SL Green Realty
Annual Report 2023

Plain-text annual report

LET’S GO NY! SL Green Realty Corp. 2023 ANNUAL REPORT Let’s GO NY New York City is back! Over the past year, the City put to rest any lingering questions about its resilience as the best place in the world to live and work. With most economic and quality-of-life indicators at, near or beyond pre-pandemic levels, the focus turned back to growth and reclaiming the swagger that has always defined this City. This year’s annual report celebrates New York City and highlights all the ways that SL Green’s commitment to the City delivers for shareholders. 1 2 Marc Holliday Chairman, Chief Executive Officer & Interim President Dear Shareholders We’re back, back in the New York groove! It’s been years since I’ve felt this confident in the future of New York City or more optimistic about the trajectory of our business. After a challenging period, where we navigated unprecedented change by leaning in, keeping focused and working harder than ever, we have not only weathered the storm, we’ve emerged with a stronger portfolio, a more exciting and diversified business and an even sharper strategy moving forward. We were a consistent voice proclaiming that New York City will never die, the people of New York are resilient and there is no replacement for trophy assets or premier addresses. We felt like lone optimists, but we didn’t get down, and never quit. Instead, we rolled up our sleeves, revised our business plan and relied on our depth of industry knowledge, expertise and longstanding relationships. The team was relentless, working in overdrive day and night. Certainly nobody did more than us when it came to leasing within our portfolio, developing extraordinary projects, capitalizing on market dislocation, and recapitalizing deals when others didn’t or couldn’t or wouldn’t. Our reputation and extraordinary relationships within the lending community allowed us to create plans to extend, capitalize and move forward. The banking meltdown that some believed was on the horizon has not materialized, and we enter this new chapter once again positioned for growth. The results are now clear. As I write this letter, our Total Return to Shareholders (TRS) is an incredible 131% over the prior 12 months, far and away leading the office sector. And through the first quarter of 2024, that number was a healthy 24%, again atop office REITs with market cap above $1 billion, and highlighting our continued momentum. An April 2024 news story in Crain’s New York Business noted this success, saying “it’s remarkable for the best-performing stock to also be the most pure-play bet” with our laser focus on New York City office at a time when the media tells us the City and the industry are dying. Well, suffice to say, we’re not surprised! Because our belief in this market, and the strength of our portfolio, has never wavered. We’re in the early innings of what we believe will be a period of market improvement fueled by the strength of New York City’s robust financial sector, a reemergence of the tech sector, a new generation of workers who recognize that career advancement and relationship- building doesn’t happen at home, and increasing demand for the highly-amenitized office experience in which SL Green’s hospitality group specializes. LOOKING BACK AT 2023 The past year was characterized by positive progress both internally and, for the first time since the pandemic, in external market conditions. Our team performed across the four key pillars of our business plan for 2023: We delivered on our development projects. We announced the completion of One Madison in September, three months ahead of schedule, topped out 760 Madison, and recapitalized 245 Park Avenue, our next major redevelopment project. At 760 Madison, Armani is building out their flagship retail store, and 70% of the residential units are already spoken for…before the building is even complete. SL GREEN ANNUAL REPORT 2023 3 On the leasing front, we signed 160 office leases last year, totaling at triple-digit rents. And contrary to the media hype, the vast majority 1.8 million square feet, above our expectation, and our same- of these leases were not signed in new construction projects. store occupancy bounced off its lows, trending to back above 90%. These were hard-fought wins that are a testament to our leasing, management and development teams. Crucially, of the leasing we did in 2023, more than half were new leases — which fuels our belief that things are headed back in the right direction. We continue to see the FIRE sector (finance, insurance, real estate) as a particularly active segment of the market. McKinsey reported that, as of July 2023, publicly traded fintechs represented a market capitalization of $550 billion, a doubling in value since 2019. In that same period there were more than 272 fintech unicorns, with a We again defined the investment market in 2023. SL Green achieved combined valuation of $936 billion, a sevenfold increase from 39 firms the two most significant trades of the year, illustrating continued valued at $1 billion or more just five years ago. Even more exciting, this demand for well-located Midtown Manhattan buildings. At 245 Park research shows that revenues in the fintech industry are expected to Avenue, we partnered with a Tokyo-based real estate company at a grow almost three times faster than those in the traditional banking $2 billion valuation when the rest of the market was eerily quiet. The sector between 2023 and 2028. leasing success we’ve had in the project since then has affirmed our mutual conviction in the investment. And in December, we announced the sale of 625 Madison for more than $630 million. We achieved in excess of $1,100 per square foot on both transactions, something we had every confidence in, but the rest of the market was skeptical about, once again reinforcing the need to differentiate trophy assets and AAA locations from the rest of the market. The legal segment was particularly active over the past year, with four of the top 10 NYC office leasing deals in 2023 signed by law firms. According to Cushman & Wakefield, law firms committed to 4.3 million square feet of office space in 2023 across New York City, and nearly 17 million square feet nationwide. With finance and legal firms especially focused on East Midtown, our increased concentration on the Park Avenue spine, enhanced by the new LIRR commuter train We made a significant dent in our debt balances. A top priority in station open at Grand Central Madison, is paying dividends…literally. 2023, we were able to reduce our combined debt by over $1 billion. We also successfully refinanced, extended or modified over $3.7 billion of existing debt, including a $500 million mortgage refinancing of 919 Third Avenue — the largest office financing in the country in 2023, proving our strong standing with the largest financial institutions in the world. It’s times like this where reputational excellence and strength of platform really matter. POSITIVE INDICATORS FOR 2024 Elsewhere, Artificial Intelligence continues to play an important role in the market, another bright spot alongside FIRE in the tech community. The AI market is projected to reach $306 billion in 2024 and is expected to show an annual growth rate (CAGR) of 15.8% through 2030, resulting in a market volume of $738 billion. That’s extraordinary growth in a sector that has said they expect to work in offices, not at home, due to the fast-moving and collaborative nature of product development in AI. In the retail sector, Manhattan availability in the 11 prime retail Now, as we enter what we expect to be a period of significant growth corridors fell to the lowest rate in nine years at the end of 2023, and opportunity, we are encouraged by the market fundamentals, while average asking rents rose for the fifth consecutive quarter, and which we believe are shifting to become tailwinds. Even in a higher consumer spending rose 6.7% year over year. Two years ago, when interest rate environment, there’s a solid foundation of positive Brett Herschenfeld stood at our Investor Conference podium and economic momentum among our strong and stable tenant base. The declared, “retail is back!” we again were the lone optimists. Today, diversity of New York City’s economy is reflected in our portfolio — and the strength of Manhattan retail is undeniable. Not only are leases is one of the core strengths of this market compared with other getting signed (we’ve signed five retail leases in the first quarter of global cities, a market where a record 192 leases were signed last year 2024 with another dozen in the pipeline) but owner-user acquisitions continue to reinforce the ultimate expression of top brands’ long- term commitment to the City. Tiffany’s reopened its Fifth Avenue flagship, showcasing a $500 million renovation; Prada purchased 720 & 724 Fifth Avenue for $835 million; and Kering purchased our own 717 Fifth Avenue for a whopping $963 million. Most importantly — and despite what you may read in the media — New York is as strong as ever, with the data to back it up: • The City’s tourism numbers are the strongest since the pandemic, with 62 million tourists in New York in 2023, representing 93% of 2019’s record visitors, which we expect to exceed in 2025. • Subway ridership is up again, as anyone who rides the trains can tell you. NYC Transit reached the 1 billion ride mark six weeks ahead of last year’s pace, and finished 2023 with an approximately 10 percent year-over-year increase in ridership. • Crime is down across the City, with more than a 2% drop in all categories since spring 2023, with even greater improvement in Manhattan below 59th Street, where crime has dropped more than 10%. Now, the main focus is to encourage the legislature and the District Attorney to work with Governor Hochul and Mayor Adams on Rendering by DBox. 4 keeping recidivist criminals off the street and cracking down on illegal cannabis shops and organized serial shoplifting. • The housing market remains strong, with rental vacancy rate at 2.6% and median rents climbing 8% year over year to record levels. The condo market is equally strong, with median sale price of a condo reaching nearly $2.5 million this year, as inventory dipped 8%. People simply want to live here! • And finally, in October, the City celebrated reaching an all-time high in total jobs. While that number has since dipped somewhat in recent months, the accomplishment is extraordinary and represents a meteoric comeback from the lows of the pandemic. Furthermore, the City’s Office of Management and Budget is projecting private sector and officing-using job gains in 2024 that will bring the total employment in these categories to new record levels. Of course, we still have challenges like all major cities do. But our City and State have the resources to address many of these challenges, and it is incumbent on all New Yorkers and businesses to express their desire for continued improvement in the areas of housing, public safety and security, sanitation, and economic development. Bottom line: Not only is New York not in crisis (sorry fear mongers), it remains the very best place in the world for an educated and diverse population to work and live. 2024 BUSINESS PLAN: A YEAR FOR GROWTH With New York City and the office market on the rise, we’ve established another aggressive business plan for 2024. Leasing 2 Million Square Feet In December, we took a deep dive through every asset in our portfolio to demonstrate strength not just at the very top, but consistently throughout the best portfolio that we have ever assembled. We are well on our way to meeting our goal of leasing 2 million square feet announcing another world-renowned chef operator. For us, these culinary partnerships and destinations are more than leasing space. We are committed to doing our part to bring excitement, energy this year, with 630,000 square feet leased in just the first quarter, while and creativity to the City. our leasing pipeline has grown to over 1.5 million square feet. With net absorption in the greater East Midtown submarket (our backyard), Opportunistic Debt Fund where vacancy is rapidly approaching 10% in class A buildings, and At the end of last year, we made headlines by announcing the activity noticeably picking up on Third and Sixth Avenues, we are very launch of a $1 billion opportunistic debt fund (the only one of this optimistic about the year ahead. Our office portfolio occupancy will scale that is entirely NYC-centric). This fund is designed to allow increase to over 91% in 2024, and we’re making it a priority to continue us to capitalize on current capital markets dislocations through marching back towards our historic average occupancy of 95–96%. the discounted acquisition of existing debt investments and the Opening One Madison Avenue and Growing Our Hospitality Program This summer we’ll celebrate the official opening of One Madison origination of new, high-yielding debt instruments. Fundamentally we are looking to replicate our approach for the last 26 years of investing in the best properties in New York City, via strategic debt investments. Given the investor reception to our strategy, this fund Avenue, with office tenants starting to move in as early as September. size could grow, or there is potential for another follow-on fund. The building is now more than 63% leased, with recent leases that brought the new tower to 100% leased. Even before the office tenants The feedback is that no one is better positioned to take advantage of this moment in this market, and our initial closings are targeted move in, Chelsea Piers will soon open its doors to the public, providing for this summer. both a neighborhood and tenant amenity that fits perfectly alongside Madison Square Park. Office To Residential Conversion One Madison Avenue is part of our ongoing commitment to creating some of the most exciting, high-quality hospitality and dining experiences throughout the City, not only for our building tenants, but for all New Yorkers. Daniel Boulud will open his first ever steakhouse, La Tête d’Or by Daniel, at One Madison in November, building on the success we’ve shared at One Vanderbilt with our Michelin- starred Le Pavillon and Jo–ji. At 245 Park Avenue, we’re very close to Just this week, the Governor and legislature reached agreement on a comprehensive Office to Residential conversion program especially targeted to Midtown and lower Manhattan office buildings. SL Green has played an instrumental role in helping to get the legislation passed as part of the State’s new fiscal budget. We applaud Governor Hochul, the Senate and Assembly on the doorstep of passing a landmark office to residential conversion bill.   SL GREEN ANNUAL REPORT 2023 Rendering by MOTIV. 5 By incentivizing the conversion of underutilized and obsolete office space to housing, this vital legislation will uniquely address three of New York’s most pressing challenges. Amidst record high Manhattan office vacancy, the bill will create stability in the commercial office market, produce the affordable and market rate housing we need to overcome the City’s housing crisis, and generate foot traffic to support local retailers and restaurants in New York’s central business districts. Thanks to the leadership of the Governor and our elected officials in Albany, as well as to Mayor Adams for his City of Yes zoning initiatives, the private sector is now positioned to again invest in New York City’s future. As part of a new conversion incentive bill, we are planning to be among the first out of the blocks with the conversion of 750 Third Avenue from office to residential use. The conversion of 750 Third will spur on this important new development for the City. More to come on this throughout the year. Taking SUMMIT Global Building off the success of SUMMIT One Vanderbilt, this year we expect to announce the global expansion of this world-renowned brand and experience in international cities. Launched in 2021, SUMMIT One Vanderbilt brought forward the world’s most immersive observatory experience that combines unparalleled vistas, curated impact over the next ten years by promoting growth beyond its walls. multisensory experiences and cutting-edge technology to offer an Repurposing an existing office building, Caesars Palace Times Square unprecedented guest experience spanning art, nature, and design is sustainable, quickly achievable and transit-friendly. While other in the heart of Midtown Manhattan. Since opening in October 2021, SUMMIT One Vanderbilt has welcomed more than 4.5 million guests from dozens of countries, receiving countless awards and recognitions, including being named The Most Instagrammable Place in the World (Elle Magazine), The Best Landmark in the United States and The Most Innovative Venue in the United States (2022 and 2023 Tiqets Remarkable Venue Awards), as well as one of The Best Immersive Art Experiences in the US (2024 USA TODAY 10 Best Readers’ Choice). sprawling sites will use land that’s intended for thousands of desperately needed homes and parks, ours sits in a district zoned for entertainment, not housing. Built, owned, and operated by New Yorkers committed to our City’s future, our proposal is supported by a diverse coalition of residents, businesses and community organizations. BELIEVE IN NEW YORK CITY There is no greater city than New York City, and SL Green is poised to capitalize on its enduring strength in 2024 — and beyond. We know we have the best portfolio and the most dedicated, experienced and There is no experience like SUMMIT. We hear that every day. And tenured team in the business, and we are ready to rock and roll (all we see huge potential in a number of markets, both domestically night!), and continue to deliver for our shareholders as we’ve done and internationally, that will grow the brand and continue to generate for more than 26 years. In this moment of tremendous opportunity, significant revenue for our company and our shareholders. we are more committed than ever. Thank you for sharing our belief in Bringing a World-Class Gaming Destination to Times Square New York and our vision. We made enormous progress over the past year, with our partners, Caesars Entertainment and Roc Nation, on our vision for Caesars Palace Times Square. We had the opportunity to meet with hundreds of stakeholders, grow our coalition and gain significant support. We now know that this will be a long process, with bids likely not due until 2025, and we will use the time to continue strengthening our bid — because the project is worth the extra effort, and Times Square stands to gain so much. One thing we know for sure — ours is the We have once again set our sights very high, because we know that we can continue to set the bar for the entire sector — innovating, transforming, investing and challenging the status quo. Thank you to everyone who has contributed to our success — shareholders, partners, lenders, Board members, our elected officials and, of course, the exceptional team here at SL Green. On behalf of the entire team, you have my commitment that we will leave it all on the field again this year to drive value for you, our shareholders, and our City. only proposal that is a true New York approach to gaming, providing Stay positive New York! benefits far beyond its walls. Ideally located at the 50-yard line of the famous Times Square bowtie, Caesars Palace Times Square brings a world-class gaming resort where it belongs, in the heart of New York’s world-renowned entertainment district, the only place positioned to attract a global audience and guarantee longstanding revenue. Designed to benefit all of New York, purposely creating more demand than it can accommodate for hotel rooms, shopping, meals and entertainment, creating a halo effect only possible in this specific location that will bring billions in economic Marc Holliday Chairman, Chief Executive Officer & Interim President 6 The metrics are undeniable, and the day-to-day experience further demonstrates that the future of New York City is brighter than ever! LET’S GO NY VISITORS 62.2M 50.6M 11.6M DOMESTIC VISITORS INTERNATIONAL VISITORS Annual Visitation 20231 (1) New York City Tourism + Conventions (2) The Metropolitan Transportation Authority NYC’s tourism industry generated $74 billion in 2023 with more than $48 billion coming from direct spending. This supports: >380K LEISURE & HOSPITALIT Y JOBS ~9% OF THE CIT Y’S WORKFORCE SL GREEN ANNUAL REPORT 2023 Annual Visitation 2025 Forecast1 2023 Hotel Performance1 VISITORS 68.1M 53.4M 14.7M DOMESTIC VISITORS INTERNATIONAL VISITORS ROOM NIGHTS SOLD 36.1M NYC was the highest-performing hotel city in the US 4th quarter of 2023. 7 Grand Central Madison2 Since opening in 2023, the new LIRR service to the East Side is bringing thousands of commuters to the heart of our portfolio each day. >17.1 MILLION TRIPS 41% LIRR SERVICE INCREASE 289 TRAINS OPER ATING DAILY DURING THE WEEK Travel Infrastucture Arts & Culture IN INVESTMENTS BEING MADE ACROSS JFK, EWR AND LGA $20B >23,000 INTERNATIONAL FLIGHT ARRIVALS (February 2024) SOURCE: Port Authority of New York and New Jersey >3M AVERAGE MONTHLY SUBWAY RIDES (February 2024) SOURCE: New York City Tourism + Conventions SOURCE: NYC Economic Development Corporation 75TH ANNIVERSARY OF THE NEW YORK CIT Y BALLET STONEWALL NATIONAL MONUMENT VISITOR CENTER OPENS 90 TH ANNIVERSARY & EXPANSION OF THE APOLLO INTREPID 80 TH ANNIVERSARY Looking Ahead FIFA 9 NEW YORK/NEW JERSEY SELECTED AS HOST CITY 2026 World Cup IN ECONOMIC IMPACT OF NEW YORK AND NEW JERSEY $2B+ 14,000+ 1,000,000+ VISITORS TO THE NY/NJ REGION DURING THE FIFA WORLD CUP 26™ JOBS TO SUPPORT THE EVENTS OF THE FIFA WORLD CUP 26™ IN NY/NJ SOURCE: New York City Tourism + Conventions 10 SL GREEN ANNUAL REPORT 2023 LET’S GO SLG One Vanderbilt 245 Park Avenue Rendering by DBox. THIS IS THE BEST PORTFOLIO WE’VE EVER HAD! One Madison 885 Third Avenue 11 29.7M SQUARE FEET 93.5% 2023 CASH NOI GENERATED FROM MANHATTAN OFFICE PORTFOLIO 10.9M SQUARE FEET IN THE PARK AVENUE / GRAND CENTRAL CORRIDOR 73.0% INVESTMENT GRADE TENANTS1 893 COMMERCIAL TENANTS 8.1YEARS WEIGHTED AVERAGE LEASE TERM 2 461 Fifth Avenue 450 Park Avenue NOTE: Data as of 12/31/23 (1) Based on square footage (2) Based on office leases 12 SL GREEN ANNUAL REPORT 2023 Let’s WORK NY Return to the Office The verdict is in — New York is back to work, and back in the office. Total employment reached an all-time high in 2023, and data show that people prefer working in amenitized office spaces like what our portfolio has to offer. As for our company offices, again this year our employees voiced how much they love working at SL Green, a certified Great Place to Work. TOTAL EMPLOYMENT1 4.7M 4.1M PRIVATE SECTOR EMPLOYMENT1 1.5M OFFICE USING EMPLOYMENT1 61.9% LABOR FORCE PARTICIPATION 2 68% OFFICE VISITATION (REBNY CLASS A+)2 (1) NYC Office of Management and Budget (2) NYC Economic Development Corporation 13 SLG IS A GREAT PLACE TO WORK! SLG CERTIFIED AS A GREAT PLACE TO WORK FOR THE 3RD YEAR IN A ROW A GREAT PLACE TO WORK 80%OF EMPLOYEES SAY IT IS Compared with 57% of employees at a typical U.S.-based company. 87% OF OUR CUSTOMERS WOULD RATE THE SERVICE WE DELIVER AS "EXCELLENT." 86% WHEN I LOOK AT WHAT WE ACCOMPLISH, I FEEL A SENSE OF PRIDE. 14 Let’s EXPERIENCE NY SUMMIT One Vanderbilt A multisensory, multilevel experience that will challenge, inspire and thrill. SUMMIT One Vanderbilt weaves together breathtaking views, artistically curated spaces, and unparalleled guest experiences that celebrate the City in an incomparable way. It is an award-winning destination that has hosted a myriad of celebratory, VIP, and pop culture moments — and a brand that we intend to expand globally. 34B EARNED AND PAID PRESS IMPRESSIONS SINCE OPENING 2.2B EARNED PRESS IMPRESSIONS Y TD 5MILLIONTH GUEST EXPECTED JUNE 2024 #5 IN USA TODAY’S 10 BEST AWARD IN THE IMMERSIVE ART EXPERIENCE CATEGORY TIQET’S MOST INNOVATIVE VENUE AWARD IN THE US (for our accessibility initiatives) TRIP ADVISOR’S TRAVELERS’ CHOICE AWARD SL GREEN ANNUAL REPORT 2023 15 4,528,756 ATTENDANCE SINCE OPENING1 Oct 21, 2021 (1) Reported as of April 2024 16 SL GREEN ANNUAL REPORT 2023 Rendering by Binyan Studios. 17 Let’s BET ON NY Rendering by Binyan Studios. Coalition for a Better Times Square For a century, Times Square has been NYC’s entertainment hub and a destination for millions of people visiting the City. There is no better place for Caesars Palace Times Square than in the beating heart of Manhattan. Its international renown will attract many visitors, from high-rollers to theater-goers, from around the world and ensure sustainable revenue for our City and State for decades to come. SL Green, with partners Caesars Entertainment and Roc Nation, offers the only casino proposal that is genuinely a New York City casino, intentionally designed to drive economic activity to Times Square and the surrounding business districts from day one. Our proposal will support the community as a good neighbor, ensuring Times Square continues to thrive into the next century. WITH CAESARS PALACE TIMES SQUARE, EVERYONE WILL WIN! Rendering by MOTIV. 10M NEW MEALS AT RESTAURANTS 10M NEW ANNUAL VISITORS $800M NEW RETAIL SPENDING Rendering by MOTIV. 