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 15, 2022

_______________________________________________________________________________

Safehold Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-38122	30-0971238
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1114 Avenue of the Americas
39th Floor
New York   ,   NY	10036
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (212) 930-9400

 _______________________________________________________________________________

N/A

(Former name or former address, if changed since 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 (see General Instruction A.2. below):

☐ 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))

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. ☐

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	SAFE	NYSE

Item 2.02Results of Operations and Financial Condition.

On February 15, 2022, Safehold Inc. issued an earnings release and made available on its website an earnings presentation for the fourth quarter and fiscal year ended December 31, 2021. A copy of the earnings release and earnings presentation are attached as Exhibit 99.1 and Exhibit 99.2, respectively, hereto and incorporated herein by reference.

The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 7.01Regulation FD Disclosure.

On February 15, 2022, Safehold Inc. made available on its website an earnings presentation for the fourth quarter and fiscal year ended December 31, 2021. A copy of the earnings presentation is attached as Exhibit 99.2 hereto and incorporated by reference.

The earnings presentation, including Exhibit 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01Financial Statements and Exhibits.

Exhibit 99.1Earnings Release.

Exhibit 99.2Earnings Presentation.

Exhibit 104Inline XBRL for the cover page of this Current Report on Form 8-K.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		Safehold Inc.
Date:	February 15, 2022	By:	/s/ BRETT ASNAS
			Brett Asnas
			Chief Financial Officer

EX-99.1

Exhibit 99.1

Press Release

Safehold Reports Fourth Quarter and Fiscal Year 2021 Results

NEW YORK, February 15, 2022

Safehold Inc. (NYSE: SAFE) reported results for the fourth quarter and fiscal year ended December 31, 2021.

SAFE published a presentation detailing these results which can be found on its website, www.safeholdinc.comin the “Investor Relations” section.

Highlights from the earnings announcement include:

¾ Q4 ‘21 revenue was $52.0 million, a 30% increase year-over-year

¾ Q4 ‘21 net income was $21.3 million, a 39% increase year-over-year

¾ Q4 ‘21 earnings per share were $0.38, a 29% increase year-over-year

¾ Closed a record 17 ground leases totaling $777 million¹ in Q4 ’21, bringing the total portfolio to 106 ground leases with an aggregate gross book value of $4.8 billion

¾ UCA grew by an estimated $1.4 billion in Q4 ‘21, bringing total UCA to an estimated $8.1 billion

¾ Upsized target portfolio guidance to $7.5 billion by December 31, 2023, up from previous target of $6.4 billion

¾ Subsequent to the end of the quarter, a subsidiary of SAFE sold and received commitments to purchase 1.37% of the total authorized Caret Units at a valuation of $1.75 billion²

¹ Investments in Q4 ‘21 include $91m of new forward commitments that have not yet been funded. Such funding commitments are subject to certain conditions. There can be no assurance that Safehold will complete these transactions.

² Additional information regarding the transaction may be found in Safehold’s Q4 ‘21 Earnings Presentation published on its website and furnished on Form 8-K filed with the Securities and Exchange Commission.

1114 Avenue of the Americas

New York, NY 10036

T 212.930.9400

E investors@safeholdinc.com

“With strong earnings, increased investment guidance and the initial sale of Caret Units, Safehold is poised to begin the next phase in its development of the modern ground lease industry. We expect to deliver even more benefits to customers and investors as our business grows and expands,” said Jay Sugarman, Chairman and Chief Executive Officer.

The Company will host an earnings conference call reviewing this presentation beginning at 10:00 a.m. ET. This conference call will be broadcast live and can be accessed by all interested parties through Safehold's website and by using the dial-in information listed below:

Dial-In:	877.336.4440
International:	409.207.6984
Access Code:	1917847

A replay of the call will be archived on the Company’s website. Alternatively, the replay can be accessed via dial-in from 2:30 p.m. ET on February 15, 2022 through 12:00 a.m. ET on March 1, 2022 by calling:

Replay:	866.207.1041
International:	402.970.0847
Access Code:	1185612

●●●

About Safehold:
Safehold Inc. (NYSE: SAFE) is revolutionizing real estate ownership by providing a new and better way for owners to unlock the value of the land beneath their buildings. Through its modern ground lease capital solution, Safehold helps owners of high quality multifamily, office, industrial, hospitality and mixed-use properties in major markets throughout the United States generate higher returns with less risk. The Company, which is taxed as a real estate investment trust (REIT) and is managed by its largest shareholder, iStar Inc., seeks to deliver safe, growing income and long-term capital appreciation to its shareholders. Additional information on Safehold is available on its website at www.safeholdinc.com.

1114 Avenue of the Americas

New York, NY 10036
T 212.930.9400
E investors@safeholdinc.com

Company Contact: Jason Fooks
Senior Vice President
Investor Relations & Marketing
T 212.930.9400
E investors@safeholdinc.com

1114 Avenue of the Americas

New York, NY 10036
T 212.930.9400
E investors@safeholdinc.com

EX-99.2

Exhibit 99.2

XML

Document and Entity Information	Feb. 15, 2022
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Feb. 15, 2022
Entity File Number	001-38122
Entity Registrant Name	Safehold Inc.
Entity Central Index Key	0001688852
Entity Tax Identification Number	30-0971238
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	1114 Avenue of the Americas
Entity Address, Adress Line Two	39th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
City Area Code	212
Local Phone Number	930-9400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	SAFE
Security Exchange Name	NYSE
Amendment Flag	false
Entity Emerging Growth Company	false