Thomas P. Durels
About Thomas P. Durels
Thomas P. Durels, age 63, is Executive Vice President, Real Estate at Empire State Realty Trust (ESRT). He oversees all real estate operations including leasing, redevelopment, property management, and construction, and serves on ESRT’s acquisition and sustainability committees; he joined ESRT’s predecessor in 1990 after six years at Helmsley Spear . ESRT’s recent performance metrics tied to executive pay included Core FFO/share of $0.95, Same-Store Property Cash NOI growth of +5.2%, and outperformance on 3-year cumulative TSR at +22% vs NYC Office REIT peers, framing the incentive context for Durels’ compensation outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ESRT predecessor entities | Real estate operations leadership; supervised property acquisitions | 1990–present | Led leasing/redevelopment execution; portfolio operations oversight |
| Helmsley Spear, Inc. | Assistant Vice President, Construction & Engineering | 1984–1990 | Construction/engineering across office, hotel, residential, retail portfolio |
External Roles
| Organization | Role | Years |
|---|---|---|
| Real Estate Board of New York (REBNY) | Member | Not disclosed |
| Urban Land Institute (ULI) | Member | Not disclosed |
| Young Men’s & Women’s Real Estate Association (YMWREA) | Treasurer (2003); Member | 2003; Not disclosed |
| Licensure | NY & CT Real Estate Broker | Not disclosed |
| Education | B.S., Mechanical Engineering, Lehigh University | — |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 700,000 | 735,000 | 757,050 |
| 2024 Annual Bonus Opportunity | Threshold | Target | Maximum |
|---|---|---|---|
| % of Salary | 37.5% | 75% | 150% |
| $ (based on 2024 salary) | $283,894 | $567,788 | $1,135,575 |
| Summary Compensation ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 700,000 | 734,327 | 756,626 |
| Bonus (face amount) | 641,550 | 826,875 | 1,121,381 |
| Stock Awards (grant-date fair value) | 2,570,481 | 3,150,033 | 4,208,957 |
| All Other Compensation | 17,250 | 18,500 | 18,250 |
| Total | 3,929,281 | 4,729,735 | 6,105,214 |
Notes:
- 2024 bonus election: Durels took 100% in unvested 3-year time-based LTIP units with a 120% premium; total projected value $1,345,670 .
- ESRT says no perquisites for NEOs other than limited CEO perqs; no golden parachute tax gross-ups .
Performance Compensation
2024 annual incentive program metrics, weightings (Durels-specific), targets, actuals, payouts:
| Metric | Weight (Durels) | Threshold | Target | Max | Actual | Payout Factor | Outcome Contribution |
|---|---|---|---|---|---|---|---|
| Core FFO per Share | 15% | $0.87 | $0.90 | $0.93 | $0.94 | 200% | 30% |
| Same-Store Cash NOI Growth (ex-Observatory) | 15% | -4.0% | -1.0% | +2.0% | +5.2% | 200% | 30% |
| Leasing (combo metrics) | 20% | — | — | — | — | 188% | 38% |
| Balance Sheet (subjective) | 5% | — | — | — | Strong liquidity, lowest leverage vs peers | 200% | 10% |
| G&A Expense as % of Revenues | 10% | 9.4% | 9.2% | 9.0% | 8.9% | 200% | 20% |
| Sustainability Goals | 15% | 13/17 | 15/17 | 17/17 | 17/17 | 200% | 30% |
| Individual Goals (subjective) | 20% | — | — | — | Execution highlights listed below | 200% | 40% |
| Total Bonus Outcome | — | — | — | — | — | — | 197.5% of target; Actual $1,121,381 |
2024 individual contributions cited for Durels: executed business plan/outperformance; cost discipline below budget; successful capital projects; led dispositions and transitions to new assets; transitioned multifamily management team and integrated sustainability .