800K NEW OVERNIGHT HOTEL VISITS $105M NEW BROADWAY TICKET SALES SOURCE: AKRF 18 SL GREEN ANNUAL REPORT 2023 Let’s TASTE NY Showcasing Culinary Excellence For years, we have curated the best dining experiences in our portfolio, from Ito to Eleven Madison Park to Fasano, and are now taking our culinary game to the next level. Through our strategic partnership with Chef Daniel Boulud and his incredible team at the Dinex Group, we have created a food program at One Vanderbilt that has been awarded two Michelin stars, and we are expecting equally impressive things this year at One Madison with the opening of Daniel’s first steakhouse, another experience that will set a new bar. Daniel Boulud 4 MICHELIN STARS (2 AT ONE VANDERBILT) 50 Most Powerful People in Fine Dining (Robb Report – 2023) Observer’s 2023 Nightlife & Dining Legacy of Impact Award 1MICHELIN STAR Le Pavillon ONE VANDERBILT Joji Sushi ONE VANDERBILT 1MICHELIN STAR 19 Joji Box Eleven Madison Park ONE VANDERBILT 11 MADISON AVENUE 3MICHELIN STARS Centurion New York ITO Fasano ONE VANDERBILT 100 CHURCH STREET 280 PARK AVENUE La Tête d’Or by Daniel (Opening November 2024) ONE MADISON Dos Caminos 245 PARK AVENUE 20 SL GREEN ANNUAL REPORT 2023 Let’s LIVE NY Residential 760 Madison Avenue With New York facing an ongoing housing shortage, SL Green has stepped up to deliver phenomenal new residential opportunities at all price points. At 7 Dey Street, we were the first to successfully build in Lower Manhattan under the Affordable New York program, bringing high-quality finishes and amenities to the building’s mix of market-rate and affordable units. At 760 Madison Avenue, in partnership with Armani, we’ve meticulously fashioned a new paradigm for refined living, guided by the timeless elegance of Giorgio Armani. High lighting the demand for boutique, one-of-a-kind residences, we anticipate being 100% sold by the end of 2024. 7/7/23 TOPPED OUT 70%SPOKEN FOR 21 Let’s SHOP NY Manhattan’s retail market has roared back to life. Over the past year, world-renowned retailers up and down Fifth Avenue, from Prada and Kering to Louis Vuitton and Rolex, expressed their long-term belief in New York by acquiring and/or investing in their properties. There is no greater sign of confidence than a brand committing significant capital to ensure the caliber of the shopping experience meets their client’s expectations. On the leasing front — world-renowned retailers Dolce & Gabbana, Alexander McQueen, Valentino, Ferrari, and Marc Jacobs have all signed deals in 2023 and 2024. Of note, Manhattan’s retail availability reached its lowest rate in nine years1 and remains steady in 20242, and Madison Avenue is among the highest performing submarkets in the City — with Giorgio Armani’s flagship lease at 760 Madison Avenue catalyzing the corridor’s resurgence. (1) Cushman & Wakefield, Q1 2024 (2) JLL, Q1 2024 Rendering of Rolex Building — David Chipperfield Architects 29NEW MADISON AVENUE LEASES SIGNED 2023 SOURCE: Newmark, Q4 2023 7 Dey Street >$101PSF AVER AGE RENT 100% LEASED OCCUPANCY 68.6% Y TD RETENTION NOTE: Data as of April 2024 22 Let’s CONSERVE NY Accolades & Awards Building Certifications ENERGY STAR LEED CERTIFICATIONS FITWEL® CERTIFICATIONS Partner of the Year 2015–2024 Sustained Excellence 2018–2024 Certification Nation 2022 GREEN LEASE LEADERS Platinum 2023–2026 Gold 2020–2023 GRESB 5-Star Rating 2020–2023 NEWSWEEK America’s Most Responsible Companies 2023 MAYOR’S FUND TO ADVANCE NEW YORK CIT Y 89% PORTFOLIO CERTIFIED 29% PORTFOLIO CERTIFIED BOMA 360 CERTIFICATIONS WELL HSR CERTIFICATIONS 87% PORTFOLIO CERTIFIED 100% PORTFOLIO CERTIFIED Employer of the Year 2022 ENERGY STAR CERTIFICATIONS GREAT PLACE TO WORK® Certified 2019, 2022–2024 S&P SUSTAINABILIT Y YEARBOOK Member 2022–2024 MORNINGSTAR | SUSTAINALYTICS Top-Rated ESG Companies 2023–2024 2024 Regional Award 41% PORTFOLIO CERTIFIED Data for SL Green owned and managed properties as of April 2024. SL GREEN ANNUAL REPORT 2023 23 Our Diversity, Equity & Inclusion (DEI) Blueprint WORKFORCE DEI POLICIES WORKFORCE DEI TRAINING & EDUCATION DIVERSIT Y-FOCUSED RECRUITMENT COLLABORATION WITH INNER-CIT Y EDUCATIONAL INSTITUTIONS CAREER OPPORTUNITIES FOR UNDERREPRESENTED COMMUNITIES SENIOR LEVEL OVERSIGHT OF DEI EFFORTS SUPPLIER DIVERSIT Y AND M/WBE TARGETS OUTREACH AND SUPPORT FOR UNDERREPRESENTED COMMUNITIES 44 3 43 38 6 28 11 27 41 5 1 4 7 26 14 35 22 14 T H S T R E E T 2 3 R D S T R E E T 3 4 T H S T R E E T 8 4 2 N D S T R E E T 12 39 9 15 17 18 5 0 T H S T R E E T 20 21 10 13 2 29 23 34 S I X T H A V E N U E 5 7 T H S T R E E T S E C O N D A V E N U E T H I R D A V E N U E L E X I N G T O N A V E N U E 40 P A R K A V E N U E F I F T H A V E N U E 30 M A D I S O N A V E N U E 42 32 37 14 T H S T R E E T 2 3 R D S T R E E T 24 3 4 T H S T R E E T 36 25 4 2 N D S T R E E T 33 31 19 S E V E N T H A V E N U E 5 0 T H S T R E E T E I G H T H A V E N U E N I N T H A V E N U E T E N T H A V E N U E 5 7 T H S T R E E T 16 C E N T R A L PA R K S O U T H B R O A D W A Y 26 SLG Portfolio Properties (As of December 31, 2023) OFFICE PROPERTIES 1 One Vanderbilt Avenue 10 East 53rd Street 2 100 Church Street 3 100 Park Avenue 4 11 Madison Avenue 5 110 Greene Street 6 125 Park Avenue 7 220 East 42nd Street 8 9 245 Park Avenue 10 280 Park Avenue 11 304 Park Avenue South 12 420 Lexington Avenue (Graybar) 13 450 Park Avenue 14 461 Fifth Avenue 15 485 Lexington Avenue 16 555 West 57th Street 17 711 Third Avenue 18 800 Third Avenue 19 810 Seventh Avenue 20 885 Third Avenue 21 919 Third Avenue 22 1185 Avenue of the Americas 23 1350 Avenue of the Americas 24 1515 Broadway 25 Worldwide Plaza(5) SUBTOTAL RETAIL PROPERTIES 26 11 West 34th Street(5) 27 85 Fifth Avenue 28 115 Spring Street(5) 29 650 Fifth Avenue(5) 30 690 Madison Avenue(5) 31 719 Seventh Avenue(5) 32 760 Madison Avenue 33 1552–1560 Broadway(5) 34 717 Fifth Avenue(5) SUBTOTAL Ownership Interest (%) Submarket Ownership Square Feet (1) Occupied(2) Leased(3) % % 71.00 55.00 100.00 50.00 60.00 100.00 100.00 51.00 50.10 50.00 Grand Central Plaza District Downtown Grand Central South Park Avenue South Soho Grand Central Grand Central Park Avenue Park Avenue 100.00 Midtown South 100.00 25.10 Grand Central North Park Avenue Grand Central North 100.00 Midtown 100.00 100.00 Midtown West 100.0(4) Grand Central North Grand Central North 60.50 100.00 Times Square 100.00 Midtown / Plaza District 51.00 100.00 100.00 56.90 24.95 Westside Grand Central North Rockefeller Center Rockefeller Center Times Square Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Leasehold Interest Fee Interest Fee Interest Fee Interest Fee Interest Leasehold Interest(4) Fee Interest Fee Interest Fee / Leasehold Interest Fee Interest Leasehold Interest Fee Interest Fee Interest Fee Interest 1,657,198 354,300 1,047,500 834,000 2,314,000 223,600 604,245 1,135,000 1,782,793 1,219,158 215,000 1,188,000 337,000 200,000 921,000 941,000 524,000 526,000 692,000 218,796 1,454,000 1,062,000 562,000 1,750,000 2,048,725 23,811,315 30.00 36.27 Midtown South Soho 51.00 Plaza District 50.00 Plaza District 100.00 Times Square 75.00 Plaza District 100.00 50.00 Times Square 10.90 Midtown/Plaza District Herald Square / Penn Station Fee Interest Fee Interest Fee Interest Leasehold Interest Fee Interest Fee Interest Fee Interest Fee / Leasehold Interest Fee Interest 17,150 12,946 5,218 69,214 7,848 10,040 22,648 57,718 119,550 322,332 DEVELOPMENT / REDEVELOPMENT 35 2 Herald Square(5) 36 5 Times Square(5) 37 19 East 65th Street 38 185 Broadway 39 750 Third Avenue 40 625 Madison Avenue SUBTOTAL 51.0(6) Herald Square Times Square 31.55 Plaza District 100.00 Lower Manhattan 100.00 Grand Central North 100.00 90.430 Plaza District Leasehold Interest Leasehold Interest Fee Interest Fee Interest Fee Interest Fee Interest CONSTRUCTION IN PROGRESS 25.50 41 One Madison Avenue 42 760 Madison Avenue — Residential Condos 100.00 Park Avenue South Plaza District Fee Interest Fee Interest SUBTOTAL RESIDENTIAL PROPERTIES 43 7 Dey Street 44 15 Beekman Street SUBTOTAL NEW YORK CITY GRAND TOTAL SUBURBAN PORTFOLIO Landmark Square SUBURBAN GRAND TOTAL TOTAL PORTFOLIO 100.00 20.00 Lower Manhattan Downtown Fee Interest Leasehold Interest 100.00 Stamford, Connecticut Fee Interest 369,000 1,127,931 14,639 50,206 780,000 563,000 2,904,776 1,396,426 35,926 1,432,352 140,382 221,884 362,266 28,833,041 862,800 862,800 29,695,841 (1) Represents the rentable square footage at the time the property was acquired. (2) Occupancy for commenced leases. (3) Occupancy inclusive of leases signed but not yet commenced. (4) The Company owns 50% of the fee interest. (5) Alternative Strategy Portfolio property. (6) The Company closed on the acquisition of additional interest in the joint venture in January 2024, which increased the Company’s interest to 95%. 97.8 98.1 90.3 77.4 96.2 89.7 99.3 88.4 74.6 94.1 100.0 86.6 82.3 76.0 73.9 97.8 95.3 78.8 81.3 81.3 80.0 70.7 72.0 99.7 91.8 100.0 100.0 100.0 100.0 100.0 — 100.0 88.3 90.4 34.5 23.3 5.5 34.5 17.7 — 99.4 98.1 92.9 77.4 96.2 90.3 99.3 88.4 83.2 94.1 100.0 87.3 92.5 76.0 76.3 97.8 95.3 83.4 82.0 81.3 80.0 74.4 75.2 99.7 91.8 100.0 100.0 100.0 100.0 100.0 — 100.0 88.3 90.4 34.5 23.3 5.5 34.5 18.0 — N /A N /A N /A N /A 95.2 100.0 96.7 100.0 77.1 77.1 SL GREEN ANNUAL REPORT 2023 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview SL Green Realty Corp., which is referred to as SL Green or the Company, a Maryland corporation, and SL Green Operating Partnership, L.P., which is referred to as SLGOP or the Operating Partnership, a Delaware limited partnership, were formed in June 1997 for the purpose of combining the commercial real estate business of S.L. Green Properties, Inc. and its affiliated partnerships and entities. The Company is a self-managed real estate investment trust, or REIT, engaged in the ownership, management, operation, acquisition, development, redevelopment and repositioning of commercial real estate properties, principally office properties, located in the New York metropolitan area, principally Manhattan. Unless the context requires otherwise, all references to "we," "our" and "us" means the Company and all entities owned or controlled by the Company, including the Operating Partnership. The following discussion related to our consolidated financial statements should be read in conjunction with the financial statements appearing in Item 8 of this Annual Report on Form 10-K. A discussion of our results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2021 is included in Part II, Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 17, 2023, and is incorporated by reference into this Annual Report on Form 10-K. Leasing and Operating As of December 31, 2023, our same-store Manhattan office property occupancy inclusive of leases signed but not commenced, was 90.0% compared to 91.2% as of December 31, 2022. We signed office leases in Manhattan encompassing approximately 1.8 million square feet, of which approximately 1.2 million square feet represented office leases that replaced previously occupied space. According to Cushman & Wakefield, 2023 leasing activity in Manhattan totaled approximately 18.0 million square feet. Of the total 2023 leasing activity in Manhattan, the Midtown submarket accounted for approximately 12.6 million square feet, or approximately 70.0%. Manhattan's overall office vacancy went from 22.2% as of December 31, 2022 to 22.8% as of December 31, 2023. Overall average asking rents in Manhattan increased in 2023 by 2.4% from $71.62 per square foot as of December 31, 2022 to $73.33 per square foot as of December 31, 2023, while Manhattan Class A asking rents increased to $80.98 per square foot, up 2.9% from $78.72 as of December 31, 2022. Acquisition and Disposition Activity Overall Manhattan sales volume decreased by 39.9% in 2023 to $13.8 billion as compared to $23.0 billion in 2022. In 2023, we continued to sell joint venture interests in quality assets as well as dispose of properties that were considered non-core or had a more limited growth trajectory, raising efficiently priced capital that was used primarily for debt reduction. During the year, we closed on the sales of all or a portion of our interests in 245 Park Avenue, 121 Greene Street and 21 East 66th Street for total gross valuations of $2.0 billion, generating net proceeds to the Company of $176.9 million. Debt and Preferred Equity In 2022 and 2023, in our debt and preferred equity portfolio we continued to focus on underwriting financings for owners, acquirers or developers of properties in New York City. At the same time, we selectively sold certain investments, some investments were repaid, and we converted some investments into equity ownership, the proceeds of which were utilized to repurchase shares of common stock or for debt repayment. Our investment strategy provides us with the opportunity to fill a need for additional debt financing, while achieving attractive risk adjusted returns to us on the investments and receiving a significant amount of additional information on the New York City real estate market. During 2023, our debt and preferred equity activities included $80.3 million, inclusive of advances under future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization, and investments with a carrying value of $349.9 million that were transferred to equity ownership. For descriptions of significant activities in 2023, refer to "Part I, Item 1. Business - Highlights from 2023." Highlights from 2023 Our significant achievements from 2023 included: Leasing • • Signed 160 Manhattan office leases covering approximately 1.8 million square feet. Increased same-store Manhattan office occupancy sequentially in the third and fourth quarters. 1 79305_SLG 10K_r1.indd 1 79305_SLG 10K_r1.indd 1 4/16/24 11:20 AM 4/16/24 11:20 AM • • • • • Signed an early lease renewal of 141,589 square feet and expansion by an additional 128,316 square feet with a premier financial services tenant at 280 Park Avenue. budget. The milestone triggered cash payments to the Company totaling $577.4 million, representing the final equity payment from its joint venture partners. The cash was used to repay unsecured corporate debt. Signed an early lease renewal with CBS Broadcasting, Inc. for 184,367 square feet at 555 West 57th Street. Signed an early lease renewal of 41,851 square feet and expansion by 49,717 square feet with one of the world's largest sovereign wealth funds at 280 Park Avenue. Signed a new lease with Stonepeak Partners L.P. for 76,716 square feet at 245 Park Avenue. Signed a new lease with EQT Partners Inc. for 76,204 square feet at 245 Park Avenue. Acquisitions • Following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest at 625 Madison Avenue to a 90.43% ownership interest. The fee interest is subject to a $223.0 million third-party mortgage, which matures in December 2026 and bears interest at a fixed rate of 6.05%. Dispositions • • • • Together with our joint venture partner, the Company entered into an agreement to sell the fee ownership interest in 625 Madison Avenue for a gross sales price of $634.6 million. In connection with the sale, the Company, together with its joint venture partner, will originate a $235.5 million preferred equity investment in the property. The transaction is expected to close in the first quarter of 2024. Together with our joint venture partners, closed on the sale of the equity interests in the condominium units at 21 East 66th Street for total consideration of $40.6 million. Closed on the sale of a 49.9% joint venture interest in 245 Park Avenue for a gross asset valuation of $2.0 billion. The Company retained a 50.1% interest in the property. Together with our joint venture partner, closed on the sale of the retail condominiums at 121 Greene Street for a gross sales price of $14.0 million. Finance • • • • • Closed on a modification of the mortgage at 185 Broadway to extend the maturity to November 2026, as fully extended. The modification also converted the previous floating rate of 2.85% over Term SOFR to a fixed rate of 6.65% per annum through November 2025 and 2.55% over Term SOFR thereafter. The Company made a $20.0 million principal payment at closing resulting in an outstanding loan amount of $190.1 million as of December 31, 2023. Together with our joint venture partner, closed on a modification of the mortgage at 719 Seventh Avenue to extend the maturity date to December 2024 with no change to the interest rate of 1.31% over Term SOFR. Together with our joint venture partner, closed on a modification of the mortgage at 115 Spring Street to extend the maturity date to March 2025. The modification also converted the floating rate of 3.40% over Term SOFR to a fixed rate of 5.50% for the term of the extension. Together with our joint venture partners, closed on a modification of the construction loan at One Madison Avenue, allowing the partnership to utilize the final tranche of the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a permanent financing. Together with our joint venture partner, closed on the refinancing of 919 Third Avenue. The new $500.0 million mortgage replaces the previous $500.0 million mortgage, matures in April 2028, as fully extended, and bears interest at a floating rate of 2.50% over Term SOFR, which the partnership swapped to a fixed rate of 6.11%. Debt and Preferred Equity Investments • • Closed on a $20.0 million upsize and three-year extension of a $39.1 million debt and preferred equity investment that was scheduled to mature in October 2023. Increased debt and preferred equity investments by $80.3 million, inclusive of advances under future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization, and transferred investments with a carrying value of $349.9 million to equity ownership. Construction in Progress • The 1.4 million square foot tower at One Madison Avenue secured its temporary certificate of occupancy in September 2023, marking completion of the development three months ahead of schedule and significantly under date. 2 3 79305_SLG 10K_r1.indd 2 79305_SLG 10K_r1.indd 2 4/16/24 11:20 AM 4/16/24 11:20 AM • A temporary certificate of occupancy was issued by the New York City Buildings Department for the base building and the dormitory units at 15 Beekman. These units were turned over to Pace University, which has leased the property for a term of 30 years. As of December 31, 2023, we owned the following interests in properties in the New York metropolitan area, primarily in midtown Manhattan. Our investments located outside of Manhattan are referred to as the Suburban properties: Consolidated Unconsolidated Total Location Property Type Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Commercial: Manhattan Office Retail Development/ Redevelopment Suburban Office 8,399,141 40,536 1,443,771 9,883,448 862,800 12 15,412,174 281,796 2,893,357 18,587,327 — 7 3 22 — 22 (2) (2) (3) (3) 13 3 3 19 7 26 1 27 Total commercial properties 10,746,248 18,587,327 Residential: Total portfolio Manhattan Residential 140,382 1 221,884 10,886,630 23 18,809,211 Weighted Average Leased Occupancy(1) 25 10 6 41 7 48 2 50 (2) (2) (2) (2) (2) (2) 23,811,315 322,332 4,337,128 28,470,775 862,800 29,333,575 362,266 29,695,841 89.4 % 91.2 % N/A 89.5 % 77.1 % 89.0 % 99.0 % 89.2 % (1) The weighted average leased occupancy for commercial properties represents the total leased square footage divided by total square footage at acquisition. The weighted average leased occupancy for residential properties represents the total leased units divided by total available units. Properties under construction are not included in the calculation of weighted average leased occupancy. (2) (3) Includes assets within the Company's alternative strategy portfolio. Within that portfolio, office includes one building totaling 2,048,725 square feet, retail includes eight buildings totaling 286,738 square feet and development/redevelopment includes two buildings totaling 1,496,931 square feet. As of December 31, 2023, we owned a building at 7 Dey Street / 185 Broadway that was comprised of approximately 140,382 square feet (unaudited) of residential space and approximately 50,206 square feet (unaudited) of office and retail space. For the purpose of this report, we have included this building in the number of residential properties we own. However, we have included only the residential square footage in the residential approximate square footage, and have listed the balance of the square footage as development square footage. As of December 31, 2023, we also managed one office building and one retail building owned by a third party encompassing approximately 0.4 million square feet, and held debt and preferred equity investments with a book value of $346.7 million, excluding debt and preferred equity investments and other financing receivables totaling $7.9 million that are included in balance sheet line items other than the Debt and preferred equity investments line item. Critical Accounting Policies and Estimates Our discussion and analysis of financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, and contingencies as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We evaluate our assumptions and estimates on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements. Investment in Commercial Real Estate Properties Real estate properties are presented at cost less accumulated depreciation and amortization. Costs directly related to the development or redevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major investments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives. We recognize the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity by allocating the purchase price, including transaction costs, at their respective fair values on the acquisition • • • • • • • • • • • • • • • • Signed an early lease renewal with CBS Broadcasting, Inc. for 184,367 square feet at 555 West 57th Street. Signed an early lease renewal of 41,851 square feet and expansion by 49,717 square feet with one of the world's largest sovereign wealth funds at 280 Park Avenue. Signed a new lease with Stonepeak Partners L.P. for 76,716 square feet at 245 Park Avenue. Signed a new lease with EQT Partners Inc. for 76,204 square feet at 245 Park Avenue. Following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest at 625 Madison Avenue to a 90.43% ownership interest. The fee interest is subject to a $223.0 million third-party mortgage, which matures in December 2026 and bears interest at a fixed rate of 6.05%. Acquisitions Dispositions • Together with our joint venture partner, the Company entered into an agreement to sell the fee ownership interest in 625 Madison Avenue for a gross sales price of $634.6 million. In connection with the sale, the Company, together with its joint venture partner, will originate a $235.5 million preferred equity investment in the property. The transaction is expected to close in the first quarter of 2024. Together with our joint venture partners, closed on the sale of the equity interests in the condominium units at 21 East 66th Street for total consideration of $40.6 million. Closed on the sale of a 49.9% joint venture interest in 245 Park Avenue for a gross asset valuation of $2.0 billion. The Company retained a 50.1% interest in the property. Together with our joint venture partner, closed on the sale of the retail condominiums at 121 Greene Street for a gross sales price of $14.0 million. Finance Closed on a modification of the mortgage at 185 Broadway to extend the maturity to November 2026, as fully extended. The modification also converted the previous floating rate of 2.85% over Term SOFR to a fixed rate of 6.65% per annum through November 2025 and 2.55% over Term SOFR thereafter. The Company made a $20.0 million principal payment at closing resulting in an outstanding loan amount of $190.1 million as of December 31, 2023. Together with our joint venture partner, closed on a modification of the mortgage at 719 Seventh Avenue to extend the maturity date to December 2024 with no change to the interest rate of 1.31% over Term SOFR. Together with our joint venture partner, closed on a modification of the mortgage at 115 Spring Street to extend the maturity date to March 2025. The modification also converted the floating rate of 3.40% over Term SOFR to a fixed rate of 5.50% for the term of the extension. Together with our joint venture partners, closed on a modification of the construction loan at One Madison Avenue, allowing the partnership to utilize the final tranche of the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a permanent financing. Together with our joint venture partner, closed on the refinancing of 919 Third Avenue. The new $500.0 million mortgage replaces the previous $500.0 million mortgage, matures in April 2028, as fully extended, and bears interest at a floating rate of 2.50% over Term SOFR, which the partnership swapped to a fixed rate of 6.11%. Debt and Preferred Equity Investments that was scheduled to mature in October 2023. Increased debt and preferred equity investments by $80.3 million, inclusive of advances under future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization, and transferred investments with a carrying value of $349.9 million to equity ownership. Construction in Progress • The 1.4 million square foot tower at One Madison Avenue secured its temporary certificate of occupancy in September 2023, marking completion of the development three months ahead of schedule and significantly under Signed an early lease renewal of 141,589 square feet and expansion by an additional 128,316 square feet with a premier financial services tenant at 280 Park Avenue. budget. The milestone triggered cash payments to the Company totaling $577.4 million, representing the final equity payment from its joint venture partners. The cash was used to repay unsecured corporate debt. • A temporary certificate of occupancy was issued by the New York City Buildings Department for the base building and the dormitory units at 15 Beekman. These units were turned over to Pace University, which has leased the property for a term of 30 years. As of December 31, 2023, we owned the following interests in properties