Form D

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
EMPIRE STATE REALTY TRUST, INC.
Jurisdiction of Incorporation/Organization
MA
Year of Incorporation/Organization
2011

Previous Name(s)

  • 123 HOLDING CORP
  • EMPIRE REALTY TRUST, INC.
Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

ONE GRAND CENTRAL PLACE
60 EAST 42ND STREET
NEW YORK, NY 10165
Phone Number: subscription required

Item 3. Related Persons

Name
ANTHONY E. MALKIN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response
CHAIRMAN OF THE BOARD OF DIRECTORS, CHIEF EXECUTIVE OFFICER AND PRESIDENT

Item 3. Related Persons

Name
DAVID A. KARP
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER

Item 3. Related Persons

Name
THOMAS P. DURELS
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
EXECUTIVE VICE PRESIDENT AND CHIEF OF PROPERTY OPERATIONS AND LEASING

Item 3. Related Persons

Name
THOMAS N. KELTNER, JR.
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
EXECUTIVE VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY

Item 3. Related Persons

Name
WILLIAM H. BERKMAN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ALICE M. CONNELL
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
THOMAS J. DEROSA
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
STEVEN J. GILBERT
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
S. MICHAEL GILIBERTO
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
LAWRENCE E. GOLUB
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

REITS AND FINANCE

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
10/07/2013

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Equity

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes
Clarification of Response
IN CONNECTION WITH ITS IPO, THE ISSUER CONSUMMATED CERTAIN FORMATION TRANSACTIONS, RESULTING IN THE ISSUANCE OF SHARES OF CLASS A AND CLASS B COMMON STOCK OF THE ISSUER

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 13. Offering and Sales Amounts

Total Offering Amount
64078638
Total Amount Sold
64078638
Total Remaining to be Sold
0
Clarification of Response

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
766

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response

Signature and Submission

Issuer Name
EMPIRE STATE REALTY TRUST, INC.
Issuer Signature
/S/ DAVID A. KARP
Signer Name
DAVID A. KARP
Signer Title
EXECUTIVE VP, CFO TREASURER
Signature Date
10/21/2013
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