties, net		2,192,354			2,207,149			2,213,503			2,236,486			2,246,899
Cash and cash equivalents		526,714			373,088			872,970			1,008,983			233,946
Restricted cash		41,225			54,865			58,878			36,881			37,651
Tenant and other receivables, net		21,541			25,853			29,800			22,549			25,423
Deferred rent receivables, net		222,508			223,886			226,444			229,154			220,960
Prepaid expenses and other assets		77,182			50,773			68,109			40,583			65,453
Deferred costs, net		203,853			207,774			211,356			218,578			228,150
Acquired below-market ground leases, net		344,735			346,693			348,651			350,609			352,566
Right of use assets		29,104			29,154			29,205			29,256			29,307
Goodwill		491,479			491,479			491,479			491,479			491,479
Total assets	$	4,150,695		$	4,010,714		$	4,550,395		$	4,664,558		$	3,931,834
Liabilities and Equity
Mortgage notes payable, net	$	775,929		$	603,178		$	603,974		$	604,763		$	605,542
Senior unsecured notes, net		973,159			973,106			973,053			973,002			798,392
Unsecured term loan facility, net		387,561			387,309			387,059			386,568			264,640
Unsecured revolving credit facility, net		—			—			546,778			546,436			—
Accounts payable and accrued expenses		103,203			111,918			104,992			142,315			143,786
Acquired below-market leases, net		31,705			33,405			35,170			37,623			39,679
Ground lease liabilities		29,104			29,154			29,205			29,256			29,307
Deferred revenue and other liabilities		88,319			77,572			62,996			64,176			72,015
Tenants’ security deposits		30,408			51,257			51,130			30,543			30,560
Total liabilities		2,419,388			2,266,899			2,794,357			2,814,682			1,983,921
Total equity		1,731,307			1,743,815			1,756,038			1,849,876			1,947,913
Total liabilities and equity	$	4,150,695		$	4,010,714		$	4,550,395		$	4,664,558		$	3,931,834

Page 17

	Fourth Quarter 2020
	Condensed Consolidated Statements of Operations
	(unaudited and in thousands, except per share amounts)

	Three Months Ended
	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Revenues
Rental revenue (1)	$	137,050		$	139,909		$	137,999		$	148,113		$	151,701
Observatory revenue		5,008			4,419			86			19,544			37,730
Lease termination fees		7,841			331			1,033			211			1,240
Third party management and other fees		295			283			301			346			299
Other revenue and fees		1,205			1,633			1,611			2,010			3,963
Total revenues		151,399			146,575			141,030			170,224			194,933
Operating expenses
Property operating expenses		31,087			33,836			29,750			41,468			43,901
Ground rent expenses		2,332			2,331			2,332			2,331			2,332
General and administrative expenses		13,627			14,517			18,149			15,951			16,618
Observatory expenses		5,636			5,931			4,002			8,154			8,743
Real estate taxes		31,894			31,196			29,579			29,254			29,818
Impairment charges		—			2,103	(3)		4,101	(2)		—			—
Depreciation and amortization		47,397			44,733			52,783			46,093			46,409
Total operating expenses		131,973			134,647			140,696			143,251			147,821
Total operating income		19,426			11,928			334			26,973			47,112
Other income (expense)
Interest income		108			366			1,526			637			1,352
Interest expense		(23,001	)		(23,360	)		(23,928	)		(19,618	)		(18,534	)
Loss on early extinguishment of debt		—			—			—			(86	)		—
Initial public offering litigation expense		—			(1,165	)(4)		—			—			—
Income (loss) before income taxes		(3,467	)		(12,231	)		(22,068	)		7,906			29,930
Income tax (expense) benefit		4,177			(38	)		2,450			382			(1,210	)
Net income (loss)		710			(12,269	)		(19,618	)		8,288			28,720
Perpetual preferred unit distributions		(1,050	)		(1,050	)		(1,047	)		(1,050	)		(1,041	)
Net (income) loss attributable to non-controlling interests		130			5,115			7,872			(2,743	)		(10,880	)
Net income (loss) attributable to common stockholders	$	(210	)	$	(8,204	)	$	(12,793	)	$	4,495		$	16,799
Weighted average common shares outstanding
Basic		171,970			173,048			175,433			181,741			180,166
Diluted		278,471			280,940			283,384			292,645			296,852
Net income (loss) per share attributable to common stockholders
Basic and diluted	$	—		$	(0.05	)	$	(0.07	)	$	0.02		$	0.09
Dividends per share	$	—		$	—		$	0.105		$	0.105		$	0.105

