Business Context and Reporting Period
This Form 8-K Current Report was filed by SL Green Realty Corp. (SLG) and SL Green Operating Partnership, L.P. on February 27, 2026. The filing discloses significant executive leadership changes and the execution of new employment agreements. The Company is a real estate investment trust headquartered in New York, New York.
Key Financial Metrics and Compensation Terms
This filing does not contain operational financial results such as revenue, profit, cash flow, or debt levels. It focuses exclusively on executive compensation structures and employment terms.
- Harrison Sitomer (New President & CIO):
- Base Salary: $700,000 per year.
- Signing Bonus: $750,000 (one-time cash).
- Annual Cash Bonus Target: 50% to 400% of base salary.
- Annual Time-Based Equity Award: Target value of at least $3,300,000.
- Annual Performance-Based Equity Award: Target value of $2,500,000 (based on relative TSR).
- Contract Term: Four years (Jan 1, 2026 – Jan 1, 2030).
- Matthew DiLiberto (CFO - Term Extension):
- Base Salary: $660,000 per year.
- Annual Cash Bonus Target: 50% to 250% of base salary.
- Annual Time-Based Equity Award: Target value of at least $1,540,000.
- Annual Performance-Based Equity Award: Target value of at least $1,000,000.
- Additional Grant: 100,000 Class O LTIP Units granted Feb 12, 2026.
- Contract Term: Extended for three years (Jan 1, 2026 – Jan 1, 2029).
Material Changes Versus Prior Period
The primary material change is the appointment of Harrison Sitomer as President, effective February 27, 2026. Consequently, Marc Holliday ceased serving as Interim President but will continue as Chairman and Chief Executive Officer. Additionally, the Company formalized a three-year term extension for CFO Matthew DiLiberto, effective retroactively to January 1, 2026.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or discussion of market risks. However, it outlines specific contractual risks and contingencies regarding executive retention:
- Severance Triggers: Both executives have defined severance packages for termination without Cause or for Good Reason.
- Sitomer: Up to 2.5x base salary + bonus + equity acceleration in a Change-in-Control scenario.
- DiLiberto: Up to 2x base salary + bonus + equity acceleration in a Change-in-Control scenario.
- Change-in-Control Provisions: Both agreements include "double-trigger" acceleration of equity awards and extended benefit continuation periods (up to 24 months) if a Change-in-Control occurs within 18 months of the contract expiration or is followed by a termination.
- Restrictive Covenants: Both executives are subject to non-compete, non-solicitation, and non-disparagement covenants for 6 to 12 months post-employment.
Investor Verification Checklist
- Verify the total potential payout for Harrison Sitomer under the "Change-in-Control" severance scenario, including the acceleration of the $3.3M time-based award and $2.5M performance award.
- Review the specific performance metrics for Sitomer's "Outperformance Modifier" and DiLiberto's performance-based awards to understand the likelihood of maximum payouts.
- Confirm the vesting schedule and conversion mechanics for the 100,000 Class O LTIP Units granted to Matthew DiLiberto.
- Assess the impact of the new President's appointment on the Company's investment strategy, given Sitomer's prior role as Chief Investment Officer.
- Check subsequent filings for any updates to the Company's liquidity or debt position, as this 8-K does not provide current financial statements.