in the New York metropolitan area, primarily in midtown Manhattan. Our investments located outside of Manhattan are referred to as the Suburban properties: Location Property Type Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Weighted Average Leased Occupancy(1) Consolidated Unconsolidated Total Commercial: Manhattan Office Retail Development/ Redevelopment Suburban Office Total commercial properties Residential: Manhattan Residential Total portfolio (2) (2) (3) (3) 13 3 3 19 7 26 1 27 8,399,141 40,536 1,443,771 9,883,448 862,800 10,746,248 12 15,412,174 7 3 22 — 22 281,796 2,893,357 18,587,327 — 18,587,327 140,382 1 221,884 10,886,630 23 18,809,211 25 10 6 41 7 48 2 50 (2) (2) (2) (2) (2) (2) 23,811,315 322,332 4,337,128 28,470,775 862,800 29,333,575 362,266 29,695,841 89.4 % 91.2 % N/A 89.5 % 77.1 % 89.0 % 99.0 % 89.2 % (1) (2) (3) The weighted average leased occupancy for commercial properties represents the total leased square footage divided by total square footage at acquisition. The weighted average leased occupancy for residential properties represents the total leased units divided by total available units. Properties under construction are not included in the calculation of weighted average leased occupancy. Includes assets within the Company's alternative strategy portfolio. Within that portfolio, office includes one building totaling 2,048,725 square feet, retail includes eight buildings totaling 286,738 square feet and development/redevelopment includes two buildings totaling 1,496,931 square feet. As of December 31, 2023, we owned a building at 7 Dey Street / 185 Broadway that was comprised of approximately 140,382 square feet (unaudited) of residential space and approximately 50,206 square feet (unaudited) of office and retail space. For the purpose of this report, we have included this building in the number of residential properties we own. However, we have included only the residential square footage in the residential approximate square footage, and have listed the balance of the square footage as development square footage. As of December 31, 2023, we also managed one office building and one retail building owned by a third party encompassing approximately 0.4 million square feet, and held debt and preferred equity investments with a book value of $346.7 million, excluding debt and preferred equity investments and other financing receivables totaling $7.9 million that are included in balance sheet line items other than the Debt and preferred equity investments line item. Critical Accounting Policies and Estimates Our discussion and analysis of financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, and contingencies as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We evaluate our assumptions and estimates on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements. Closed on a $20.0 million upsize and three-year extension of a $39.1 million debt and preferred equity investment Investment in Commercial Real Estate Properties Real estate properties are presented at cost less accumulated depreciation and amortization. Costs directly related to the development or redevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major investments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives. We recognize the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity by allocating the purchase price, including transaction costs, at their respective fair values on the acquisition date. 2 3 79305_SLG 10K_r1.indd 3 79305_SLG 10K_r1.indd 3 4/16/24 11:20 AM 4/16/24 11:20 AM We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of above- and below-market leases and origination costs associated with the in-place leases. The allocation of the purchase price to the tangible and intangible assets acquired and liabilities assumed involves subjectivity as the allocations are based on an analysis of the respective fair values. In determining the fair value of the real estate acquired, the Company will use a third-party valuation which primarily utilizes cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. We assess fair value of the acquired leases based on estimated cash flow projections that utilize appropriate discount rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. The determined and allocated fair values to the real estate acquired will affect the amount of depreciation and amortization we record over the respective estimated useful lives or term of the lease. The Company classifies those leases under which the Company is the lessee at lease commencement as finance or operating leases. Leases qualify as finance leases if i) the lease transfers ownership of the asset at the end of the lease term, ii) the lease grants an option to purchase the asset that we are reasonably certain to exercise, iii) the lease term is for a major part of the remaining economic life of the asset, or iv) the present value of the lease payments exceeds substantially all of the fair value of the asset. Leases that do not qualify as finance leases are deemed to be operating leases. On the consolidated statements of operations, operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense. We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy and capitalize only those costs associated with the portions under construction. On a periodic basis, we assess whether there are any indications that the value of our consolidated real estate properties may be impaired or that their carrying value may not be recoverable. A consolidated property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the fair value of the property as calculated in accordance with ASC 820. We assess for impairment indicators based on factors such as, among other things, market conditions, occupancy rates, collections, and the overall operating performance of the asset. If indicators of impairment are present, we evaluate real estate investments for potential impairment primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. We also evaluate our real estate properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded. See Note 4, "Properties Held for Sale and Property Dispositions." Investments in Unconsolidated Joint Ventures We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are variable interest entities (each, a "VIE") and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. Determining control of the entities can be subjective in assessing which activities of the joint venture most significantly impact the economic performance and whether the rights of the joint venture partner are protective or participating. In making this determination, any new or amended joint venture agreement is assessed by the Company for the activities that most significantly impact the joint venture’s economic performance based on the business purpose and design of the venture. We assess the rights that are conveyed to us in the agreement and evaluate whether we are provided with participating or protective rights over the activities that most significantly impact the entity’s economic performance. We also assess the rights of our joint venture partner. Such participating rights include, among other things, the right to approve/amend the annual budget, leasing of the property to a significant tenant, and approval of tax returns and auditors. If our joint venture partner has substantive participating rights and we are determined not to be the primary beneficiary, we do not consolidate the entity. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture and includes adjustments related to basis differences in accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases for tenant space, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on each joint ventures' actual and projected cash flows. Aside from charges noted in Note 6, "Investment in Unconsolidated Joint Ventures," we do not believe that the values of any of our equity investments were impaired as of December 31, 2023. We may originate loans for real estate acquisition, development and construction ("ADC loans") where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with the accounting for our debt and preferred equity investments. Lease Classification Lease classification for leases under which the Company is the lessor is evaluated at lease commencement and leases not classified as sales-type leases or direct financing leases are classified as operating leases. Leases qualify as sales-type leases if the contract includes either transfer of ownership clauses, certain purchase options, a lease term representing a major part of the economic life of the asset, or the present value of the lease payments and residual guarantees provided by the lessee exceeds substantially all of the fair value of the asset. Additionally, leasing an asset so specialized that it is not deemed to have any value to the Company at the end of the lease term may also result in classification as a sales-type lease. Leases qualify as direct financing leases when the present value of the lease payments and residual value guarantees provided by the lessee and unrelated third parties exceeds substantially all of the fair value of the asset and collection of the payments is probable. Revenue Recognition Rental revenue for operating leases is recognized on a straight-line basis over the term of the lease and we have determined that the collectability of substantially all of the lease payments are probable. If collectability of substantially all of the lease payments is assessed as not probable, rental revenue is recognized only upon actual receipt. The Company assesses the probability of collecting substantially all payments under its leases based on multiple factors, including, among other things, payment history of the lessee, the credit rating of the lessee, historical operations and trends within the lessee’s industry, current and future economic conditions. If collectability of substantially all of the lease payments is assessed as not probable, any difference between the rental revenue recognized to date and the lease payments that have been collected is recognized as a current-period adjustment to rental revenue. A subsequent change in the assessment of collectability to probable may result in a current-period adjustment to rental revenue for any difference between the rental revenue that would have been recognized if collectability had always been assessed as probable and the rental revenue recognized to date. Rental revenue recognition commences when the leased space is available for its intended use by the lessee. To determine whether the leased space is available for its intended use by the lessee, management evaluates whether we are the owner of tenant improvements for accounting purposes or the tenant is. When management concludes that we are the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such tenant improvements are substantially complete. In certain instances, when management concludes that we are not the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred rents receivable on the consolidated balance sheets. In addition to base rent, our tenants also generally will pay their pro rata share of increases in real estate taxes and certain operating expenses for the building over a base year. In some leases, in lieu of paying additional rent based upon increases in certain building operating expenses, the tenant will pay additional rent based upon increases in the wage rate paid to porters 79305_SLG 10K_r1.indd 4 79305_SLG 10K_r1.indd 4 4/16/24 11:20 AM 4/16/24 11:20 AM 4 5 leases. The allocation of the purchase price to the tangible and intangible assets acquired and liabilities assumed involves subjectivity as the allocations are based on an analysis of the respective fair values. In determining the fair value of the real estate acquired, the Company will use a third-party valuation which primarily utilizes cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. We assess fair value of the acquired leases based on estimated cash flow projections that utilize appropriate discount rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. The determined and allocated fair values to the real estate acquired will affect the amount of depreciation and amortization we record over the respective estimated useful lives or term of the lease. The Company classifies those leases under which the Company is the lessee at lease commencement as finance or operating leases. Leases qualify as finance leases if i) the lease transfers ownership of the asset at the end of the lease term, ii) the lease grants an option to purchase the asset that we are reasonably certain to exercise, iii) the lease term is for a major part of the remaining economic life of the asset, or iv) the present value of the lease payments exceeds substantially all of the fair value of the asset. Leases that do not qualify as finance leases are deemed to be operating leases. On the consolidated statements of operations, operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense. We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy and capitalize only those costs associated with the portions under construction. On a periodic basis, we assess whether there are any indications that the value of our consolidated real estate properties may be impaired or that their carrying value may not be recoverable. A consolidated property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the fair value of the property as calculated in accordance with ASC 820. We assess for impairment indicators based on factors such as, among other things, market conditions, occupancy rates, collections, and the overall operating performance of the asset. If indicators of impairment are present, we evaluate real estate investments for potential impairment primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. We also evaluate our real estate properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded. See Note 4, "Properties Held for Sale and Property Dispositions." Investments in Unconsolidated Joint Ventures We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are variable interest entities (each, a "VIE") and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. Determining control of the entities can be subjective in assessing which activities of the joint venture most significantly impact the economic performance and whether the rights of the joint venture partner are protective or participating. In making this determination, any new or amended joint venture agreement is assessed by the Company for the activities that most significantly impact the joint venture’s economic performance based on the business provided with participating or protective rights over the activities that most significantly impact the entity’s economic performance. We also assess the rights of our joint venture partner. Such participating rights include, among other things, the right to approve/amend the annual budget, leasing of the property to a significant tenant, and approval of tax returns and We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of above- and below-market leases and origination costs associated with the in-place auditors. If our joint venture partner has substantive participating rights and we are determined not to be the primary beneficiary, we do not consolidate the entity. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture and includes adjustments related to basis differences in accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases for tenant space, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on each joint ventures' actual and projected cash flows. Aside from charges noted in Note 6, "Investment in Unconsolidated Joint Ventures," we do not believe that the values of any of our equity investments were impaired as of December 31, 2023. We may originate loans for real estate acquisition, development and construction ("ADC loans") where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with the accounting for our debt and preferred equity investments. Lease Classification Lease classification for leases under which the Company is the lessor is evaluated at lease commencement and leases not classified as sales-type leases or direct financing leases are classified as operating leases. Leases qualify as sales-type leases if the contract includes either transfer of ownership clauses, certain purchase options, a lease term representing a major part of the economic life of the asset, or the present value of the lease payments and residual guarantees provided by the lessee exceeds substantially all of the fair value of the asset. Additionally, leasing an asset so specialized that it is not deemed to have any value to the Company at the end of the lease term may also result in classification as a sales-type lease. Leases qualify as direct financing leases when the present value of the lease payments and residual value guarantees provided by the lessee and unrelated third parties exceeds substantially all of the fair value of the asset and collection of the payments is probable. Revenue Recognition Rental revenue for operating leases is recognized on a straight-line basis over the term of the lease and we have determined that the collectability of substantially all of the lease payments are probable. If collectability of substantially all of the lease payments is assessed as not probable, rental revenue is recognized only upon actual receipt. The Company assesses the probability of collecting substantially all payments under its leases based on multiple factors, including, among other things, payment history of the lessee, the credit rating of the lessee, historical operations and trends within the lessee’s industry, current and future economic conditions. If collectability of substantially all of the lease payments is assessed as not probable, any difference between the rental revenue recognized to date and the lease payments that have been collected is recognized as a current-period adjustment to rental revenue. A subsequent change in the assessment of collectability to probable may result in a current-period adjustment to rental revenue for any difference between the rental revenue that would have been recognized if collectability had always been assessed as probable and the rental revenue recognized to date. Rental revenue recognition commences when the leased space is available for its intended use by the lessee. To determine whether the leased space is available for its intended use by the lessee, management evaluates whether we are the owner of tenant improvements for accounting purposes or the tenant is. When management concludes that we are the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such tenant improvements are substantially complete. In certain instances, when management concludes that we are not the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred purpose and design of the venture. We assess the rights that are conveyed to us in the agreement and evaluate whether we are rents receivable on the consolidated balance sheets. In addition to base rent, our tenants also generally will pay their pro rata share of increases in real estate taxes and certain operating expenses for the building over a base year. In some leases, in lieu of paying additional rent based upon increases in certain building operating expenses, the tenant will pay additional rent based upon increases in the wage rate paid to porters 4 5 79305_SLG 10K_r1.indd 5 79305_SLG 10K_r1.indd 5 4/16/24 11:20 AM 4/16/24 11:20 AM The Company evaluates the amount expected to be collected based on current market and economic conditions, historical loss information, and reasonable and supportable forecasts. The Company's assumptions are derived from both internal data and external data which may include, among others, governmental economic projections for the New York City Metropolitan area, public data on recent transactions and filings for securitized debt instruments. This information is aggregated by asset class and adjusted for duration. Based on these inputs, loans are evaluated at the individual asset level. In certain instances, we may also use a probability-weighted model that considers the likelihood of multiple outcomes and the amount expected to be collected for each outcome. The evaluation of the possible credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor requires significant judgment, which include both asset level and market assumptions over the relevant time period. In addition, quarterly, the Company assigns each loan a risk rating. Based on a 3-point scale, loans are rated “1” through “3,” from lower risk to higher risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for loss, 3 - High Risk Assets - Loss more likely than not. Loans with risk ratings of 2 or 3 characteristics specific to the loan warrant the use of a probability-weighted model. Financing investments that are classified as held for sale are carried at the expected amount to be collected or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its expected amount to be collected. Other financing receivables that are included in balance sheet line items other than the Debt and preferred equity investments line are also measured at the net amount expected to the be collected. Accrued interest receivable amounts related to these debt and preferred equity investment and other financing receivables are recorded at the net amount expected to be collected within Other assets in the consolidated balance sheets. Write offs of accrued interest receivables are recognized as an expense for loan loss and other investment reserves. over the porters' wage rate in effect during a base year or increases in the consumer price index over the index value in effect during a base year. In addition, many of our leases contain fixed percentage increases over the base rent to cover escalations. Electricity is most often supplied by the landlord either on a sub-metered basis, or rent inclusion basis (i.e., a fixed fee is included in the rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services other than electricity (such as heat, air conditioning and freight elevator service during business hours, and base building cleaning) are typically provided at no additional cost, with the tenant paying additional rent only for services which exceed base building services or for services which are provided outside normal business hours. These escalations are based on actual expenses incurred in the prior calendar year. If the expenses in the current year are different from those in the prior year, then during the current year, the escalations will be adjusted to reflect the actual expenses for the current year. The Company provides its tenants with certain customary services for lease contracts such as common area maintenance and general security. We have elected to combine the non-lease components with the lease components of our operating lease agreements and account for them as a single lease component in accordance with ASC 842. We record a gain or loss on sale of real estate assets when we no longer have a controlling financial interest in the entity are evaluated to determine whether the expected risk of loss is appropriately captured through the combination of our owning the real estate, a contract exists with a third party and that third party has control of the assets acquired. expectations of current conditions, historical loss information and supportable forecasts described above or whether risk Investment income on debt and preferred equity investments is accrued based on the contractual terms of the instruments and when it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is collectible. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. The Company assesses the probability of a borrower’s ability to repay the debt and preferred equity investment similar to the factors noted above. We consider a debt and preferred equity investment to be past due when amounts contractually due have not been paid. Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition is resumed on any debt or preferred equity investment that is on non-accrual status when such debt or preferred equity investment becomes contractually current and performance is demonstrated to be resumed. Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield. Discounts or premiums associated with the purchase of loans are amortized or accreted into interest income as a yield adjustment on the effective interest method based on expected cash flows through the expected maturity date of the related investment. If we purchase a debt or preferred equity investment at a discount, intend to hold it until maturity and expect to recover the full value of the investment, we accrete the discount into income as an adjustment to yield over the term of the investment. If we purchase a debt or preferred equity investment at a discount with the intention of foreclosing on the collateral, we do not accrete the discount. For debt investments acquired at a discount for credit quality, the difference between contractual cash flows and expected cash flows at acquisition is not accreted. Anticipated exit fees, the collection of which is expected, are also recognized over the term of the loan as an adjustment to yield. We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statement of operations. Any fees received at the time of sale or syndication are recognized as part of investment income. Asset management fees are recognized on a straight-line basis over the term of the asset management agreement. Revenues from the sale of SUMMIT tickets are recognized upon admission or ticket expirations. Deferred revenue related to unused and unexpired tickets as of December 31, 2023 and 2022 was $2.6 million and $2.0 million, respectively, and is included in Deferred revenue on the consolidated balance sheets. Debt and Preferred Equity Investments Debt and preferred equity investments are presented at the net amount expected to be collected in accordance with ASC 326. An allowance for loan losses is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected through the expected maturity date of such investments. The expense for loan loss and other investment reserves is the charge to earnings to adjust the allowance for loan losses to the appropriate level. Amounts are written off from the allowance when we de-recognize the related investment either as a result of a sale of the investment or acquisition of equity interests in the collateral. 