Notes:

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

	Three Months Ended
Rental Revenue	December 31, 2020		September 30, 2020		June 30, 2020		March 31, 2020		December 31, 2019
Base rent	$	121,486	$	123,821	$	122,374	$	130,577	$	130,234
Billed tenant expense reimbursement		15,564		16,088		15,625		17,536		21,467
Total rental revenue	$	137,050	$	139,909	$	137,999	$	148,113	$	151,701

The Company believes 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.

(2) Reflects a non-cash write-off of prior capitalized expenditures on a combined heat and power generation project for the Empire State Building that has been rendered economically unfeasible due to New York City’s new Local Law 97.

(3) Reflects a non-cash write-off of prior capitalized expenditures on a development project that is unlikely to continue.

(4) Represents an accrued expense which reflects an estimated liability associated with the IPO-related litigation.

Page 18

	Fourth Quarter 2020
	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
Reconciliation of Net Income to FFO, Modified FFO and Core FFO	December 31, 2020			September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019
Net Income (loss)	$	710		$	(12,269	)	$	(19,618	)	$	8,288		$	28,720
Preferred unit distributions		(1,050	)		(1,050	)		(1,047	)		(1,050	)		(1,041	)
Real estate depreciation and amortization		45,690			43,029			51,096			44,430			45,298
Impairment charges, net of reimbursement		—			1,259			4,101			—			—
FFO attributable to common stockholders and non-controlled interests		45,350			30,969			34,532			51,668			72,977
Amortization of below-market ground lease		1,958			1,957			1,958			1,958			1,958
Modified FFO attributable to common stockholders and non-controlled interests		47,308			32,926			36,490			53,626			74,935
Loss on early extinguishment of debt		—			—			—			86			—
Severance expenses		—			805			3,008			—			—
IPO litigation expense		—			1,165			—			—			—
Core FFO attributable to common stockholders and non-controlled interests	$	47,308		$	34,896		$	39,498		$	53,712		$	74,935
Total weighted average shares and Operating Partnership Units
Basic		278,427			280,940			283,384			292,645			296,852
Diluted		278,471			280,940			283,384			292,645			296,852
FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.16		$	0.11		$	0.12		$	0.18		$	0.25
Diluted	$	0.16		$	0.11		$	0.12		$	0.18		$	0.25
Modified FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.17		$	0.12		$	0.13		$	0.18		$	0.25
Diluted	$	0.17		$	0.12		$	0.13		$	0.18		$	0.25
Core FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.17		$	0.12		$	0.14		$	0.18		$	0.25
Diluted	$	0.17		$	0.12		$	0.14		$	0.18		$	0.25
Reconciliation of Core FFO to Core FAD
Core FFO	$	47,308		$	34,896		$	39,498		$	53,712		$	74,935
Add:
Amortization of deferred financing costs		1,150			1,041			1,049			894			873
Non-real estate depreciation and amortization		1,707			1,704			1,686			1,664			1,110
Amortization of non-cash compensation expense		5,321			5,504			8,778			5,892			5,465
Amortization of loss on interest rate derivative		1,529			1,529			938			447			385
Deduct:
Straight-line rental revenues		640			(395	)		2,710			(8,193	)		(6,276	)
Above/below-market rent revenue amortization		(674	)		(679	)		(1,366	)		(908	)		(1,530	)
Corporate capital expenditures		(425	)		(332	)		(141	)		(426	)		(678	)
Tenant improvements - second generation		(6,466	)		(12,961	)		(5,243	)		(8,151	)		(12,581	)
Building improvements - second generation		(2,531	)		(5,494	)		(8,075	)		(3,846	)		(6,556	)
Leasing commissions - second generation		(6,292	)		(730	)		(2,048	)		(3,347	)		(13,244	)
Core FAD	$	41,267		$	24,083		$	37,786		$	37,738		$	41,903
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income (loss)	$	710		$	(12,269	)	$	(19,618	)	$	8,288		$	28,720
Interest expense		23,001			23,360			23,928			19,618			18,534
Income tax expense (benefit)		(4,177	)		38			(2,450	)		(382	)		1,210
Depreciation and amortization		47,397			44,733			52,783			46,093			46,409
EBITDA		66,931			55,862			54,643			73,617			94,873
Impairment charges, net of reimbursement		—			1,259			4,101			—			—
Adjusted EBITDA	$	66,931		$	57,121		$	58,744		$	73,617		$	94,873

