Business Context and Reporting Period
Company: Empire State Realty Trust, Inc. and Empire State Realty OP, L.P.
Filing Type: Form 8-K (Current Report)
Date of Report: June 2, 2026
Event: Regulation FD Disclosure regarding the posting of an Investor Presentation on the company's website. The presentation is intended for use at the Nareit REITweek 2026 Investor Conference.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. The document serves as a disclosure notice for an external presentation rather than a financial statement.
Non-GAAP Measures Discussed:
- Net Operating Income (NOI): Used to evaluate property performance, excluding cost of funds, depreciation, amortization, and acquisition expenses.
- Property Cash NOI: Excludes Observatory NOI and effects of straight-line rent, fair value lease revenue, and straight-line ground rent expense adjustments.
- EBITDA and Adjusted EBITDA: Calculated as net income plus interest, taxes, depreciation, and amortization; Adjusted EBITDA further adds back impairment charges and gains/losses on disposition.
- Net Debt to Adjusted EBITDA: A leverage metric calculated using gross debt less cash divided by trailing twelve months Adjusted EBITDA.
Material Changes and Portfolio Updates
The filing details changes to the "Same Store" property portfolio as of March 31, 2026, which impacts period-over-period comparisons:
- Excluded from Same Store (Acquired): 86-90 North Sixth Street (June 2025), 41-55 North Sixth Street (March 2026), and 130 Mercer, SoHo, NY (December 2025).
- Excluded from Same Store (Disposed): Metro Center, Stamford, CT (December 2025).
- Adjustment: Prior period Same Store NOI has been adjusted to reflect these acquisition and disposition activities.
Guidance, Outlook, and Risks
Outlook: Management intends to utilize the attached Investor Presentation for meetings with investors and analysts at the Nareit REITweek 2026 Investor Conference.
Risks and Limitations of Non-GAAP Measures:
- NOI and Property Cash NOI exclude significant economic costs such as general and administrative expenses, interest, depreciation, and capital expenditures.
- These measures do not capture trends in net income components and are not substitutes for GAAP net income.
- Calculations may differ from other companies, limiting comparability.
Legal Status: The information in Item 7.01 is furnished, not "filed," and is not subject to Section 18 liabilities of the Exchange Act unless specifically incorporated by reference.
Investor Verification Checklist
- Review the attached Exhibit 99.1 (Investor Presentation) for specific financial figures, as this 8-K filing only summarizes the disclosure event.
- Verify the impact of the March 2026 acquisition (41-55 North Sixth Street) on current period Same Store metrics.
- Confirm the Net Debt to Adjusted EBITDA ratio in the presentation to assess leverage against credit facility covenants.
- Check for any updates on lease termination fees and their exclusion from Property Cash NOI in the detailed presentation.