79305_SLG 10K_r1.indd 6 79305_SLG 10K_r1.indd 6 4/16/24 11:20 AM 4/16/24 11:20 AM 6 7 The Company evaluates the amount expected to be collected based on current market and economic conditions, historical loss information, and reasonable and supportable forecasts. The Company's assumptions are derived from both internal data and external data which may include, among others, governmental economic projections for the New York City Metropolitan area, public data on recent transactions and filings for securitized debt instruments. This information is aggregated by asset class and adjusted for duration. Based on these inputs, loans are evaluated at the individual asset level. In certain instances, we may also use a probability-weighted model that considers the likelihood of multiple outcomes and the amount expected to be collected for each outcome. The evaluation of the possible credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor requires significant judgment, which include both asset level and market assumptions over the relevant time period. In addition, quarterly, the Company assigns each loan a risk rating. Based on a 3-point scale, loans are rated “1” through “3,” from lower risk to higher risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for loss, 3 - High Risk Assets - Loss more likely than not. Loans with risk ratings of 2 or 3 are evaluated to determine whether the expected risk of loss is appropriately captured through the combination of our expectations of current conditions, historical loss information and supportable forecasts described above or whether risk characteristics specific to the loan warrant the use of a probability-weighted model. Financing investments that are classified as held for sale are carried at the expected amount to be collected or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its expected amount to be collected. the factors noted above. We consider a debt and preferred equity investment to be past due when amounts contractually due Other financing receivables that are included in balance sheet line items other than the Debt and preferred equity have not been paid. Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which investments line are also measured at the net amount expected to the be collected. Accrued interest receivable amounts related to these debt and preferred equity investment and other financing receivables are recorded at the net amount expected to be collected within Other assets in the consolidated balance sheets. Write offs of accrued interest receivables are recognized as an expense for loan loss and other investment reserves. over the porters' wage rate in effect during a base year or increases in the consumer price index over the index value in effect during a base year. In addition, many of our leases contain fixed percentage increases over the base rent to cover escalations. Electricity is most often supplied by the landlord either on a sub-metered basis, or rent inclusion basis (i.e., a fixed fee is included in the rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services other than electricity (such as heat, air conditioning and freight elevator service during business hours, and base building cleaning) are typically provided at no additional cost, with the tenant paying additional rent only for services which exceed base building services or for services which are provided outside normal business hours. These escalations are based on actual expenses incurred in the prior calendar year. If the expenses in the current year are different from those in the prior year, then during the current year, the escalations will be adjusted to reflect the actual expenses for the current year. The Company provides its tenants with certain customary services for lease contracts such as common area maintenance and general security. We have elected to combine the non-lease components with the lease components of our operating lease agreements and account for them as a single lease component in accordance with ASC 842. We record a gain or loss on sale of real estate assets when we no longer have a controlling financial interest in the entity owning the real estate, a contract exists with a third party and that third party has control of the assets acquired. Investment income on debt and preferred equity investments is accrued based on the contractual terms of the instruments and when it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is collectible. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. The Company assesses the probability of a borrower’s ability to repay the debt and preferred equity investment similar to payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition is resumed on any debt or preferred equity investment that is on non-accrual status when such debt or preferred equity investment becomes contractually current and performance is demonstrated to be resumed. Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield. Discounts or premiums associated with the purchase of loans are amortized or accreted into interest income as a yield adjustment on the effective interest method based on expected cash flows through the expected maturity date of the related investment. If we purchase a debt or preferred equity investment at a discount, intend to hold it until maturity and expect to recover the full value of the investment, we accrete the discount into income as an adjustment to yield over the term of the investment. If we purchase a debt or preferred equity investment at a discount with the intention of foreclosing on the collateral, we do not accrete the discount. For debt investments acquired at a discount for credit quality, the difference between contractual cash flows and expected cash flows at acquisition is not accreted. Anticipated exit fees, the collection of which is expected, are also recognized over the term of the loan as an adjustment to yield. We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statement of operations. Any fees received at the time of sale or syndication are recognized as part of investment income. Asset management fees are recognized on a straight-line basis over the term of the asset management agreement. Revenues from the sale of SUMMIT tickets are recognized upon admission or ticket expirations. Deferred revenue related to unused and unexpired tickets as of December 31, 2023 and 2022 was $2.6 million and $2.0 million, respectively, and is included in Deferred revenue on the consolidated balance sheets. Debt and Preferred Equity Investments Debt and preferred equity investments are presented at the net amount expected to be collected in accordance with ASC 326. An allowance for loan losses is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected through the expected maturity date of such investments. The expense for loan loss and other investment reserves is the charge to earnings to adjust the allowance for loan losses to the appropriate level. Amounts are written off from the allowance when we de-recognize the related investment either as a result of a sale of the investment or acquisition of equity interests in the collateral. 6 7 79305_SLG 10K_r1.indd 7 79305_SLG 10K_r1.indd 7 4/16/24 11:20 AM 4/16/24 11:20 AM Rental revenues increased due primarily to the acquisition of 245 Park Avenue ($23.3 million) during the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, offset by a lower contribution from our Same-Store Properties due primarily to reduced occupancy ($7.0 million). The following table presents a summary of the commenced leasing activity for the year ended December 31, 2023 in our Manhattan portfolio: Usable SF Rentable SF New Cash Rent (per rentable SF) (1) Prev. Escalated Rent (per rentable SF) (2) TI/LC per rentable SF Free Rent (in months) Average Lease Term (in years) Manhattan Space available at beginning of the year Acquired vacancies Property out of redevelopment Space which became available during the year(3) 2,227,978 51,490 (56,718) 1,337,519 38,650 13,282 1,389,451 3,612,201 Total space available Leased space commenced during the year: Total leased space commenced 705,708 772,811 $ 75.59 $ 77.19 $ 67.98 665,886 727,901 $ 75.65 $ 77.59 $ 33,607 6,215 36,674 $ 85.04 $ 180.38 $ 8,236 $ 28.00 $ 17.25 $ 68.67 69.53 — Total available space at end of year 2,906,493 • Office • Retail • Storage • Office(4) • Retail • Storage Early renewals • Office • Retail • Storage 7.3 11.1 3.3 7.5 5.8 — 3.6 5.6 6.5 7.5 3.4 6.6 6.4 14.0 9.9 6.8 7.2 4.8 6.0 7.1 6.8 11.1 8.4 6.9 Results of Operations Rental Revenue Comparison of the year ended December 31, 2023 to the year ended December 31, 2022 The following comparison for the year ended December 31, 2023, or 2023, to the year ended December 31, 2022, or 2022, makes reference to the effect of the following: i. “Same-Store Properties,” which represents all operating properties owned by us at January 1, 2022 and still owned by us in the same manner as of December 31, 2023 (Same-Store Properties totaled 20 of our 27 consolidated operating properties), ii. “Acquisition Properties,” which represents all properties or interests in properties acquired in 2023 and 2022 and all non-Same-Store Properties, including properties that are under development or redevelopment, iii. "Disposed Properties" which represents all properties or interests in properties sold in 2023 and 2022, iv. "Alternative Strategy Portfolio," which represents non-core assets, and v. “Other,” which represents properties where we sold an interest resulting in deconsolidation and corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc. (in millions) 2023 2022 $ Change % Change 2023 2022 2023 2022 2023 2022 $ Change % Change Same-Store Disposed Other Consolidated Rental revenue $ 549.6 $ 556.7 $ (7.1) (1.3) % $ — $ 0.9 $ 133.7 $ 113.9 $ 683.3 $ 671.5 $ 11.8 SUMMIT Operator revenue Investment income Other income Total revenues — — 4.1 — — — % — — 118.3 89.0 118.3 — 3.9 — 0.2 — % — 5.1 % — — 10.4 34.7 73.3 81.1 63.5 34.7 77.4 89.0 81.1 77.8 553.7 560.6 (6.9) (1.2) % — 11.3 360.0 347.5 913.7 919.4 Property operating expenses 277.0 266.7 10.3 3.9 % 0.2 2.0 90.3 70.5 367.5 339.2 SUMMIT Operator expenses Transaction related costs Marketing, general and administrative — — — — — — — — % — — 101.2 89.2 101.2 — % — — 1.1 0.4 1.1 89.2 0.4 — — — % — — 111.4 93.8 111.4 93.8 277.0 266.7 10.3 3.9 % 0.2 2.0 304.0 253.9 581.2 522.6 29.3 (46.4) (0.4) (5.7) 28.3 12.0 0.7 17.6 58.6 1.8 % 32.9 % (57.2) % (0.5) % (0.6) % 8.3 % 13.5 % 175.0 % 18.8 % 11.2 % Other income (expenses): Interest expense and amortization of deferred financing costs, net of interest income SUMMIT Operator tax expense Depreciation and amortization Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments Loss on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Loan loss and other investment reserves, net of recoveries Net loss $ (145.0) $ (97.3) $ (47.7) 49.0 % (9.2) (2.6) (6.6) 253.8 % Total early renewals 676,941 746,140 $ 86.26 $ 82.88 $ 40.48 654,708 723,334 $ 84.08 $ 80.64 $ 41.75 17,087 5,146 17,252 $ 195.10 $ 192.91 $ 5,554 $ 31.46 $ 33.07 $ — — (247.8) (216.2) (31.6) 14.6 % (76.5) (58.0) (18.5) 31.9 % (13.4) (0.1) (13.3) 13,300.0 % (17.3) (8.1) (9.2) 113.6 % (32.4) (84.5) 52.1 (61.7) % (382.4) (6.3) (376.1) 5,969.8 % (0.9) — (0.9) — % (6.9) — (6.9) — % $ (599.3) $ (76.3) $ (523.0) 685.5 % Total commenced leases, including replaced previous vacancy • Office • Retail • Storage Total commenced leases Annual initial base rent. (1) (2) (3) (4) 1,208,614 rentable square feet. consumer price index (CPI) adjustment. 1,451,235 $ 79.85 $ 79.41 $ 53,926 $ 120.25 $ 191.53 $ 13,790 $ 29.39 $ 24.30 $ 55.25 47.29 — 1,518,951 $ 80.83 $ 80.61 $ 54.47 Escalated rent includes base rent plus all additional amounts paid by the tenant in the form of real estate taxes, operating expenses, porters wage or a Includes expiring space, relocating tenants and move-outs where tenants vacated. Excludes lease expirations where tenants held over. Average starting office rent excluding new tenants replacing vacancies was $77.08 per rentable square feet for 485,280 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $81.27 per rentable square feet for 79305_SLG 10K_r1.indd 8 79305_SLG 10K_r1.indd 8 4/16/24 11:20 AM 4/16/24 11:20 AM 8 9 Results of Operations Rental Revenue Comparison of the year ended December 31, 2023 to the year ended December 31, 2022 The following comparison for the year ended December 31, 2023, or 2023, to the year ended December 31, 2022, or 2022, makes reference to the effect of the following: Rental revenues increased due primarily to the acquisition of 245 Park Avenue ($23.3 million) during the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, offset by a lower contribution from our Same-Store Properties due primarily to reduced occupancy ($7.0 million). The following table presents a summary of the commenced leasing activity for the year ended December 31, 2023 in our i. “Same-Store Properties,” which represents all operating properties owned by us at January 1, 2022 and still owned by Manhattan portfolio: us in the same manner as of December 31, 2023 (Same-Store Properties totaled 20 of our 27 consolidated operating Usable SF Rentable SF New Cash Rent (per rentable SF) (1) Prev. Escalated Rent (per rentable SF) (2) TI/LC per rentable SF Free Rent (in months) Average Lease Term (in years) Manhattan Space available at beginning of the year Acquired vacancies Property out of redevelopment Space which became available during the year(3) • Office • Retail • Storage Total space available Leased space commenced during the year: • Office(4) • Retail • Storage 2,227,978 51,490 (56,718) 1,337,519 38,650 13,282 1,389,451 3,612,201 665,886 727,901 $ 75.65 $ 77.59 $ 33,607 6,215 36,674 $ 85.04 $ 180.38 $ 8,236 $ 28.00 $ 17.25 $ 68.67 69.53 — Total leased space commenced 705,708 772,811 $ 75.59 $ 77.19 $ 67.98 Total available space at end of year 2,906,493 Early renewals • Office • Retail • Storage 654,708 723,334 $ 84.08 $ 80.64 $ 41.75 17,087 5,146 17,252 $ 195.10 $ 192.91 $ 5,554 $ 31.46 $ 33.07 $ — — (9.2) (2.6) (6.6) 253.8 % Total early renewals 676,941 746,140 $ 86.26 $ 82.88 $ 40.48 Total commenced leases, including replaced previous vacancy • Office • Retail • Storage 1,451,235 $ 79.85 $ 79.41 $ 53,926 $ 120.25 $ 191.53 $ 13,790 $ 29.39 $ 24.30 $ 55.25 47.29 — Total commenced leases 1,518,951 $ 80.83 $ 80.61 $ 54.47 7.3 11.1 3.3 7.5 5.8 — 3.6 5.6 6.5 7.5 3.4 6.6 6.4 14.0 9.9 6.8 7.2 4.8 6.0 7.1 6.8 11.1 8.4 6.9 (1) (2) (3) (4) Annual initial base rent. Escalated rent includes base rent plus all additional amounts paid by the tenant in the form of real estate taxes, operating expenses, porters wage or a consumer price index (CPI) adjustment. Includes expiring space, relocating tenants and move-outs where tenants vacated. Excludes lease expirations where tenants held over. Average starting office rent excluding new tenants replacing vacancies was $77.08 per rentable square feet for 485,280 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $81.27 per rentable square feet for 1,208,614 rentable square feet. $ (145.0) $ (97.3) $ (47.7) 49.0 % (247.8) (216.2) (31.6) 14.6 % (76.5) (58.0) (18.5) 31.9 % (13.4) (0.1) (13.3) 13,300.0 % (17.3) (8.1) (9.2) 113.6 % (32.4) (84.5) 52.1 (61.7) % (382.4) (6.3) (376.1) 5,969.8 % (0.9) — (0.9) — % (6.9) — (6.9) — % $ (599.3) $ (76.3) $ (523.0) 685.5 % properties), ii. “Acquisition Properties,” which represents all properties or interests in properties acquired in 2023 and 2022 and all non-Same-Store Properties, including properties that are under development or redevelopment, iii. "Disposed Properties" which represents all properties or interests in properties sold in 2023 and 2022, iv. "Alternative Strategy Portfolio," which represents non-core assets, and v. “Other,” which represents properties where we sold an interest resulting in deconsolidation and corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc. (in millions) 2023 2022 Change Change 2023 2022 2023 2022 2023 2022 Change $ % Same-Store Disposed Other Consolidated Rental revenue $ 549.6 $ 556.7 $ (7.1) (1.3) % $ — $ 0.9 $ 133.7 $ 113.9 $ 683.3 $ 671.5 $ 11.8 — — 3.9 — — 0.2 (6.9) — % — — 118.3 89.0 118.3 — % — — 34.7 81.1 5.1 % — 10.4 73.3 63.5 34.7 77.4 553.7 560.6 (1.2) % — 11.3 360.0 347.5 913.7 919.4 Property operating expenses 277.0 266.7 10.3 3.9 % 0.2 2.0 90.3 70.5 367.5 339.2 — — — — — % — — 101.2 89.2 101.2 — % — — 1.1 0.4 1.1 — — — % — — 111.4 93.8 111.4 93.8 277.0 266.7 10.3 3.9 % 0.2 2.0 304.0 253.9 581.2 522.6 89.0 81.1 77.8 89.2 0.4 $ % Change 29.3 (46.4) (0.4) (5.7) 28.3 12.0 0.7 17.6 58.6 1.8 % 32.9 % (57.2) % (0.5) % (0.6) % 8.3 % 13.5 % 175.0 % 18.8 % 11.2 % — — 4.1 — — — SUMMIT Operator revenue Investment income Other income Total revenues SUMMIT Operator expenses Transaction related costs Marketing, general and administrative Other income (expenses): Interest expense and amortization of deferred financing costs, net of interest income SUMMIT Operator tax expense Depreciation and amortization Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments Loss on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Loan loss and other investment reserves, net of recoveries Net loss 8 9 79305_SLG 10K_r1.indd 9 79305_SLG 10K_r1.indd 9 4/16/24 11:20 AM 4/16/24 11:20 AM SUMMIT Operator revenue Equity in net loss from unconsolidated joint ventures SUMMIT Operator revenues were higher for the year ended December 31, 2023, compared to the same period in 2022 Equity in net loss from unconsolidated joint ventures increased as a result of increased interest expense across our joint due primarily to increased attendance. Investment Income Investment income decreased due to a lower weighted average debt and preferred equity investment balance and a lower weighted average yield for the period ended December 31, 2023 as compared to the same period in 2022 as well as the recognition of previously unrecorded default interest on our preferred equity investment at 245 Park Avenue in the third quarter of 2022. For the years ended December 31, 2023 and 2022, the weighted average balance of our debt and preferred equity investment portfolio and the weighted average yield were $0.6 billion and 6.2%, respectively, compared to $1.0 billion and 8.3%, respectively. As of December 31, 2023, the debt and preferred equity investment portfolio had a weighted average term to maturity of 1.9 years excluding extension options. Other Income Other income decreased primarily due to income related to the resolution of the Company's investment in 1591-1597 Broadway ($5.0 million) in the second quarter of 2022. This decrease was offset by increases in lease termination income ($1.1 million), and an increase in special servicing income for the year ended December 31, 2023 ($1.1 million) as compared to the same period in 2022. Property Operating Expenses Property operating expenses increased due primarily to acquiring 245 Park Avenue ($8.6 million) in the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, increased variable expenses ($7.5 million) and real estate taxes ($2.8 million) at our Same-Store Properties, and increased variable expenses at our Acquired Properties ($7.8 million), partially offset by decreased variable expenses at our Disposed Properties ($1.2 million). SUMMIT Operator expenses SUMMIT Operator expenses were higher for the year ended December 31, 2023, compared to the same period in 2022 due to additional operating hours in 2023 to accommodate demand, which increased variable costs such as labor, security, cleaning and maintenance costs. Marketing, General and Administrative Expenses Marketing, general and administrative expenses increased to $111.4 million for the year ended December 31, 2023, compared to $93.8 million for the same period in 2022 due to increased compensation expense related to the non-renewal of the Company's former President ($18.7 million). Interest Expense and Amortization of Deferred Financing Costs, Net of Interest Income Interest expense and amortization of deferred financing costs, net of interest income, increased due to rising LIBOR and SOFR rates, higher interest expense from unsecured corporate term loans ($32.9 million) and the revolving credit facility ($20.5 million) for the year ended December 31, 2023 as compared to the year ended December 31, 2022, acquiring 245 Park Avenue in the third quarter of 2022 ($8.0 million) prior to its deconsolidation in the second quarter of 2023, and the refinancing of 100 Church ($7.9 million) in the second quarter of 2022. These increases were offset primarily by the repayment of unsecured bonds ($20.9 million) in the third quarter of 2022. The weighted average consolidated debt balance outstanding was $4.6 billion for the year ended December 31, 2023 as compared to $4.6 billion for the year ended December 31, 2022. The consolidated weighted average interest rate was 4.71% for the year ended December 31, 2023 as compared to 3.55% for the year ended December 31, 2022. SUMMIT Operator tax expense The increase in SUMMIT Operator income tax expense for the year ended December 31, 2023 compared to the same period in 2022 was attributable to higher taxable income for SUMMIT Operator. Depreciation and Amortization Depreciation and amortization increased primarily due to acquiring 245 Park Avenue ($20.3 million) in the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, an increase at our Acquired Properties ($8.6 million) and Same-Store Properties ($2.5 million) for the year ended December 31, 2023. venture portfolio ($67.6 million). This was partially offset by additional income at 2 Herald Square ($29.8 million) comprised primarily of holdover rent, interest, settlement income, lease termination income and reimbursement of attorneys' fees collected following the completion of legal proceedings against a former tenant and its guarantor, as well as an increase in income from operations at One Vanderbilt Avenue ($22.9 million). Equity in net loss on sale of interest in unconsolidated joint venture/real estate During the year ended December 31, 2023, we recognized losses on the sales of our interests in 21 East 66th Street ($12.7 million) and 121 Greene Street ($0.3 million). During the year ended December 31, 2022, we recognized a loss on the sale of our interest in the Stonehenge Portfolio (less than $0.1 million). Purchase price and other fair value adjustments During the year ended December 31, 2023, we recorded a $17.0 million fair value adjustment relating to the 50.1% interest we retained in 245 Park Avenue, which was deconsolidated when a 49.9% joint venture interest was sold. Additionally, we recorded a $10.4 million fair value adjustment related to derivatives that are not designated as hedges for accounting purposes. This was partially offset by a $10.2 million purchase price adjustment related to a previous transaction. During the year ended December 31, 2022, we recorded a $6.4 million fair value adjustment related to an investment in marketable securities and a $1.7 million fair value adjustment related to derivatives that are not designated as hedges. Loss on sale of real estate, net During the year ended December 31, 2023, we recognized a loss on the sale of a 49.9% joint venture interest in 245 Park Avenue ($32.8 million). During the year ended December 31, 2022, we recognized losses on the sales of 609 Fifth Avenue ($80.2 million), 885 Third Avenue ($24.0 million) and 707 Eleventh Avenue ($0.8 million), offset by a gain on the sale of 1080 Amsterdam Avenue ($17.9 million). Depreciable Real Estate Reserves and Impairments During the year ended December 31, 2023, we recognized depreciable real estate reserves and impairments related to our leasehold interest at 625 Madison Avenue ($272.6 million), which was under contract for sale as of December 31, 2023, 2 Herald Square ($101.7 million) and 1552-1560 Broadway ($8.0 million) following an assessment of the investments for recoverability. During the year ended December 31, 2022, we recognized depreciable real estate reserves and impairments related to 121 Greene Street ($6.3 million) as the investment was under contract for sale as of December 31, 2022. Loan loss and other investment reserves, net of recoveries During the year ended December 31, 2023, we recorded $6.9 million of loan loss reserve on one debt and preferred equity investment. During the year ended December 31, 2022, we did not recognize any loan loss and other investment reserves. Comparison of the year ended December 31, 2022 to the year ended December 31, 2021 For a comparison of the year ended December 31, 2022 to the year ended December 31, 2021, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 17, 2023. Liquidity and Capital Resources We currently expect that the principal sources of funds to meet our short-term and long-term liquidity requirements for working capital, acquisitions, development or redevelopment of properties, tenant improvements, leasing costs, share repurchases, dividends to shareholders, distributions to unitholders, repurchases or repayments of outstanding indebtedness and for debt and preferred equity investments will include: Net proceeds from divestitures of properties and redemptions, participations, dispositions and repayments of (1) (2) (3) (4) (5) (6) Cash flow from operations; Cash on hand; debt and preferred equity investments; Borrowings under the revolving credit facility; Other forms of secured or unsecured financing; and Proceeds from common or preferred equity or debt offerings by the Company or the Operating Partnership (including issuances of units of limited partnership interest in the Operating Partnership and Trust preferred securities). 