Page 19

	Fourth Quarter 2020
	Debt Summary
	(unaudited and dollars in thousands)

	December 31, 2020								September 30, 2020
				Weighted Average								Weighted Average
				Interest			Maturity					Interest			Maturity
Debt Summary	Balance			Rate			(Years)		Balance			Rate			(Years)
Fixed rate mortgage debt	$	786,884			3.81	%		8.4	$	607,882			4.10	%		8.3
Senior unsecured notes		975,000			4.10	%		9.2		975,000			4.10	%		9.4
Unsecured term loan facilities (1)		265,000			3.40	%		4.6		265,000			3.40	%		4.8
Total fixed rate debt		2,026,884			3.91	%		8.3		1,847,882			4.02	%		8.4
Unsecured term loan facilities		125,000			1.64	%		6.0		125,000			1.65	%		6.3
Unsecured revolving credit facilities		—			—			0.7		—			0.00	%		0.9
Total variable rate debt		125,000			1.64	%		1.7		125,000			1.65	%		1.9
Total debt		2,151,884			3.91	%		8.2		1,972,882			4.00	%		8.3
Deferred financing costs, net		(15,235	)							(9,289	)
Total	$	2,136,649							$	1,963,593

Note:

(1) LIBOR is fixed at 2.1485% for $265 million under variable to fixed interest rate swap agreements.

Available Capacity	Facility		Outstanding at December 31, 2020		Letters of Credit		Available Capacity
Unsecured revolving credit facility (1)	$	1,100,000	$	—	$	—	$	1,100,000

Covenant Summary	Required			Current Quarter			In Compliance
Maximum Total Leverage(2)		< 60	%		35.3	%		Yes
Maximum Secured Debt		< 40	%		12.8	%		Yes
Minimum Fixed Charge Coverage		> 1.50	x		2.8	x		Yes
Minimum Unencumbered Interest Coverage		> 1.75	x		5.8	x		Yes
Maximum Unsecured Leverage		< 60	%		26.8	%		Yes

Notes:

(1) The unsecured revolving credit and term loan facilities have an accordion feature allowing for an increase in maximum aggregate principal balance to $2.0 billion under certain circumstances. This unsecured revolving credit facility matures in August 2021 with two additional six-month extension options.

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

Page 20

	Fourth Quarter 2020
	Debt Detail
	(unaudited and dollars in thousands)