Long-term equity framework and vesting:
- Mix: 55% performance-based LTIP; 45% time-based LTIP
- Performance components: (i) 3-year relative TSR vs FTSE Nareit US Office Index; (ii) 3-year sustainability metrics; (iii) 1-year corporate metrics with 3-year absolute TSR modifier; earned awards vest 50% at end of 3-year period, 50% 1 year later, subject to continued employment
- Time-based LTIP generally vests 25% per year over 4 years
2024 equity grants for Durels:
| Grant Date | Type | Units (#) | Grant-Date Fair Value ($) |
|---|---|---|---|
| 3/13/2024 | Bonus Premium LTIP (from 2023 bonus election) | 123,414 | 992,249 |
| 3/13/2024 | Time-based LTIP | 107,508 | 866,514 |
| 3/13/2024 | One-time Time-based LTIP (special service) | 105,376 | 1,000,018 |
| 3/13/2024 | Performance LTIP (component 1) | 43,334 | 1,059,071 |
| 3/13/2024 | Performance LTIP (component 2) | 20,903 | 635,436 |
| 3/13/2024 | Performance LTIP (component 3) | 12,623 | 423,628 |
Key vesting schedules for Durels:
- 2024 time-based LTIP: 25% on Jan 1, 2025–2028
- 2024 additional time-based LTIP: 33.33% on Jan 1, 2025–2027
- One-time 2024 time-based LTIP: 100% cliff vest on June 30, 2027
- Prior awards include standard 25% annual vesting cycles for 2021–2023 grants and 33.33% cycles for certain 2022–2023 awards
- Bonus-premium LTIPs (from 2023 bonus) vest 33.3% on each of the three anniversaries of Jan 1, 2024 (i.e., 2024–2026), subject to continued employment
Realized vesting in 2024:
- Durels vested 399,480 LTIP units; value realized $3,928,229 (breakdown: 96,853 bonus election units; 120,810 time-based; 181,816 performance-based)
Equity Ownership & Alignment
| Ownership Component | Amount | Notes |
|---|---|---|
| Class A shares | 86,807 | Beneficial ownership |
| Class B shares | 2,407 | Beneficial ownership |
| Operating Partnership Units (incl. vested LTIP) | 2,206,038 | Beneficial ownership |
| Total common stock + OP units | 2,295,262 | Represents <1% of combined total (** footnote) |
| Vested LTIP units – Time-based | 1,522,154 | Out of 2,034,287 total awarded |
| Vested LTIP units – Performance-based | 560,930 | Out of 2,952,841 total awarded |
| Unvested time-based LTIP units (FY-end) | 638,960; MV $6,594,067 | Valued at $10.32 per unit at 12/31/2024 |
| Unearned performance-based LTIP units (FY-end) | 979,097; payout value $10,104,281 | Estimate as of 12/31/2024 |
| Hedging/Pledging | Hedging prohibited; pledging requires Compensation Committee pre-approval for >$1M holders | Policy applies to executive officers |
| Ownership Guidelines & Holding | 5x base salary ownership minimum; 2-year post-vest holding for 2024 grants | Applies to NEOs |
Employment Terms
| Provision | Details |
|---|---|
| Change-in-Control Severance Agreement | In place for Durels; terminates two years after written notice unless a change-in-control occurs (then extends to second anniversary of the change-in-control) |
| Cash Severance Multiple | Upon termination without cause or resignation for good reason within two years following a change-in-control: cash equal to 2×(base salary + average bonus over prior 3 years) |
| Equity Treatment (CIC-related) | Time-based equity vests in full; performance equity vests based on performance through termination date (pro-rated if before performance period end; full if after) |
| Non-compete/Non-solicit | Non-compete/no-hire/non-solicit for 1 year post-termination (Durels) |
| Arbitration | JAMS arbitration in NYC; company pays arbitration costs; fee-shifting if executive prevails |
| Clawback | Dodd-Frank/NYSE-compliant clawback policy for erroneously received incentive compensation |
| Tax Gross-Up | No golden parachute tax gross-up payments |
| CIC Double Trigger | Company uses double-trigger CIC benefits; no single-trigger |
Potential payments upon termination (as of 12/31/2024, stock at $10.32):
| Scenario | Severance | Cash Bonus | Medical | Retention Bonus | Unvested Time-based LTIP | Unvested Performance LTIP | Total |
|---|---|---|---|---|---|---|---|
| Involuntary termination without cause / resignation for good reason (no CIC) | — | — | — | — | $6,605,322 | $6,191,445 | $12,796,766 |
| Same, within two years following CIC | $3,240,638 | $1,121,381 | $15,514 | — | $6,605,322 | $6,191,445 | $17,174,300 |
Investment Implications
- Pay-for-performance linkage is strong: 2024 bonus paid at 197.5% of target on quantifiable metrics that improved (Core FFO/share $0.94 vs $0.93 max target; same-store cash NOI +5.2%; G&A ratio 8.9%), and relative TSR underpins 55% of long-term equity awards . This suggests compensation is sensitive to operating and capital allocation execution.
- Near-term vesting and holding constraints temper selling pressure: multiple 2024–2027 vest dates plus a two-year post-vest holding period on 2024 awards reduce immediate liquidity for insider selling, though step-ups in January 2025–2027 and the June 30, 2027 cliff could be watchpoints for Form 4 activity .
- Alignment and retention: 5× salary ownership guideline, clawback, and 1-year non-compete/no-solicit post-termination support alignment and mitigate immediate attrition risk; CIC economics are double-trigger with clear equity acceleration rules, offering retention through cycles .
- Execution track record: Durels’ cited contributions in cost discipline, leasing, and project delivery align with ESRT’s leasing outperformance and TSR relative peer outperformance, supporting confidence in operational execution on the office/retail/multifamily mix .
- Governance signals: High say-on-pay support (96% average over four years) and use of independent consultant/peer benchmarking (NYC office peers) reduce pay inflation risk and indicate shareholder acceptance of pay design .