79305_SLG 10K_r1.indd 10 79305_SLG 10K_r1.indd 10 4/16/24 11:20 AM 4/16/24 11:20 AM 10 11 SUMMIT Operator revenues were higher for the year ended December 31, 2023, compared to the same period in 2022 SUMMIT Operator revenue due primarily to increased attendance. Investment Income Investment income decreased due to a lower weighted average debt and preferred equity investment balance and a lower weighted average yield for the period ended December 31, 2023 as compared to the same period in 2022 as well as the recognition of previously unrecorded default interest on our preferred equity investment at 245 Park Avenue in the third quarter of 2022. For the years ended December 31, 2023 and 2022, the weighted average balance of our debt and preferred equity investment portfolio and the weighted average yield were $0.6 billion and 6.2%, respectively, compared to $1.0 billion and 8.3%, respectively. As of December 31, 2023, the debt and preferred equity investment portfolio had a weighted average term to maturity of 1.9 years excluding extension options. Other Income Other income decreased primarily due to income related to the resolution of the Company's investment in 1591-1597 Broadway ($5.0 million) in the second quarter of 2022. This decrease was offset by increases in lease termination income ($1.1 million), and an increase in special servicing income for the year ended December 31, 2023 ($1.1 million) as compared to the same period in 2022. Property Operating Expenses Property operating expenses increased due primarily to acquiring 245 Park Avenue ($8.6 million) in the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, increased variable expenses ($7.5 million) and real estate taxes ($2.8 million) at our Same-Store Properties, and increased variable expenses at our Acquired Properties ($7.8 million), partially offset by decreased variable expenses at our Disposed Properties ($1.2 million). SUMMIT Operator expenses were higher for the year ended December 31, 2023, compared to the same period in 2022 due to additional operating hours in 2023 to accommodate demand, which increased variable costs such as labor, security, SUMMIT Operator expenses cleaning and maintenance costs. Marketing, General and Administrative Expenses Marketing, general and administrative expenses increased to $111.4 million for the year ended December 31, 2023, compared to $93.8 million for the same period in 2022 due to increased compensation expense related to the non-renewal of the Company's former President ($18.7 million). Interest Expense and Amortization of Deferred Financing Costs, Net of Interest Income Interest expense and amortization of deferred financing costs, net of interest income, increased due to rising LIBOR and SOFR rates, higher interest expense from unsecured corporate term loans ($32.9 million) and the revolving credit facility ($20.5 million) for the year ended December 31, 2023 as compared to the year ended December 31, 2022, acquiring 245 Park Avenue in the third quarter of 2022 ($8.0 million) prior to its deconsolidation in the second quarter of 2023, and the refinancing of 100 Church ($7.9 million) in the second quarter of 2022. These increases were offset primarily by the repayment of unsecured bonds ($20.9 million) in the third quarter of 2022. The weighted average consolidated debt balance outstanding was $4.6 billion for the year ended December 31, 2023 as compared to $4.6 billion for the year ended December 31, 2022. The consolidated weighted average interest rate was 4.71% for the year ended December 31, 2023 as compared to 3.55% for the year ended December 31, 2022. SUMMIT Operator tax expense Depreciation and Amortization The increase in SUMMIT Operator income tax expense for the year ended December 31, 2023 compared to the same period in 2022 was attributable to higher taxable income for SUMMIT Operator. Depreciation and amortization increased primarily due to acquiring 245 Park Avenue ($20.3 million) in the third quarter of 2022 and prior to its deconsolidation in the second quarter of 2023, an increase at our Acquired Properties ($8.6 million) and Same-Store Properties ($2.5 million) for the year ended December 31, 2023. Equity in net loss from unconsolidated joint ventures Equity in net loss from unconsolidated joint ventures increased as a result of increased interest expense across our joint venture portfolio ($67.6 million). This was partially offset by additional income at 2 Herald Square ($29.8 million) comprised primarily of holdover rent, interest, settlement income, lease termination income and reimbursement of attorneys' fees collected following the completion of legal proceedings against a former tenant and its guarantor, as well as an increase in income from operations at One Vanderbilt Avenue ($22.9 million). Equity in net loss on sale of interest in unconsolidated joint venture/real estate During the year ended December 31, 2023, we recognized losses on the sales of our interests in 21 East 66th Street ($12.7 million) and 121 Greene Street ($0.3 million). During the year ended December 31, 2022, we recognized a loss on the sale of our interest in the Stonehenge Portfolio (less than $0.1 million). Purchase price and other fair value adjustments During the year ended December 31, 2023, we recorded a $17.0 million fair value adjustment relating to the 50.1% interest we retained in 245 Park Avenue, which was deconsolidated when a 49.9% joint venture interest was sold. Additionally, we recorded a $10.4 million fair value adjustment related to derivatives that are not designated as hedges for accounting purposes. This was partially offset by a $10.2 million purchase price adjustment related to a previous transaction. During the year ended December 31, 2022, we recorded a $6.4 million fair value adjustment related to an investment in marketable securities and a $1.7 million fair value adjustment related to derivatives that are not designated as hedges. Loss on sale of real estate, net During the year ended December 31, 2023, we recognized a loss on the sale of a 49.9% joint venture interest in 245 Park Avenue ($32.8 million). During the year ended December 31, 2022, we recognized losses on the sales of 609 Fifth Avenue ($80.2 million), 885 Third Avenue ($24.0 million) and 707 Eleventh Avenue ($0.8 million), offset by a gain on the sale of 1080 Amsterdam Avenue ($17.9 million). Depreciable Real Estate Reserves and Impairments During the year ended December 31, 2023, we recognized depreciable real estate reserves and impairments related to our leasehold interest at 625 Madison Avenue ($272.6 million), which was under contract for sale as of December 31, 2023, 2 Herald Square ($101.7 million) and 1552-1560 Broadway ($8.0 million) following an assessment of the investments for recoverability. During the year ended December 31, 2022, we recognized depreciable real estate reserves and impairments related to 121 Greene Street ($6.3 million) as the investment was under contract for sale as of December 31, 2022. Loan loss and other investment reserves, net of recoveries During the year ended December 31, 2023, we recorded $6.9 million of loan loss reserve on one debt and preferred equity investment. During the year ended December 31, 2022, we did not recognize any loan loss and other investment reserves. Comparison of the year ended December 31, 2022 to the year ended December 31, 2021 For a comparison of the year ended December 31, 2022 to the year ended December 31, 2021, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 17, 2023. Liquidity and Capital Resources We currently expect that the principal sources of funds to meet our short-term and long-term liquidity requirements for working capital, acquisitions, development or redevelopment of properties, tenant improvements, leasing costs, share repurchases, dividends to shareholders, distributions to unitholders, repurchases or repayments of outstanding indebtedness and for debt and preferred equity investments will include: (1) (2) (3) (4) (5) (6) Cash flow from operations; Cash on hand; Net proceeds from divestitures of properties and redemptions, participations, dispositions and repayments of debt and preferred equity investments; Borrowings under the revolving credit facility; Other forms of secured or unsecured financing; and Proceeds from common or preferred equity or debt offerings by the Company or the Operating Partnership (including issuances of units of limited partnership interest in the Operating Partnership and Trust preferred securities). 10 11 79305_SLG 10K_r1.indd 11 79305_SLG 10K_r1.indd 11 4/16/24 11:20 AM 4/16/24 11:20 AM Cash flow from operations is primarily dependent upon the collectability of rent, the occupancy level of our portfolio, the net effective rental rates achieved on our leases, the collectability of rent, operating escalations and recoveries from our tenants and the level of operating and other costs. Additionally, we believe that our debt and preferred equity investment program will continue to serve as a source of operating cash flow. The combined aggregate principal maturities of mortgages and other loans payable, the 2021 credit facility, senior unsecured notes (net of discount), trust preferred securities, our share of joint venture debt, including as-of-right extension options and put options, estimated interest expense, and our obligations under our financing and operating leases, as of December 31, 2023 are as follows (in thousands): 2024 2025 2026 2027 2028 Thereafter Total Property mortgages and other loans Revolving credit facility Unsecured term loans Senior unsecured notes Trust preferred securities Financing leases Operating leases Estimated interest expense Company's share of joint venture debt $ 387,238 $ 370,000 $ 190,148 $ 550,000 $ — $ — $ 1,497,386 — 200,000 — — 3,180 53,455 173,873 — — 100,000 — 3,228 53,595 132,568 — — — — 3,276 53,734 115,747 560,000 1,050,000 — — 3,325 53,746 35,264 — — — — 3,375 54,211 4,829 — — — 100,000 196,794 1,208,864 32,796 560,000 1,250,000 100,000 100,000 213,178 1,477,605 495,077 1,822,978 1,670,861 542,968 1,185,168 — 2,130,300 7,352,275 Total $ 2,640,724 $ 2,330,252 $ 905,873 $ 3,437,503 $ 62,415 $ 3,668,754 $ 13,045,521 We estimate that for the year ending December 31, 2024, we expect to incur $79.0 million of recurring capital expenditures on existing consolidated properties and $80.0 million of development or redevelopment expenditures on existing consolidated properties, none of which will be funded by construction financing facilities or loan reserves. We expect our share of capital expenditures at our joint venture properties will be $183.6 million, of which $99.2 million will be funded by construction financing facilities or loan reserves. We expect to fund capital expenditures from operating cash flow, existing liquidity, and borrowings from construction financing facilities. Future property acquisitions may require substantial capital investments for refurbishment and leasing costs. As of December 31, 2023, we had liquidity of $0.9 billion, comprised of $688.0 million of availability under our revolving credit facility and $231.4 million of consolidated cash on hand, inclusive of $9.6 million of marketable securities. This liquidity excludes $161.9 million representing our share of cash at unconsolidated joint venture properties. We may seek to divest of properties, interests in properties, or debt and preferred equity investments or access private and public debt and equity capital when the opportunity presents itself, although there is no guarantee that this capital will be made available to us at efficient levels or at all. Management believes that these sources of liquidity, if we are able to access them, along with potential refinancing opportunities for secured and unsecured debt, will allow us to satisfy our debt and other obligations, as described above, upon maturity, if not before. We have investments in several real estate joint ventures with various partners who are generally considered to be financially stable. Most of our joint ventures are financed with non-recourse debt. We believe that property level cash flows along with unfunded committed indebtedness and proceeds from the refinancing of outstanding secured indebtedness will be sufficient to fund the capital needs of our joint venture properties. Cash Flows The following summary discussion of our cash flows is based on our consolidated statements of cash flows in "Item 1. Financial Statements" and is not meant to be an all-inclusive discussion of the changes in our cash flows for the years presented below. Cash, restricted cash, and cash equivalents were $335.5 million and $384.1 million as of December 31, 2023 and 2022, respectively, representing a decrease of $48.6 million. The decrease was a result of the following changes in cash flows (in thousands): Net cash provided by operating activities Net cash provided by investing activities Net cash used in financing activities $ $ $ 229,503 $ 171,345 $ (449,383) $ 276,088 $ 425,805 $ (654,823) $ (46,585) (254,460) 205,440 Year Ended December 31, 2023 2022 (Decrease) Increase Our principal sources of operating cash flow are the properties in our consolidated and joint venture portfolios and our debt and preferred equity portfolio. These sources generate a relatively consistent stream of cash flow that provides us with resources to pay operating expenses, debt service, and fund dividend and distribution requirements. Cash is used in investing activities to fund acquisitions, development or redevelopment projects and recurring and nonrecurring capital expenditures. We selectively invest in new projects that enable us to take advantage of our development, leasing, financing and property management skills, and invest in existing buildings that meet our investment criteria. During the year ended December 31, 2023, when compared to the year ended December 31, 2022, we used cash primarily for the following investing activities (in thousands): Acquisitions of real estate Capital expenditures and capitalized interest Joint venture investments Distributions from joint ventures Proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment Debt and preferred equity and other investments Decrease in net cash provided by investing activities Funds spent on capital expenditures, which are comprised of building and tenant improvements, decreased from $300.8 million for the year ended December 31, 2022 to $259.7 million for the year ended December 31, 2023 due to lower costs incurred in connection with our development and redevelopment properties. We generally fund our investment activity through the sale of real estate, the sale of debt and preferred equity investments, property-level financing, our credit facilities, senior unsecured notes, and construction loans. From time to time, the Company may issue common or preferred stock, or the Operating Partnership may issue common or preferred units of limited partnership interest. During the year ended December 31, 2023, when compared to the year ended December 31, 2022, we used cash for the following financing activities (in thousands): Proceeds from our debt obligations Repayments of our debt obligations Net distribution to noncontrolling interests Other financing activities Repurchase of common stock Redemption of preferred stock Acquisition of subsidiary interest from noncontrolling interest Dividends and distributions paid Increase in net cash used in financing activities Capitalization Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, $0.01 par value per share. As of December 31, 2023, 64,726,253 shares of common stock and no shares of excess stock were issued and outstanding. Share Repurchase Program In August 2016, our Board of Directors approved a $1.0 billion share repurchase program under which we could buy shares of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. $ 64,491 41,107 37 (1,173) (68,753) (60,494) (229,675) $ (254,460) $ (1,367,980) 1,302,538 (41,817) 94,213 151,197 6,267 29,817 31,205 $ 205,440 79305_SLG 10K_r1.indd 12 79305_SLG 10K_r1.indd 12 4/16/24 11:20 AM 4/16/24 11:20 AM 12 13 Cash flow from operations is primarily dependent upon the collectability of rent, the occupancy level of our portfolio, the net effective rental rates achieved on our leases, the collectability of rent, operating escalations and recoveries from our tenants and the level of operating and other costs. Additionally, we believe that our debt and preferred equity investment program will Our principal sources of operating cash flow are the properties in our consolidated and joint venture portfolios and our debt and preferred equity portfolio. These sources generate a relatively consistent stream of cash flow that provides us with resources to pay operating expenses, debt service, and fund dividend and distribution requirements. continue to serve as a source of operating cash flow. The combined aggregate principal maturities of mortgages and other loans payable, the 2021 credit facility, senior unsecured notes (net of discount), trust preferred securities, our share of joint venture debt, including as-of-right extension options and put options, estimated interest expense, and our obligations under our financing and operating leases, as of December 31, 2023 are as follows (in thousands): Cash is used in investing activities to fund acquisitions, development or redevelopment projects and recurring and nonrecurring capital expenditures. We selectively invest in new projects that enable us to take advantage of our development, leasing, financing and property management skills, and invest in existing buildings that meet our investment criteria. During the year ended December 31, 2023, when compared to the year ended December 31, 2022, we used cash primarily for the following investing activities (in thousands): Property mortgages and other loans Revolving credit facility Unsecured term loans Senior unsecured notes Trust preferred securities Financing leases Operating leases Estimated interest expense Company's share of joint venture debt 2024 2025 2026 2027 2028 Thereafter Total $ 387,238 $ 370,000 $ 190,148 $ 550,000 $ — $ — $ 1,497,386 200,000 — — — 3,180 53,455 173,873 — — — 100,000 3,228 53,595 132,568 — — — — 3,276 53,734 115,747 560,000 1,050,000 — — 3,325 53,746 35,264 — — — — 3,375 54,211 4,829 — — — 100,000 196,794 1,208,864 32,796 560,000 1,250,000 100,000 100,000 213,178 1,477,605 495,077 Total $ 2,640,724 $ 2,330,252 $ 905,873 $ 3,437,503 $ 62,415 $ 3,668,754 $ 13,045,521 1,822,978 1,670,861 542,968 1,185,168 — 2,130,300 7,352,275 We estimate that for the year ending December 31, 2024, we expect to incur $79.0 million of recurring capital expenditures on existing consolidated properties and $80.0 million of development or redevelopment expenditures on existing consolidated properties, none of which will be funded by construction financing facilities or loan reserves. We expect our share of capital expenditures at our joint venture properties will be $183.6 million, of which $99.2 million will be funded by construction financing facilities or loan reserves. We expect to fund capital expenditures from operating cash flow, existing liquidity, and borrowings from construction financing facilities. Future property acquisitions may require substantial capital investments for refurbishment and leasing costs. As of December 31, 2023, we had liquidity of $0.9 billion, comprised of $688.0 million of availability under our revolving credit facility and $231.4 million of consolidated cash on hand, inclusive of $9.6 million of marketable securities. This liquidity excludes $161.9 million representing our share of cash at unconsolidated joint venture properties. We may seek to divest of properties, interests in properties, or debt and preferred equity investments or access private and public debt and equity capital when the opportunity presents itself, although there is no guarantee that this capital will be made available to us at efficient levels or at all. Management believes that these sources of liquidity, if we are able to access them, along with potential refinancing opportunities for secured and unsecured debt, will allow us to satisfy our debt and other obligations, as described above, upon maturity, if not before. We have investments in several real estate joint ventures with various partners who are generally considered to be financially stable. Most of our joint ventures are financed with non-recourse debt. We believe that property level cash flows along with unfunded committed indebtedness and proceeds from the refinancing of outstanding secured indebtedness will be sufficient to fund the capital needs of our joint venture properties. Cash Flows below. thousands): The following summary discussion of our cash flows is based on our consolidated statements of cash flows in "Item 1. Financial Statements" and is not meant to be an all-inclusive discussion of the changes in our cash flows for the years presented Cash, restricted cash, and cash equivalents were $335.5 million and $384.1 million as of December 31, 2023 and 2022, respectively, representing a decrease of $48.6 million. The decrease was a result of the following changes in cash flows (in Net cash provided by operating activities Net cash provided by investing activities Net cash used in financing activities $ $ $ 229,503 $ 171,345 $ (449,383) $ 276,088 $ 425,805 $ (654,823) $ (46,585) (254,460) 205,440 Year Ended December 31, 2023 2022 (Decrease) Increase Acquisitions of real estate Capital expenditures and capitalized interest Joint venture investments Distributions from joint ventures Proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment Debt and preferred equity and other investments Decrease in net cash provided by investing activities $ 64,491 41,107 37 (1,173) (68,753) (60,494) (229,675) $ (254,460) Funds spent on capital expenditures, which are comprised of building and tenant improvements, decreased from $300.8 million for the year ended December 31, 2022 to $259.7 million for the year ended December 31, 2023 due to lower costs incurred in connection with our development and redevelopment properties. We generally fund our investment activity through the sale of real estate, the sale of debt and preferred equity investments, property-level financing, our credit facilities, senior unsecured notes, and construction loans. From time to time, the Company may issue common or preferred stock, or the Operating Partnership may issue common or preferred units of limited partnership interest. During the year ended December 31, 2023, when compared to the year ended December 31, 2022, we used cash for the following financing activities (in thousands): Proceeds from our debt obligations Repayments of our debt obligations Net distribution to noncontrolling interests Other financing activities Repurchase of common stock Redemption of preferred stock Acquisition of subsidiary interest from noncontrolling interest Dividends and distributions paid Increase in net cash used in financing activities Capitalization $ (1,367,980) 1,302,538 (41,817) 94,213 151,197 6,267 29,817 31,205 $ 205,440 Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, $0.01 par value per share. As of December 31, 2023, 64,726,253 shares of common stock and no shares of excess stock were issued and outstanding. Share Repurchase Program In August 2016, our Board of Directors approved a $1.0 billion share repurchase program under which we could buy shares of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. 12 13 79305_SLG 10K_r1.indd 13 79305_SLG 10K_r1.indd 13 4/16/24 11:20 AM 4/16/24 11:20 AM  The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January for the years ended December 31, 2023, 2022 and 2021 as follows: Period Year ended 2021 Year ended 2022 Year ended 2023 Shares repurchased Average price paid per share 4,474,649 1,971,092 — $75.44 $76.69 $— Cumulative number of shares repurchased as part of the repurchase plan or programs 34,136,627 36,107,719 36,107,719 Dividend Reinvestment and Stock Purchase Plan ("DRSPP") In February 2021 the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of our common stock under the DRSPP. The DRSPP commenced on September 24, 2001. The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the years ended December 31, 2023, 2022, and 2021, respectively (dollars in thousands): Year Ended December 31, 2022 2021 2023 Debt, preferred equity, and other investments subject to variable rate Net exposure to variable rate debt Shares of common stock issued 17,180 10,839 Dividend reinvestments/stock purchases under the DRSPP $ 525 $ 525 $ 10,387 738 Fifth Amended and Restated 2005 Stock Option and Incentive Plan The Fifth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's Board of Directors in April 2022 and its stockholders in June 2022 at the Company's annual meeting of stockholders. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 32,210,000 fungible units may be granted as options, restricted stock, phantom shares, dividend equivalent rights and other equity-based awards under the 2005 Plan. As of December 31, 2023, 3.9 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units and phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. Deferred Compensation Plan for Directors Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly using the closing price of our common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock units. During the year ended December 31, 2023, 39,302 phantom stock units and 27,739 shares of common stock were issued to our Board of Directors. We recorded compensation expense of $2.7 million during the year ended December 31, 2023 related to the Deferred Compensation Plan. As of December 31, 2023, there were 230,295 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program. Employee Stock Purchase Plan In 2007, the Company's Board of Directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to provide equity- based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months 79305_SLG 10K_r1.indd 14 79305_SLG 10K_r1.indd 14 4/16/24 11:20 AM 4/16/24 11:20 AM 14 15 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2023, 224,159 shares of our common stock had been issued under the ESPP. The table below summarizes our consolidated mortgages and other loans payable, 2021 credit facility, 2022 term loan, senior unsecured notes and trust preferred securities outstanding as of December 31, 2023 and 2022, (amounts in thousands). Indebtedness Debt Summary: Balance Fixed rate Variable rate—hedged Total fixed rate Total variable rate Total debt Percent of Total Debt: Fixed rate Variable rate (1) Total Fixed rate Variable rate Effective interest rate Effective Interest Rate for the Year: December 31, 2023 December 31, 2022 $ $ 1,117,386 $ 2,120,000 3,237,386 270,000 3,507,386 $ 2,695,814 2,320,000 5,015,814 520,148 5,535,962 144,056 376,092 90.6 % 9.4 % 100.0 % 3.60 % 3.23 % 3.55 % 168,745 101,255 92.3 % 7.7 % 100.0 % 4.68 % 6.11 % 4.71 % (1) Inclusive of the mitigating effect of our debt, preferred equity, and other investments subject to variable rates, the percent of total debt of our net exposure to variable rate debt was 3.0% and 7.0% as of December 31, 2023 and December 31, 2022, respectively. The variable rate debt shown above generally bears interest at an interest rate based on 30-day LIBOR (0.00% and 4.39% as of December 31, 2023 and 2022, respectively), and adjusted Term SOFR (5.35% and 4.30% as of December 31, 2023 and 2022, respectively). Our consolidated debt as of December 31, 2023 had a weighted average term to maturity of 2.69 years. Certain of our debt and equity investments and other investments, with carrying values of $168.7 million as of December 31, 2023 and $144.1 million as of December 31, 2022, are variable rate investments, which mitigate our exposure to interest rate changes on our unhedged variable rate debt. Inclusive of the mitigating effect of these investments, the net ratio of our variable rate debt to total debt was 3.0% and 7.0% as of December 31, 2023 and 2022, respectively. As of December 31, 2023, our total mortgage debt (excluding our share of joint venture mortgage debt of $7.4 billion) consisted of $1.4 billion of fixed rate debt, including swapped variable rate debt, with an effective weighted average interest rate of 4.84% and $0.1 billion of variable rate debt with an effective weighted average interest rate of 6.05%. Mortgage Financing Corporate Indebtedness 2021 Credit Facility In December 2021, we entered into an amended and restated credit facility, referred to as the 2021 credit facility, that was previously amended by the Company in November 2017, and was originally entered into by the Company in November 2012. As of December 31, 2023, the 2021 credit facility consisted of a $1.25 billion revolving credit facility, a $1.05 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of May 15, 2026, May 15, 2027, and November 21, 2024, respectively. The revolving credit facility has two six-month as-of-right extension options to May 15, 2027. We also have an option, subject to customary conditions, to increase the capacity of the credit facility to $4.5 billion at  The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, for the years ended December 31, 2023, 2022 and 2021 as follows: Period Year ended 2021 Year ended 2022 Year ended 2023 Shares repurchased Average price paid per 4,474,649 1,971,092 — Cumulative number of shares repurchased as part of the repurchase plan or programs 34,136,627 36,107,719 36,107,719 share $75.44 $76.69 $— Dividend Reinvestment and Stock Purchase Plan ("DRSPP") In February 2021 the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of our common stock under the DRSPP. The DRSPP commenced on September 24, 2001. The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the years ended December 31, 2023, 2022, and 2021, respectively (dollars in thousands): Shares of common stock issued Year Ended December 31, 2023 2022 2021 17,180 10,839 10,387 738 Dividend reinvestments/stock purchases under the DRSPP $ 525 $ 525 $ Fifth Amended and Restated 2005 Stock Option and Incentive Plan The Fifth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's Board of Directors in April 2022 and its stockholders in June 2022 at the Company's annual meeting of stockholders. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 32,210,000 fungible units may be granted as options, restricted stock, phantom shares, dividend equivalent rights and other equity-based awards under the 2005 Plan. As of December 31, 2023, 3.9 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units and phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. Deferred Compensation Plan for Directors Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly using the closing price of our common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock units. During the year ended December 31, 2023, 39,302 phantom stock units and 27,739 shares of common stock were issued to our Board of Directors. We recorded compensation expense of $2.7 million during the year ended December 31, 2023 related to the Deferred Compensation Plan. As of December 31, 2023, there were 230,295 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program. Employee Stock Purchase Plan In 2007, the Company's Board of Directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to provide equity- based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2023, 224,159 shares of our common stock had been issued under the ESPP. Indebtedness The table below summarizes our consolidated mortgages and other loans payable, 2021 credit facility, 2022 term loan, senior unsecured notes and trust preferred securities outstanding as of December 31, 2023 and 2022, (amounts in thousands). Debt Summary: Balance Fixed rate Variable rate—hedged Total fixed rate Total variable rate Total debt Debt, preferred equity, and other investments subject to variable rate Net exposure to variable rate debt Percent of Total Debt: Fixed rate Variable rate (1) Total Effective Interest Rate for the Year: Fixed rate Variable rate Effective interest rate December 31, 2023 December 31, 2022 $ $ 1,117,386 $ 2,120,000 3,237,386 270,000 3,507,386 $ 168,745 101,255 92.3 % 7.7 % 100.0 % 4.68 % 6.11 % 4.71 % 2,695,814 2,320,000 5,015,814 520,148 5,535,962 144,056 376,092 90.6 % 9.4 % 100.0 % 3.60 % 3.23 % 3.55 % (1) Inclusive of the mitigating effect of our debt, preferred equity, and other investments subject to variable rates, the percent of total debt of our net exposure to variable rate debt was 3.0% and 7.0% as of December 31, 2023 and December 31, 2022, respectively. The variable rate debt shown above generally bears interest at an interest rate based on 30-day LIBOR (0.00% and 4.39% as of December 31, 2023 and 2022, respectively), and adjusted Term SOFR (5.35% and 4.30% as of December 31, 2023 and 2022, respectively). Our consolidated debt as of December 31, 2023 had a weighted average term to maturity of 2.69 years. Certain of our debt and equity investments and other investments, with carrying values of $168.7 million as of December 31, 2023 and $144.1 million as of December 31, 2022, are variable rate investments, which mitigate our exposure to interest rate changes on our unhedged variable rate debt. Inclusive of the mitigating effect of these investments, the net ratio of our variable rate debt to total debt was 3.0% and 7.0% as of December 31, 2023 and 2022, respectively. Mortgage Financing As of December 31, 2023, our total mortgage debt (excluding our share of joint venture mortgage debt of $7.4 billion) consisted of $1.4 billion of fixed rate debt, including swapped variable rate debt, with an effective weighted average interest rate of 4.84% and $0.1 billion of variable rate debt with an effective weighted average interest rate of 6.05%. Corporate Indebtedness 2021 Credit Facility In December 2021, we entered into an amended and restated credit facility, referred to as the 2021 credit facility, that was previously amended by the Company in November 2017, and was originally entered into by the Company in November 2012. As of December 31, 2023, the 2021 credit facility consisted of a $1.25 billion revolving credit facility, a $1.05 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of May 15, 2026, May 15, 2027, and November 21, 2024, respectively. The revolving credit facility has two six-month as-of-right extension options to May 15, 2027. We also have an option, subject to customary conditions, to increase the capacity of the credit facility to $4.5 billion at 14 15 79305_SLG 10K_r1.indd 15 79305_SLG 10K_r1.indd 15 4/16/24 11:20 AM 4/16/24 11:20 AM any time prior to the maturity dates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. Restrictive Covenants As of December 31, 2023, the 2021 credit facility bore interest at a spread over adjusted Term SOFR plus 10 basis points with an interest period of one or three months, as we may elect, ranging from (i) 72.5 basis points to 140 basis points for loans under the revolving credit facility, (ii) 80 basis points to 160 basis points for loans under Term Loan A, and (iii) 85 basis points to 165 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of the Company. In instances where there are either only two ratings available or where there are more than two and the difference between them is one rating category, the applicable rating shall be the highest rating. In instances where there are more than two ratings and the difference between the highest and the lowest is two or more rating categories, then the applicable rating used is the average of the highest two, rounded down if the average is not a recognized category. As of December 31, 2023, the applicable spread over adjusted Term SOFR plus 10 basis points for the 2021 credit facility was 140 basis points for the revolving credit facility, 160 basis points for Term Loan A, and 165 basis points for Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. As of December 31, 2023, the facility fee was 30 basis points. As of December 31, 2023, we had $2.0 million of outstanding letters of credit, $560.0 million drawn under the revolving credit facility and $1.25 billion outstanding under the term loan facilities, with total undrawn capacity of $688.0 million under the 2021 credit facility. As of December 31, 2023 and December 31, 2022, the revolving credit facility had a carrying value of $554.8 million and $443.2 million, respectively, net of deferred financing costs. As of December 31, 2023 and December 31, 2022, the term loan facilities had a carrying value of $1.2 billion and $1.2 billion, respectively, net of deferred financing costs. The Company and the Operating Partnership are borrowers jointly and severally obligated under the 2021 credit facility. The 2021 credit facility includes certain restrictions and covenants (see Restrictive Covenants below). 2022 Term Loan In October 2022, we entered into a term loan agreement, referred to as the 2022 term loan. The 2022 term loan was repaid in full in September 2023. The 2022 term loan consisted of a $425.0 million term loan with a maturity date of October 6, 2023. The 2022 term loan had one six-month as-of-right extension option to April 6, 2024. We also had an option, subject to customary conditions, to increase the capacity of the 2022 term loan to $500.0 million on or before January 7, 2023 without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. In January 2023, the 2022 term loan was increased by $25.0 million to $425.0 million. The 2022 term loan bore interest at a spread over adjusted Term SOFR plus 0.001 basis points, ranging from 100 basis points to 180 basis points, in each case based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. In instances where there were either only two ratings available or where there was more than two and the difference between them was one rating category, the applicable rating was the highest rating. In instances where there were more than two ratings and the difference between the highest and the lowest were two or more rating categories, then the applicable rating used was the average of the highest two, rounded down if the average was not a recognized category. As of December 31, 2022, the 2022 term loan had a carrying value of $398.2 million, net of deferred financing costs. Senior Unsecured Notes The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 2023 and 2022, respectively, by scheduled maturity date (dollars in thousands): December 31, 2023 December 31, 2022 Issuance December 17, 2015 (2) Deferred financing costs, net Unpaid Principal Balance Accreted Balance Accreted Balance $ $ $ 100,000 $ 100,000 $ — 100,000 $ 100,000 $ (205) 100,000 $ 99,795 $ 100,000 100,000 (308) 99,692 (1) (2) Interest rate as of December 31, 2023. Issued by the Company and the Operating Partnership as co-obligors. Interest Rate (1) 4.27 % Initial Term (in Years) Maturity Date 10 December 2025 financial statements. Dividends/Distributions 79305_SLG 10K_r1.indd 16 79305_SLG 10K_r1.indd 16 4/16/24 11:20 AM 4/16/24 11:20 AM 16 17 The terms of the 2021 credit facility and our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 2023 and 2022, we were in compliance with all such covenants. Junior Subordinated Deferrable Interest Debentures In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a floating rate of 26 basis points over the three-month Term SOFR. Interest payments may be deferred for a period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense. Interest Rate Risk We are exposed to changes in interest rates primarily from our variable rate debt. Our exposure to interest rate fluctuations are managed through either the use of interest rate derivative instruments and/or through our variable rate debt and preferred equity investments. Based on the debt outstanding as of December 31, 2023, a hypothetical 100 basis point increase in the floating rate interest rate curve would increase our consolidated annual interest cost, net of interest income from variable rate debt and preferred equity investments, by $1.0 million and would increase our share of joint venture annual interest cost by $12.2 million. As of December 31, 2023, $168.7 million, or 90.5%, of our $346.7 million debt and preferred equity portfolio was indexed to SOFR. We recognize most derivatives on the balance sheet at fair value. Derivatives that are not hedges are adjusted to fair value through income. If a derivative is considered a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged asset, liability, or firm commitment through earnings, or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. Our consolidated long-term debt of $3.2 billion bears interest at fixed rates, and therefore the fair value of these instruments is affected by changes in the market interest rates. Our variable rate debt and variable rate joint venture debt as of December 31, 2023 bore interest based on a spread to LIBOR of 145 basis points and Term SOFR of 50 basis points to 565 basis points. Off-Balance Sheet Arrangements We have off-balance sheet investments, including joint ventures and debt and preferred equity investments. These investments all have varying ownership structures. A majority of our joint venture arrangements are accounted for under the equity method of accounting as we have the ability to exercise significant influence, but not control, over the operating and financial decisions of these joint venture arrangements. Our off-balance sheet arrangements are discussed in Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures" in the accompanying consolidated We expect to pay dividends to our stockholders based on the distributions we receive from our Operating Partnership. To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our REIT taxable income, determined before taking into consideration the dividends paid deduction and net capital gains. Any dividend we pay may be in the form of cash, stock, or a combination thereof, subject to IRS limitations on the use of stock for dividends. Additionally, if our REIT taxable income in a particular year exceeds the amount of cash dividends we pay in that year, we may pay stock dividends in order to maintain our REIT status and avoid certain REIT-level taxes. Before we pay any cash dividend, whether for Federal income tax purposes or otherwise, which would only be paid out of available cash to the extent permitted under the 2021 credit facility and senior unsecured notes, we must first meet both our operating requirements and scheduled debt service on our mortgages and loans payable. obtaining additional commitments from our existing lenders and other financial institutions. As of December 31, 2023, the 2021 credit facility bore interest at a spread over adjusted Term SOFR plus 10 basis points with an interest period of one or three months, as we may elect, ranging from (i) 72.5 basis points to 140 basis points for loans under the revolving credit facility, (ii) 80 basis points to 160 basis points for loans under Term Loan A, and (iii) 85 basis points to 165 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of the Company. In instances where there are either only two ratings available or where there are more than two and the difference between them is one rating category, the applicable rating shall be the highest rating. In instances where there are more than two ratings and the difference between the highest and the lowest is two or more rating categories, then the applicable rating used is the average of the highest two, rounded down if the average is not a recognized category. facility was 140 basis points for the revolving credit facility, 160 basis points for Term Loan A, and 165 basis points for Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. As of December 31, 2023, the facility fee was 30 basis points. As of December 31, 2023, we had $2.0 million of outstanding letters of credit, $560.0 million drawn under the revolving credit facility and $1.25 billion outstanding under the term loan facilities, with total undrawn capacity of $688.0 million under the 2021 credit facility. As of December 31, 2023 and December 31, 2022, the revolving credit facility had a carrying value of $554.8 million and $443.2 million, respectively, net of deferred financing costs. As of December 31, 2023 and December 31, 2022, the term loan facilities had a carrying value of $1.2 billion and $1.2 billion, respectively, net of deferred financing costs. The Company and the Operating Partnership are borrowers jointly and severally obligated under the 2021 credit facility. The 2021 credit facility includes certain restrictions and covenants (see Restrictive Covenants below). 2022 Term Loan In October 2022, we entered into a term loan agreement, referred to as the 2022 term loan. The 2022 term loan was repaid in full in September 2023. The 2022 term loan consisted of a $425.0 million term loan with a maturity date of October 6, 2023. The 2022 term loan had one six-month as-of-right extension option to April 6, 2024. We also had an option, subject to customary conditions, to increase the capacity of the 2022 term loan to $500.0 million on or before January 7, 2023 without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. In January 2023, the 2022 term loan was increased by $25.0 million to $425.0 million. The 2022 term loan bore interest at a spread over adjusted Term SOFR plus 0.001 basis points, ranging from 100 basis points to 180 basis points, in each case based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. In instances where there were either only two ratings available or where there was more than two and the difference between them was one rating category, the applicable rating was the highest rating. In instances where there were more than two ratings and the difference between the highest and the lowest were two or more rating categories, then the applicable rating used was the average of the highest two, rounded down if the average was not a recognized category. As of December 31, 2022, the 2022 term loan had a carrying value of $398.2 million, net of deferred financing costs. Senior Unsecured Notes The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 2023 and 2022, respectively, by scheduled maturity date (dollars in thousands): December 31, 2023 December 31, 2022 Initial Term Issuance December 17, 2015 (2) Deferred financing costs, net $ $ $ 100,000 $ 100,000 $ — 100,000 $ 100,000 $ (205) 100,000 $ 99,795 $ 100,000 (308) 99,692 (1) (2) Interest rate as of December 31, 2023. Issued by the Company and the Operating Partnership as co-obligors. any time prior to the maturity dates for the revolving credit facility and term loans without the consent of existing lenders, by Restrictive Covenants As of December 31, 2023, the applicable spread over adjusted Term SOFR plus 10 basis points for the 2021 credit Junior Subordinated Deferrable Interest Debentures The terms of the 2021 credit facility and our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 2023 and 2022, we were in compliance with all such covenants. In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a floating rate of 26 basis points over the three-month Term SOFR. Interest payments may be deferred for a period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense. Interest Rate Risk We are exposed to changes in interest rates primarily from our variable rate debt. Our exposure to interest rate fluctuations are managed through either the use of interest rate derivative instruments and/or through our variable rate debt and preferred equity investments. Based on the debt outstanding as of December 31, 2023, a hypothetical 100 basis point increase in the floating rate interest rate curve would increase our consolidated annual interest cost, net of interest income from variable rate debt and preferred equity investments, by $1.0 million and would increase our share of joint venture annual interest cost by $12.2 million. As of December 31, 2023, $168.7 million, or 90.5%, of our $346.7 million debt and preferred equity portfolio was indexed to SOFR. We recognize most derivatives on the balance sheet at fair value. Derivatives that are not hedges are adjusted to fair value through income. If a derivative is considered a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged asset, liability, or firm commitment through earnings, or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. Our consolidated long-term debt of $3.2 billion bears interest at fixed rates, and therefore the fair value of these instruments is affected by changes in the market interest rates. Our variable rate debt and variable rate joint venture debt as of December 31, 2023 bore interest based on a spread to LIBOR of 145 basis points and Term SOFR of 50 basis points to 565 basis points. Off-Balance Sheet Arrangements We have off-balance sheet investments, including joint ventures and debt and preferred equity investments. These investments all have varying ownership structures. A majority of our joint venture arrangements are accounted for under the equity method of accounting as we have the ability to exercise significant influence, but not control, over the operating and financial decisions of these joint venture arrangements. Our off-balance sheet arrangements are discussed in Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures" in the accompanying consolidated financial statements. Unpaid Principal Balance Accreted Balance Accreted Balance Interest Rate (1) (in Years) Maturity Date Dividends/Distributions 100,000 4.27 % 10 December 2025 We expect to pay dividends to our stockholders based on the distributions we receive from our Operating Partnership. To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our REIT taxable income, determined before taking into consideration the dividends paid deduction and net capital gains. Any dividend we pay may be in the form of cash, stock, or a combination thereof, subject to IRS limitations on the use of stock for dividends. Additionally, if our REIT taxable income in a particular year exceeds the amount of cash dividends we pay in that year, we may pay stock dividends in order to maintain our REIT status and avoid certain REIT-level taxes. Before we pay any cash dividend, whether for Federal income tax purposes or otherwise, which would only be paid out of available cash to the extent permitted under the 2021 credit facility and senior unsecured notes, we must first meet both our operating requirements and scheduled debt service on our mortgages and loans payable. 