	Stated Interest Rate (%)			Effective Interest Rate (%) (1)			Principal Balance			Maturity Date		Amortization
Fixed rate mortgage debt:
Metro Center		3.59	%		3.68	%	$	87,382			11/5/2024		30 years
10 Union Square		3.70	%		3.97	%		50,000			4/1/2026		Interest only
1542 Third Avenue		4.29	%		4.53	%		30,000			5/1/2027		Interest only
First Stamford Place (2)		4.28	%		4.78	%		180,000			7/1/2027		5 years interest only; 30 years thereafter
1010 Third Avenue and 77 West 55th Street		4.01	%		4.23	%		37,477			1/5/2028		30 years
250 West 57th Street		2.83	%		3.27	%		180,000			12/1/2030		Interest only
10 Bank Street		4.23	%		4.36	%		32,025			6/1/2032		25 years
383 Main Avenue		4.44	%		4.55	%		30,000			6/30/2032		5 years interest only; 30 years thereafter
1333 Broadway		4.21	%		4.29	%		160,000			2/5/2033		Interest only
Total mortgage debt								786,884
Unsecured revolving credit facility		LIBOR plus 1.10	%		—			—			8/29/2021		Interest only
Unsecured term loan facility		LIBOR plus 1.20	%		3.84	%		215,000			3/19/2025		Interest only
Unsecured term loan facility		LIBOR plus 1.50	%		3.04	%		175,000			12/31/2026		Interest only
Senior unsecured notes:
Series A		3.93	%		3.96	%		100,000			3/27/2025		Interest only
Series B		4.09	%		4.12	%		125,000			3/27/2027		Interest only
Series C		4.18	%		4.21	%		125,000			3/27/2030		Interest only
Series D		4.08	%		4.11	%		115,000			1/22/2028		Interest only
Series E		4.26	%		4.27	%		160,000			3/22/2030		Interest only
Series F		4.44	%		4.45	%		175,000			3/22/2033		Interest only
Series G		3.61	%		4.89	%		100,000			3/17/2032		Interest only
Series H		3.73	%		5.00	%		75,000			3/17/2035		Interest only
Total / weighted average debt		3.91	%		4.10	%		2,151,884
Deferred financing costs, net								(15,235	)
Total							$	2,136,649

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 $16 million loan bearing interest at 6.25%.

Page 21

	Fourth Quarter 2020
	Debt Maturities and Ground Lease Commitments
	(unaudited and dollars in thousands)

Year	Maturities (1)		Amortization		Total			Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2021	$	—	$	4,090	$	4,090			0.2	%		n/a
2022		—		5,628		5,628			0.3	%		n/a
2023		—		7,876		7,876			0.4	%		n/a
2024		77,675		7,958		85,633			4.0	%		3.59	%
2025		315,000		5,826		320,826			14.9	%		3.57	%
2026		225,000		6,080		231,080			10.7	%		3.83	%
2027		319,000		5,008		324,008			15.1	%		4.21	%
2028		146,092		1,877		147,969			6.9	%		4.06	%
2029		—		1,959		1,959			0.1	%		n/a
2030		465,000		2,045		467,045			21.7	%		3.68	%
Thereafter		552,655		3,115		555,770			25.8	%		4.13	%
Total debt	$	2,100,422	$	51,462		2,151,884			100.0	%		3.91	%
Deferred financing costs, net						(15,235	)
Total					$	2,136,649

Note:

(1) Assumes no extension options are exercised.

Debt Maturity and Amortization Profile

Ground Lease Commitments (1)
Year	1350 Broadway (2)		1400 Broadway (3)		111 West 33rd Street (4)		Total
2021	$	108	$	675	$	735	$	1,518
2022		108		675		735		1,518
2023		108		675		735		1,518
2024		108		675		735		1,518
2025		108		675		735		1,518
Thereafter		1,821		25,650		37,791		65,262
	$	2,361	$	29,025	$	41,466	$	72,852

Notes:

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

(2) Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the Company, of approximately 30 years.

(3) Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the Company, of approximately 43 years.

(4) Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the Company, of approximately 57 years.

Page 22

	Fourth Quarter 2020
	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, 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 consider 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 consider it 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 presents Core FFO because it considers it an important supplemental measure of its operating performance in that 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

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)

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, impairment charges, loss on early extinguishment of debt 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 net operating income because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is also 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 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. However, the usefulness of NOI 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 may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not-be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

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.

Page 23

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Cover Page	Feb. 17, 2021
Document Information [Line Items]
Amendment Flag	false
Entity Central Index Key	0001541401
Document Type	8-K
Document Period End Date	Feb. 17, 2021
Entity Registrant Name	EMPIRE STATE REALTY TRUST, INC.
Entity Incorporation State Country Code	MD
Entity File Number	001-36105
Entity Tax Identification Number	37-1645259
Entity Address, Address Line One	111 West 33rd Street
Entity Address, Address Line Two	12th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10120
City Area Code	212
Local Phone Number	687-8700
Written Communications	false
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Pre Commencement Tender Offer	false
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Entity Emerging Growth Company	false
EMPIRE STATE REALTY OP, L.P. [Member]
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Entity Registrant Name	EMPIRE STATE REALTY OP, L.P.
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