16 17 79305_SLG 10K_r1.indd 17 79305_SLG 10K_r1.indd 17 4/16/24 11:20 AM 4/16/24 11:20 AM Related Party Transactions Cleaning/ Security/ Messenger and Restoration Services Prior to 2023, Alliance Building Services, or Alliance, and its affiliates, which provide services to certain properties owned by us, were previously partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of our Board of Directors. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements. Income earned from the profit participation prior to 2023, which is included in Other income on the consolidated statements of operations, was $1.4 million and $1.7 million for the years ended December 31, 2022 and 2021, respectively. We also recorded expenses, inclusive of capitalized expenses, of $8.6 million and $14.0 million for these services (excluding services provided directly to tenants) for the years ended December 31, 2022 and 2021, respectively. One Vanderbilt Avenue Investment Our Chairman and CEO, Marc Holliday, and our former President, Andrew Mathias, made investments in our One Vanderbilt project (inclusive of the property and SUMMIT One Vanderbilt), which entitles Mr. Holliday and Mr. Mathias to receive approximately 1.27% and 0.85%, respectively, on account of the property and 1.92% and 1.28%, respectively, on account of SUMMIT One Vanderbilt, of any profits realized by the Company from its One Vanderbilt project in excess of the Company's capital contributions. Mr. Holliday and Mr. Mathias paid $1.4 million and $1.0 million, respectively, which equaled the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained. Messrs. Holliday and Mathias have the right to tender their interests in the project upon stabilization (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the 7-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon a tender of the interests will equal the liquidation value of the interests at the time, with the value being based on the project's sale price, if applicable, or fair market value as determined by an independent third party appraiser. In 2022, stabilization of the property (but not SUMMIT One Vanderbilt) was achieved. Therefore, Messrs. Holiday and Mathias exercised their rights to tender 50% of their interests in the property (but not SUMMIT One Vanderbilt) for liquidation values of $17.9 million and $11.9 million, respectively, which were paid in July 2022. One Vanderbilt Avenue Leases In November 2018, we entered into a lease agreement with the One Vanderbilt Avenue joint venture covering certain floors at the property. In March 2021, the lease commenced and we relocated our corporate headquarters to the leased space. For the year ended December 31, 2023 and 2022 we recorded $3.0 million and $3.0 million, respectively, of rent expense under the lease. Additionally, in June 2021, we, through a consolidated subsidiary, entered into a lease agreement with the One Vanderbilt Avenue joint venture for SUMMIT One Vanderbilt, which commenced operations in October 2021. For the year ended December 31, 2023, we recorded $38.9 million of rent expense under the lease, including percentage rent, of which $26.2 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. For the year ended December 31, 2022, we recorded $33.0 million of rent expense under the lease, including percentage rent, of which $22.8 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. See Note 20, "Commitments and Contingencies." Insurance We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR")), within two property insurance programs and liability insurance. Separate property and liability coverage may be purchased on a stand-alone basis for certain assets, such as development projects. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, Ticonderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the loss to the extent of required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. Further, if we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments contain customary covenants requiring us to maintain insurance and we could default under our debt instruments if the cost and/or availability of certain types of insurance make it impractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the Company or its affiliates. Furthermore, with respect to certain of our properties, including properties held by joint ventures or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of loss. Funds from Operations FFO is a widely recognized non-GAAP financial measure of REIT performance. The Company computes FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and subsequently amended in December 2018, defines FFO as net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of properties and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. The Company presents FFO because it considers it an important supplemental measure of the Company’s operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties. The Company also uses FFO as one of several criteria to determine performance-based compensation for members of its senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions, and real estate related impairment charges, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, and interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of the Company’s liquidity, nor is it indicative of funds available to fund the Company’s cash needs, including our ability to make cash distributions. FFO for the years ended December 31, 2023, 2022, and 2021 are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Net (loss) income attributable to SL Green common stockholders $ (579,509) $ (93,024) $ 434,804 Add: Less: estate holders Depreciation and amortization Joint venture depreciation and noncontrolling interest adjustments Net (loss) income attributable to noncontrolling interests 247,810 284,284 (42,033) 216,167 252,893 (4,672) 216,969 249,087 23,573 Equity in net loss on sale of interest in unconsolidated joint venture/real (13,368) (131) (32,757) Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Depreciation on non-rental real estate assets Cash flows provided by operating activities Cash flows provided by investing activities Cash flows used in financing activities Funds from Operations attributable to SL Green common stockholders and unit (6,813) (32,370) (382,374) 4,136 — (84,485) (6,313) 3,466 341,341 $ 229,503 $ 171,345 $ 458,827 $ 276,088 $ 425,805 $ 209,443 287,417 (23,794) 2,890 481,234 255,979 993,581 (449,383) $ (654,823) $ (1,285,371) $ $ $ $ 79305_SLG 10K_r1.indd 18 79305_SLG 10K_r1.indd 18 4/16/24 11:20 AM 4/16/24 11:20 AM 18 19 Related Party Transactions Cleaning/ Security/ Messenger and Restoration Services Prior to 2023, Alliance Building Services, or Alliance, and its affiliates, which provide services to certain properties owned by us, were previously partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of our Board of Directors. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements. Income earned from the profit participation prior to 2023, which is included in Other income on the consolidated statements of operations, was $1.4 million and $1.7 million for the years ended December 31, 2022 and 2021, respectively. We also recorded expenses, inclusive of capitalized expenses, of $8.6 million and $14.0 million for these services (excluding services provided directly to tenants) for the years ended December 31, 2022 and 2021, respectively. One Vanderbilt Avenue Investment Our Chairman and CEO, Marc Holliday, and our former President, Andrew Mathias, made investments in our One Vanderbilt project (inclusive of the property and SUMMIT One Vanderbilt), which entitles Mr. Holliday and Mr. Mathias to receive approximately 1.27% and 0.85%, respectively, on account of the property and 1.92% and 1.28%, respectively, on account of SUMMIT One Vanderbilt, of any profits realized by the Company from its One Vanderbilt project in excess of the Company's capital contributions. Mr. Holliday and Mr. Mathias paid $1.4 million and $1.0 million, respectively, which equaled the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained. Messrs. Holliday and Mathias have the right to tender their interests in the project upon stabilization (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the 7-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon a tender of the interests will equal the liquidation value of the interests at the time, with the value being based on the project's sale price, if applicable, or fair market value as determined by an independent third party appraiser. In 2022, stabilization of the property (but not SUMMIT One Vanderbilt) was achieved. Therefore, Messrs. Holiday and Mathias exercised their rights to tender 50% of their interests in the property (but not SUMMIT One Vanderbilt) for liquidation values of $17.9 million and $11.9 million, respectively, which were paid in July 2022. One Vanderbilt Avenue Leases In November 2018, we entered into a lease agreement with the One Vanderbilt Avenue joint venture covering certain floors at the property. In March 2021, the lease commenced and we relocated our corporate headquarters to the leased space. For the year ended December 31, 2023 and 2022 we recorded $3.0 million and $3.0 million, respectively, of rent expense under the lease. Additionally, in June 2021, we, through a consolidated subsidiary, entered into a lease agreement with the One Vanderbilt Avenue joint venture for SUMMIT One Vanderbilt, which commenced operations in October 2021. For the year ended December 31, 2023, we recorded $38.9 million of rent expense under the lease, including percentage rent, of which $26.2 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. For the year ended December 31, 2022, we recorded $33.0 million of rent expense under the lease, including percentage rent, of which $22.8 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. See Note 20, "Commitments and Contingencies." Insurance We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR")), within two property insurance programs and liability insurance. Separate property and liability coverage may be purchased on a stand-alone basis for certain assets, such as development projects. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, Ticonderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the loss to the extent of required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. Further, if we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments contain customary covenants requiring us to maintain insurance and we could default under our debt instruments if the cost and/or availability of certain types of insurance make it impractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the Company or its affiliates. Furthermore, with respect to certain of our properties, including properties held by joint ventures or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of loss. Funds from Operations FFO is a widely recognized non-GAAP financial measure of REIT performance. The Company computes FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and subsequently amended in December 2018, defines FFO as net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of properties and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. The Company presents FFO because it considers it an important supplemental measure of the Company’s operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties. The Company also uses FFO as one of several criteria to determine performance-based compensation for members of its senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions, and real estate related impairment charges, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, and interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of the Company’s liquidity, nor is it indicative of funds available to fund the Company’s cash needs, including our ability to make cash distributions. FFO for the years ended December 31, 2023, 2022, and 2021 are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Net (loss) income attributable to SL Green common stockholders $ (579,509) $ (93,024) $ 434,804 Add: Depreciation and amortization Joint venture depreciation and noncontrolling interest adjustments Net (loss) income attributable to noncontrolling interests Less: Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Depreciation on non-rental real estate assets Funds from Operations attributable to SL Green common stockholders and unit holders Cash flows provided by operating activities Cash flows provided by investing activities Cash flows used in financing activities 247,810 284,284 (42,033) 216,167 252,893 (4,672) 216,969 249,087 23,573 (13,368) (131) (32,757) (6,813) (32,370) (382,374) 4,136 — (84,485) (6,313) 3,466 341,341 $ 229,503 $ 171,345 $ 458,827 $ 276,088 $ 425,805 $ 209,443 287,417 (23,794) 2,890 481,234 255,979 993,581 (449,383) $ (654,823) $ (1,285,371) $ $ $ $ 18 19 79305_SLG 10K_r1.indd 19 79305_SLG 10K_r1.indd 19 4/16/24 11:20 AM 4/16/24 11:20 AM • • • • • • • • • • • • • • dependence upon the New York City real estate market; risks of real estate acquisitions, dispositions, development and redevelopment, including the cost of construction delays and cost overruns; risks relating to debt and preferred equity investments; availability and creditworthiness of prospective tenants and borrowers; bankruptcy or insolvency of a major tenant or a significant number of smaller tenants or borrowers; adverse changes in the real estate markets, including reduced demand for office space, increasing vacancy, and increasing availability of sublease space; availability of debt and equity capital for our operational needs and investment strategy; unanticipated increases in financing and other costs, including a rise in interest rates; our ability to comply with financial covenants in our debt instruments; our ability to maintain our status as a REIT; risks of investing through joint venture structures, including the fulfillment by our partners of their financial obligations; the threat of terrorist attacks; our ability to obtain adequate insurance coverage at a reasonable cost and the potential for losses in excess of our insurance coverage, including as a result of environmental contamination; and legislative, regulatory and/or safety requirements adversely affecting REITs and the real estate business including costs of compliance with the Americans with Disabilities Act, the Fair Housing Act and other similar laws and regulations. Other factors and risks to our business, many of which are beyond our control, are described in other sections of this report and in our other filings with the SEC. Except to the extent required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, new information or otherwise. Seasonality Our business at SUMMIT is subject to tourism trends and weather conditions, resulting in seasonal fluctuation. In 2023 and 2022, approximately 14.0% to 16.0% of our annual SUMMIT revenue was realized in the first quarter, 24.0% to 26.0% was realized in the second quarter, 28.0% to 30.0% was realized in the third quarter, and 29.0% to 31.0% was realized in the fourth quarter. We do not consider any other components of our business to be subject to material seasonal fluctuations. Climate Change With our roots in New York City, we are at the center of one of the world's most ambitious climate legislative environments. Through the Climate Leadership and Community Protection Act signed into law in 2019, New York State mandated the adoption of a net-zero carbon economy statewide by 2050, with a zero-carbon electricity grid by 2040. New York City enacted Local Law 97 (LL97) in 2019 under the Climate Mobilization Act, setting carbon caps for large buildings starting in 2024 as part of a broader commitment to reducing greenhouse gas emissions by 40% by 2030, and by 80% by 2050. As our portfolio is principally located in Manhattan, these policy elements represent the most material sources of transition risks relevant to our business. We do not anticipate any material financial impact on our portfolio in the first compliance period of 2024 to 2029. While SL Green's portfolio has not been substantially affected by climate-related events to New York City real estate, such as Hurricane Sandy in 2012, we have continued to develop our approach to physical climate risk assessment, management, and mitigation in order to manage and minimize the impacts of future events. We have conducted climate-related scenario analyses as part of our first Task Force on Climate-related Financial Disclosures ("TCFD") report published in 2021 and 2023, which we made available on our website. The Company has committed to near-term Scope 1 and Scope 2 science-based emissions reduction targets with the SBTi, which were approved in early 2023. Our goal is to reduce emissions for our operationally controlled portfolio to align it with the 1.5 degree Celsius climate scenario. We consider the successful management and mitigation of climate-related risks across our portfolio as an opportunity to raise the financial value of our buildings and pass on these benefits to our stakeholders, tenants, and investors. We believe our investments over the last 20 years in energy efficiency improvements and greenhouse gas emissions reductions have minimized the impact of climate legislation on our portfolio and our active development pipeline sets the standard for sustainable new construction and responsible community engagement. We leverage years of operational excellence to incorporate innovative design and technological solutions. We also utilize recommendations from our portfolio-wide New York State Energy Research and Development Authority ("NYSERDA") emissions reduction study to help lower emissions from tenant spaces and base building operations. Together, these measures are expected to minimize our vulnerability to the physical risks of climate change, as well as transition risks covering policy and legal, market, technology, and reputational factors. Accounting Standards Updates The Accounting Standards Updates are discussed in Note 2, "Significant Accounting Policies - Accounting Standards Updates" in the accompanying consolidated financial statements. Forward-Looking Information This report includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this report that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including such matters as future capital expenditures, dividends and acquisitions (including the amount and nature thereof), development trends of the real estate industry and the New York metropolitan area markets, business strategies, expansion and growth of our operations and other similar matters, are forward- looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms. Forward-looking statements contained in this report are subject to a number of risks and uncertainties that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by forward-looking statements made by us. These risks and uncertainties include: • the effect of general economic, business and financial conditions, and their effect on the New York City real estate market in particular; 79305_SLG 10K_r1.indd 20 79305_SLG 10K_r1.indd 20 4/16/24 11:20 AM 4/16/24 11:20 AM 20 21 • • • • • • • • • • • • • • dependence upon the New York City real estate market; risks of real estate acquisitions, dispositions, development and redevelopment, including the cost of construction delays and cost overruns; risks relating to debt and preferred equity investments; availability and creditworthiness of prospective tenants and borrowers; bankruptcy or insolvency of a major tenant or a significant number of smaller tenants or borrowers; adverse changes in the real estate markets, including reduced demand for office space, increasing vacancy, and increasing availability of sublease space; availability of debt and equity capital for our operational needs and investment strategy; unanticipated increases in financing and other costs, including a rise in interest rates; our ability to comply with financial covenants in our debt instruments; our ability to maintain our status as a REIT; risks of investing through joint venture structures, including the fulfillment by our partners of their financial obligations; the threat of terrorist attacks; our ability to obtain adequate insurance coverage at a reasonable cost and the potential for losses in excess of our insurance coverage, including as a result of environmental contamination; and legislative, regulatory and/or safety requirements adversely affecting REITs and the real estate business including costs of compliance with the Americans with Disabilities Act, the Fair Housing Act and other similar laws and regulations. Other factors and risks to our business, many of which are beyond our control, are described in other sections of this report and in our other filings with the SEC. Except to the extent required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, new information or otherwise. Seasonality Climate Change Our business at SUMMIT is subject to tourism trends and weather conditions, resulting in seasonal fluctuation. In 2023 and 2022, approximately 14.0% to 16.0% of our annual SUMMIT revenue was realized in the first quarter, 24.0% to 26.0% was realized in the second quarter, 28.0% to 30.0% was realized in the third quarter, and 29.0% to 31.0% was realized in the fourth quarter. We do not consider any other components of our business to be subject to material seasonal fluctuations. With our roots in New York City, we are at the center of one of the world's most ambitious climate legislative environments. Through the Climate Leadership and Community Protection Act signed into law in 2019, New York State mandated the adoption of a net-zero carbon economy statewide by 2050, with a zero-carbon electricity grid by 2040. New York City enacted Local Law 97 (LL97) in 2019 under the Climate Mobilization Act, setting carbon caps for large buildings starting in 2024 as part of a broader commitment to reducing greenhouse gas emissions by 40% by 2030, and by 80% by 2050. As our portfolio is principally located in Manhattan, these policy elements represent the most material sources of transition risks relevant to our business. We do not anticipate any material financial impact on our portfolio in the first compliance period of 2024 to 2029. While SL Green's portfolio has not been substantially affected by climate-related events to New York City real estate, such as Hurricane Sandy in 2012, we have continued to develop our approach to physical climate risk assessment, management, and mitigation in order to manage and minimize the impacts of future events. We have conducted climate-related scenario analyses as part of our first Task Force on Climate-related Financial Disclosures ("TCFD") report published in 2021 and 2023, which we made available on our website. The Company has committed to near-term Scope 1 and Scope 2 science-based emissions reduction targets with the SBTi, which were approved in early 2023. Our goal is to reduce emissions for our operationally controlled portfolio to align it with the 1.5 degree Celsius climate scenario. We consider the successful management and mitigation of climate-related risks across our portfolio as an opportunity to raise the financial value of our buildings and pass on these benefits to our stakeholders, tenants, and investors. We believe our investments over the last 20 years in energy efficiency improvements and greenhouse gas emissions reductions have minimized the impact of climate legislation on our portfolio and our active development pipeline sets the standard for sustainable new construction and responsible community engagement. We leverage years of operational excellence to incorporate innovative design and technological solutions. We also utilize recommendations from our portfolio-wide New York State Energy Research and Development Authority ("NYSERDA") emissions reduction study to help lower emissions from tenant spaces and base building operations. Together, these measures are expected to minimize our vulnerability to the physical risks of climate change, as well as transition risks covering policy and legal, market, technology, and reputational factors. The Accounting Standards Updates are discussed in Note 2, "Significant Accounting Policies - Accounting Standards Accounting Standards Updates Updates" in the accompanying consolidated financial statements. Forward-Looking Information This report includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this report that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including such matters as future capital expenditures, dividends and acquisitions (including the amount and nature thereof), development trends of the real estate industry and the New York metropolitan area markets, business strategies, expansion and growth of our operations and other similar matters, are forward- looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms. Forward-looking statements contained in this report are subject to a number of risks and uncertainties that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by forward-looking statements made by us. These risks and uncertainties include: • the effect of general economic, business and financial conditions, and their effect on the New York City real estate market in particular; 20 21 79305_SLG 10K_r1.indd 21 79305_SLG 10K_r1.indd 21 4/16/24 11:20 AM 4/16/24 11:20 AM QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK The table below lists our consolidated derivative instruments, which are hedging variable rate debt, and their related fair See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Market Rate Risk" for additional information regarding our exposure to interest rate fluctuations. The table below presents the principal cash flows based upon maturity dates of our debt obligations and debt and preferred equity investments and the weighted-average interest rates by expected maturity dates, including as-of-right extension options, as of December 31, 2023 (in thousands): Long-Term Debt Debt and Preferred Equity Investments (1) Average Interest Rate Variable Rate Average Interest Rate Amount 4.98 % $ 110,000 6.03 % $ 120,422 2024 2025 2026 2027 2028 Thereafter Total Fair Value $ $ $ Fixed Rate 477,238 470,000 190,148 2,000,000 — 100,000 4.82 % 4.72 % 4.74 % 4.75 % 4.92 % 3,237,386 4.84 % $ 3,184,338 $ — — 160,000 — — 270,000 268,787 4.57 % 4.57 % 4.55 % — % — % 5.19 % $ Weighted Yield 9.07 % 8.52 % 10.46 % 30,000 48,323 128,000 6.55 % — 20,000 346,745 — % 8.11 % 8.23 % (1) Our debt and preferred equity investments had an estimated fair value of approximately $0.3 billion as of December 31, 2023. The table below presents the principal cash flows based upon maturity dates of our share of our joint venture debt obligations and the weighted-average interest rates by expected maturity dates, including as-of-right extension options, as of December 31, 2023 (in thousands): 2024 2025 2026 2027 2028 Thereafter Total Fair Value Long Term Debt Fixed Rate Average Interest Rate Variable Rate Average Interest Rate $ 524,511 4.12 % $ 1,298,467 8.10 % 1,670,861 542,968 1,185,168 — 2,130,300 6,053,808 5,387,516 $ $ 3.98 % 3.60 % 3.32 % 2.86 % 2.86 % — — — — — — % — % — % — % — % 3.76 % $ 1,298,467 8.10 % $ 1,292,853 79305_SLG 10K_r1.indd 22 79305_SLG 10K_r1.indd 22 4/16/24 11:20 AM 4/16/24 11:20 AM 22 23 Asset Hedged Benchmark Notional Value Strike Rate Effective Date Expiration Date Fair Value values as of December 31, 2023 (in thousands): Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Credit Facility Credit Facility Credit Facility Mortgage Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility $ 150,000 2.600 % December 2021 January 2024 $ 200,000 4.490 % November 2022 January 2024 200,000 4.411 % November 2022 January 2024 370,000 3.250 % 370,000 3.250 % June 2023 June 2023 June 2024 3,158 June 2024 (3,145) 150,000 2.621 % December 2021 January 2026 200,000 2.662 % December 2021 January 2026 100,000 2.903 % February 2023 February 2027 2,281 100,000 2.733 % February 2023 February 2027 2,775 50,000 2.463 % February 2023 February 2027 1,781 200,000 2.591 % February 2023 February 2027 300,000 2.866 % July 2023 150,000 3.524 % January 2024 May 2027 May 2027 370,000 3.888 % November 2022 June 2027 (3,044) 300,000 4.487 % November 2024 November 2027 (10,273) 100,000 3.756 % January 2023 January 2028 (646) 11 5 5 4,011 5,196 6,378 7,306 549 Total Consolidated Hedges $ 16,348 In addition to these derivative instruments, some of our joint venture loan agreements require the joint venture to purchase interest rate caps on its debt. All such interest rate caps represented an asset of $30.7 million in the aggregate as of December 31, 2023. We also swapped certain floating rate debt at some of our joint ventures. These swaps represented an asset of $12.3 million in the aggregate as of December 31, 2023. Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Total Unconsolidated Hedges Asset Hedged Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Benchmark Notional Value Strike Rate Effective Date Expiration Date Fair Value $ 220,000 4.000 % February 2023 February 2024 $ 318 484,069 0.490 % February 2022 484,069 0.490 % February 2022 505,412 3.000 % June 2023 May 2024 May 2024 June 2024 272,000 4.000 % August 2023 August 2024 477,783 3.500 % September 2023 September 2024 5,213 278,161 4.000 % May 2024 November 2024 278,161 4.000 % May 2024 November 2024 250,000 3.608 % 250,000 3.608 % April 2023 April 2023 February 2026 1,819 February 2026 177,000 1.555 % December 2022 February 2026 8,331 8,330 4,948 1,675 948 948 1,818 8,686 $ 43,034 Rate SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR Rate SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK The table below lists our consolidated derivative instruments, which are hedging variable rate debt, and their related fair values as of December 31, 2023 (in thousands): Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Asset Hedged Benchmark Rate Notional Value Strike Rate Effective Date Expiration Date Fair Value Credit Facility Credit Facility Credit Facility Mortgage Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility Credit Facility SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR $ 150,000 2.600 % December 2021 January 2024 $ 200,000 4.490 % November 2022 January 2024 200,000 4.411 % November 2022 January 2024 11 5 5 370,000 3.250 % 370,000 3.250 % June 2023 June 2023 June 2024 3,158 June 2024 (3,145) 150,000 2.621 % December 2021 January 2026 200,000 2.662 % December 2021 January 2026 4,011 5,196 100,000 2.903 % February 2023 February 2027 2,281 100,000 2.733 % February 2023 February 2027 2,775 50,000 2.463 % February 2023 February 2027 1,781 200,000 2.591 % February 2023 February 2027 300,000 2.866 % July 2023 150,000 3.524 % January 2024 May 2027 May 2027 6,378 7,306 549 370,000 3.888 % November 2022 June 2027 (3,044) 300,000 4.487 % November 2024 November 2027 (10,273) 100,000 3.756 % January 2023 January 2028 (646) Total Consolidated Hedges $ 16,348 In addition to these derivative instruments, some of our joint venture loan agreements require the joint venture to purchase interest rate caps on its debt. All such interest rate caps represented an asset of $30.7 million in the aggregate as of December 31, 2023. We also swapped certain floating rate debt at some of our joint ventures. These swaps represented an asset of $12.3 million in the aggregate as of December 31, 2023. See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Market Rate Risk" for additional information regarding our exposure to interest rate fluctuations. The table below presents the principal cash flows based upon maturity dates of our debt obligations and debt and preferred equity investments and the weighted-average interest rates by expected maturity dates, including as-of-right extension options, as of December 31, 2023 (in thousands): Long-Term Debt Debt and Preferred Equity Investments (1) Average Interest Rate Variable Rate Average Interest Rate Amount 4.98 % $ 110,000 6.03 % $ 120,422 160,000 128,000 6.55 % — — — — 4.57 % 4.57 % 4.55 % — % — % 5.19 % $ 30,000 48,323 — 20,000 346,745 Weighted Yield 9.07 % 8.52 % 10.46 % — % 8.11 % 8.23 % 4.82 % 4.72 % 4.74 % 4.75 % 4.92 % Fixed Rate 477,238 470,000 190,148 2,000,000 — 100,000 $ $ $ 3,237,386 4.84 % $ 3,184,338 $ 270,000 268,787 (1) Our debt and preferred equity investments had an estimated fair value of approximately $0.3 billion as of December 31, 2023. The table below presents the principal cash flows based upon maturity dates of our share of our joint venture debt obligations and the weighted-average interest rates by expected maturity dates, including as-of-right extension options, as of December 31, 2023 (in thousands): Long Term Debt Fixed Rate Average Interest Rate Variable Rate Average Interest Rate $ 524,511 4.12 % $ 1,298,467 8.10 % 3.98 % 3.60 % 3.32 % 2.86 % 2.86 % 1,670,861 542,968 1,185,168 — 2,130,300 6,053,808 5,387,516 — — — — — — % — % — % — % — % $ $ 3.76 % $ 1,298,467 8.10 % $ 1,292,853 2024 2025 2026 2027 2028 Thereafter Total Fair Value 2024 2025 2026 2027 2028 Thereafter Total Fair Value $ 220,000 4.000 % February 2023 February 2024 $ 318 484,069 0.490 % February 2022 484,069 0.490 % February 2022 505,412 3.000 % June 2023 May 2024 May 2024 June 2024 272,000 4.000 % August 2023 August 2024 8,331 8,330 4,948 1,675 477,783 3.500 % September 2023 September 2024 5,213 278,161 4.000 % May 2024 November 2024 278,161 4.000 % May 2024 November 2024 948 948 Benchmark Rate Notional Value Strike Rate Effective Date Expiration Date Fair Value Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Asset Hedged Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage Mortgage SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR SOFR 250,000 3.608 % 250,000 3.608 % April 2023 April 2023 February 2026 1,819 February 2026 177,000 1.555 % December 2022 February 2026 1,818 8,686 Total Unconsolidated Hedges $ 43,034 22 23 79305_SLG 10K_r1.indd 23 79305_SLG 10K_r1.indd 23 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Realty Corp. Consolidated Balance Sheets (in thousands, except per share data) SL Green Realty Corp. Consolidated Balance Sheets (in thousands, except per share data) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 Equity SL Green stockholders' equity: Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2023 and 2022 Common stock, $0.01 par value, 160,000 shares authorized and 65,786 and 65,440 issued and outstanding at December 31, 2023 and 2022, respectively (including 1,060 and 1,060 shares held in treasury at December 31, 2023 and 2022, respectively) Additional paid-in-capital Treasury stock at cost Accumulated other comprehensive income Retained (deficit) earnings Total SL Green stockholders' equity Noncontrolling interests in other partnerships Total equity Total liabilities and equity 221,932 221,932 660 3,826,452 (128,655) 17,477 (151,551) 3,786,315 69,610 3,855,925 656 3,790,358 (128,655) 49,604 651,138 4,585,033 61,889 4,646,922 12,355,794 $ 9,531,181 $ (1) The Company's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $41.2 million and $41.2 million of land, $40.5 million and $41.0 million of building and improvements, $— million and $— million of building and leasehold improvements, $— million and $— million of right of use assets, $5.4 million and $4.4 million of accumulated depreciation, $676.9 million and $599.2 million of other assets included in other line items, $50.0 million and $49.8 million of real estate debt, net, $0.9 million and $0.2 million of accrued interest payable, $— million and $— million of lease liabilities, and $306.5 million and $146.4 million of other liabilities included in other line items as of December 31, 2023 and December 31, 2022, respectively. The accompanying notes are an integral part of these consolidated financial statements. Assets Commercial real estate properties, at cost: Land and land interests Building and improvements Building leasehold and improvements Right of use asset - operating leases Less: accumulated depreciation Cash and cash equivalents Restricted cash Investments in marketable securities Tenant and other receivables Related party receivables Deferred rents receivable Debt and preferred equity investments, net of discounts and deferred origination fees of $1,630 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively Investments in unconsolidated joint ventures Deferred costs, net Other assets Total assets (1) Liabilities Mortgages and other loans payable, net Revolving credit facility, net Unsecured term loans, net Unsecured notes, net Accrued interest payable Other liabilities Accounts payable and accrued expenses Deferred revenue Lease liability - financing leases Lease liability - operating leases Dividend and distributions payable Security deposits Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities Total liabilities (1) Commitments and contingencies Noncontrolling interests in Operating Partnership Preferred units $ 1,092,671 $ 3,655,624 1,354,569 953,236 7,056,100 (2,035,311) 5,020,789 221,823 113,696 9,591 33,270 12,168 264,653 346,745 2,983,313 111,463 413,670 1,576,927 4,903,776 1,691,831 1,026,265 9,198,799 (2,039,554) 7,159,245 203,273 180,781 11,240 34,497 27,352 257,887 623,280 3,190,137 121,157 546,945 $ $ 9,531,181 $ 12,355,794 1,491,319 $ 554,752 1,244,881 99,795 17,930 471,401 153,164 134,053 105,531 827,692 20,280 49,906 100,000 5,270,704 238,051 166,501 3,227,563 443,217 1,641,552 99,692 14,227 236,211 154,867 272,248 104,218 895,100 21,569 50,472 100,000 7,260,936 269,993 177,943 79305_SLG 10K_r1.indd 24 79305_SLG 10K_r1.indd 24 4/16/24 11:20 AM 4/16/24 11:20 AM 24 25 Table of Contents Table of Contents SL Green Realty Corp. Consolidated Balance Sheets (in thousands, except per share data) SL Green Realty Corp. Consolidated Balance Sheets (in thousands, except per share data) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 Equity SL Green stockholders' equity: Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2023 and 2022 Common stock, $0.01 par value, 160,000 shares authorized and 65,786 and 65,440 issued and outstanding at December 31, 2023 and 2022, respectively (including 1,060 and 1,060 shares held in treasury at December 31, 2023 and 2022, respectively) Additional paid-in-capital Treasury stock at cost Accumulated other comprehensive income Retained (deficit) earnings Total SL Green stockholders' equity Noncontrolling interests in other partnerships Total equity Total liabilities and equity 221,932 221,932 660 3,826,452 (128,655) 17,477 (151,551) 3,786,315 69,610 3,855,925 $ 9,531,181 $ 656 3,790,358 (128,655) 49,604 651,138 4,585,033 61,889 4,646,922 12,355,794 (1) The Company's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $41.2 million and $41.2 million of land, $40.5 million and $41.0 million of building and improvements, $— million and $— million of building and leasehold improvements, $— million and $— million of right of use assets, $5.4 million and $4.4 million of accumulated depreciation, $676.9 million and $599.2 million of other assets included in other line items, $50.0 million and $49.8 million of real estate debt, net, $0.9 million and $0.2 million of accrued interest payable, $— million and $— million of lease liabilities, and $306.5 million and $146.4 million of other liabilities included in other line items as of December 31, 2023 and December 31, 2022, respectively. 9,531,181 $ 12,355,794 $ $ The accompanying notes are an integral part of these consolidated financial statements. Debt and preferred equity investments, net of discounts and deferred origination fees of $1,630 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively Investments in unconsolidated joint ventures Assets Commercial real estate properties, at cost: Land and land interests Building and improvements Building leasehold and improvements Right of use asset - operating leases Less: accumulated depreciation Cash and cash equivalents Restricted cash Investments in marketable securities Tenant and other receivables Related party receivables Deferred rents receivable Deferred costs, net Other assets Total assets (1) Liabilities Mortgages and other loans payable, net Revolving credit facility, net Unsecured term loans, net Unsecured notes, net Accrued interest payable Other liabilities Accounts payable and accrued expenses Deferred revenue Lease liability - financing leases Lease liability - operating leases Dividend and distributions payable Security deposits securities Total liabilities (1) Commitments and contingencies Noncontrolling interests in Operating Partnership Preferred units Junior subordinated deferrable interest debentures held by trusts that issued trust preferred $ 1,092,671 $ 3,655,624 1,354,569 953,236 7,056,100 (2,035,311) 5,020,789 221,823 113,696 9,591 33,270 12,168 264,653 346,745 2,983,313 111,463 413,670 1,491,319 $ 554,752 1,244,881 99,795 17,930 471,401 153,164 134,053 105,531 827,692 20,280 49,906 100,000 5,270,704 238,051 166,501 1,576,927 4,903,776 1,691,831 1,026,265 9,198,799 (2,039,554) 7,159,245 203,273 180,781 11,240 34,497 27,352 257,887 623,280 3,190,137 121,157 546,945 3,227,563 443,217 1,641,552 99,692 14,227 236,211 154,867 272,248 104,218 895,100 21,569 50,472 100,000 7,260,936 269,993 177,943 24 25 79305_SLG 10K_r1.indd 25 79305_SLG 10K_r1.indd 25 4/16/24 11:20 AM 4/16/24 11:20 AM Consolidated Statements of Comprehensive (Loss) Income SL Green Realty Corp. (in thousands) Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 (Decrease) increase in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments (Decrease) increase in unrealized value of marketable securities Other comprehensive (loss) income Comprehensive (loss) income Net loss (income) attributable to noncontrolling interests and preferred units distributions Other comprehensive loss (income) attributable to noncontrolling interests (32,437) (1,650) (34,087) (633,424) 34,778 1,960 103,629 (1,440) 102,189 25,886 (1,771) (5,827) Comprehensive (loss) income attributable to SL Green $ (596,686) $ 18,288 $ 21,427 104 21,531 502,163 (30,878) (1,042) 470,243 The accompanying notes are an integral part of these consolidated financial statements. Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Operations (in thousands, except per share data) Year Ended December 31, 2023 2022 2021 $ 683,335 $ 671,500 $ 678,176 Net (loss) income Other comprehensive (loss) income: Revenues Rental revenue, net SUMMIT Operator revenue Investment income Other income Total revenues Expenses Operating expenses, including related party expenses of $5 in 2023, $5,701 in 2022 and $12,377 in 2021 Real estate taxes Operating lease rent SUMMIT Operator expenses Interest expense, net of interest income Amortization of deferred financing costs SUMMIT Operator tax expense Depreciation and amortization Loan loss and other investment reserves, net of recoveries Transaction related costs Marketing, general and administrative Total expenses Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Net (loss) income Net loss (income) attributable to noncontrolling interests: Noncontrolling interests in the Operating Partnership Noncontrolling interests in other partnerships Preferred units distributions Net (loss) income attributable to SL Green Perpetual preferred stock dividends Net (loss) income attributable to SL Green common stockholders Basic (loss) earnings per share Diluted (loss) earnings per share 118,260 34,705 77,410 913,710 196,696 143,757 27,292 101,211 137,114 7,837 9,201 247,810 6,890 1,099 111,389 990,296 (76,509) (13,368) (17,260) (32,370) (382,374) (870) (599,337) 37,465 4,568 (7,255) (564,559) (14,950) 89,048 81,113 77,793 919,454 174,063 138,228 26,943 89,207 89,473 7,817 2,647 216,167 — 409 93,798 838,752 (57,958) (131) (8,118) (84,485) (6,313) — (76,303) 5,794 (1,122) (6,443) (78,074) (14,950) $ $ $ (579,509) $ (93,024) $ (9.12) $ (9.12) $ (1.49) $ (1.49) $ Basic weighted average common shares outstanding Diluted weighted average common shares and common share equivalents outstanding 63,809 67,972 63,917 67,929 The accompanying notes are an integral part of these consolidated financial statements. 16,311 80,340 86,483 861,310 167,153 152,835 26,554 16,219 70,891 11,424 1,000 216,969 2,931 3,773 94,912 764,661 (55,402) (32,757) 210,070 287,417 (23,794) (1,551) 480,632 (25,457) 1,884 (7,305) 449,754 (14,950) 434,804 6.57 6.50 65,740 70,769 79305_SLG 10K_r1.indd 26 79305_SLG 10K_r1.indd 26 4/16/24 11:20 AM 4/16/24 11:20 AM 26 27 Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Comprehensive (Loss) Income (in thousands) Net (loss) income Other comprehensive (loss) income: Year Ended December 31, 2022 2021 2023 $ (599,337) $ (76,303) $ 480,632 (Decrease) increase in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments (Decrease) increase in unrealized value of marketable securities Other comprehensive (loss) income Comprehensive (loss) income Net loss (income) attributable to noncontrolling interests and preferred units distributions Other comprehensive loss (income) attributable to noncontrolling interests (32,437) (1,650) (34,087) (633,424) 34,778 1,960 103,629 (1,440) 102,189 25,886 (1,771) (5,827) Comprehensive (loss) income attributable to SL Green $ (596,686) $ 18,288 $ 21,427 104 21,531 502,163 (30,878) (1,042) 470,243 The accompanying notes are an integral part of these consolidated financial statements. SL Green Realty Corp. Consolidated Statements of Operations (in thousands, except per share data) Year Ended December 31, 2023 2022 2021 $ 683,335 $ 671,500 $ 678,176 Revenues Rental revenue, net SUMMIT Operator revenue Investment income Other income Total revenues Expenses 2022 and $12,377 in 2021 Real estate taxes Operating lease rent SUMMIT Operator expenses Operating expenses, including related party expenses of $5 in 2023, $5,701 in Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Interest expense, net of interest income Amortization of deferred financing costs SUMMIT Operator tax expense Depreciation and amortization Transaction related costs Marketing, general and administrative Total expenses Loan loss and other investment reserves, net of recoveries Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Net (loss) income Net loss (income) attributable to noncontrolling interests: Noncontrolling interests in the Operating Partnership Noncontrolling interests in other partnerships Preferred units distributions Net (loss) income attributable to SL Green Perpetual preferred stock dividends 118,260 34,705 77,410 913,710 196,696 143,757 27,292 101,211 137,114 7,837 9,201 247,810 6,890 1,099 111,389 990,296 (76,509) (13,368) (17,260) (32,370) (382,374) (870) (599,337) 37,465 4,568 (7,255) (564,559) (14,950) 89,048 81,113 77,793 919,454 174,063 138,228 26,943 89,207 89,473 7,817 2,647 216,167 — 409 93,798 838,752 (57,958) (131) (8,118) (84,485) (6,313) — (76,303) 5,794 (1,122) (6,443) (78,074) (14,950) Net (loss) income attributable to SL Green common stockholders (579,509) $ (93,024) $ Basic (loss) earnings per share Diluted (loss) earnings per share (9.12) $ (9.12) $ (1.49) $ (1.49) $ $ $ $ Basic weighted average common shares outstanding Diluted weighted average common shares and common share equivalents outstanding 63,809 67,972 63,917 67,929 The accompanying notes are an integral part of these consolidated financial statements. 16,311 80,340 86,483 861,310 167,153 152,835 26,554 16,219 70,891 11,424 1,000 216,969 2,931 3,773 94,912 764,661 (55,402) (32,757) 210,070 287,417 (23,794) (1,551) 480,632 (25,457) 1,884 (7,305) 449,754 (14,950) 434,804 6.57 6.50 65,740 70,769 26 27 79305_SLG 10K_r1.indd 27 79305_SLG 10K_r1.indd 27 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Equity (in thousands, except per share data) SL Green Realty Corp. Stockholders Common Stock Balance at December 31, 2020 $ 221,932 66,474 $ 716 $ 3,862,949 $ (124,049) $ (67,247) $ 1,015,462 $ 26,032 $ 4,935,795 Series I Preferred Stock Shares Par Value Additional Paid- In-Capital Treasury Stock Accumulated Other Comprehensive (Loss) Income Retained (Deficit) Earnings Noncontrolling Interests Total Net income Other comprehensive income Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common stock Proceeds from stock options exercised Contributions to consolidated joint venture interests Sale of interest in partially owned entity Cash distributions to noncontrolling interests 11 738 108 2 32,581 (4,474) (46) (281,206) 12 818 449,754 (1,884) 447,870 20,489 (14,950) (9,851) (56,372) 20,489 (14,950) 738 (9,851) 32,583 (337,624) 818 336 (4,476) (6,631) 336 (4,476) (6,631) Issuance of special dividend paid in stock 1,974 123,529 (2,111) 2,111 123,529 Cash distributions declared ($6.2729 per common share, none of which represented a return of capital for federal income tax purposes) (410,373) (410,373) Balance at December 31, 2021 $ 221,932 64,105 $ 672 $ 3,739,409 $ (126,160) $ (46,758) $ 975,781 $ 13,377 $ 4,778,253 Net loss Acquisition of subsidiary interest from noncontrolling interest Other comprehensive income Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common stock Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Issuance of special dividend paid in stock Cash distributions declared ($3.6896 per common share, none of which represented a return of capital for federal income tax purposes) (29,742) (75) (29,817) (78,074) 1,122 (76,952) Changes in operating assets and liabilities: 11 525 274 4 32,030 (1,971) (20) (114,979) 1,961 163,115 (2,495) 96,362 (14,950) 39,974 96,362 (14,950) 525 39,974 32,034 (36,198) (151,197) 52,164 52,164 (4,699) (4,699) 160,620 (235,395) (235,395) Balance at December 31, 2022 $ 221,932 64,380 $ 656 $ 3,790,358 $ (128,655) $ 49,604 $ 651,138 $ 61,889 $ 4,646,922 Distributions in excess of cumulative earnings from unconsolidated joint ventures Net loss Other comprehensive loss Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Cash distributions declared ($3.2288 per common share, none of which represented a return of capital for federal income tax purposes) 17 525 329 4 35,569 (564,559) (4,568) (569,127) (32,127) (14,950) (15,486) (32,127) (14,950) 525 (15,486) 35,573 15,066 (2,777) 15,066 (2,777) (207,694) (207,694) Balance at December 31, 2023 $ 221,932 64,726 $ 660 $ 3,826,452 $ (128,655) $ 17,477 $ (151,551) $ 69,610 $ 3,855,925 The accompanying notes are an integral part of these consolidated financial statements. Net proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment Cash assumed from consolidation of real estate investment Proceeds from sale or redemption of marketable securities Purchases of marketable securities Other investments Origination of debt and preferred equity investments Repayments or redemption of debt and preferred equity investments Net cash provided by investing activities Financing Activities Proceeds from mortgages and other loans payable Repayments of mortgages and other loans payable 79305_SLG 10K_r1.indd 28 79305_SLG 10K_r1.indd 28 4/16/24 11:20 AM 4/16/24 11:20 AM 28 29 SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) Operating Activities Net (loss) income Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation and amortization Equity in net loss from unconsolidated joint ventures Distributions of cumulative earnings from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture interest/real estate Purchase price and other fair value adjustments Depreciable real estate reserves and impairments Loss (gain) on sale of real estate, net Loan loss and other investment reserves, net of recoveries Loss on early extinguishment of debt Deferred rents receivable Non-cash lease expense Other non-cash adjustments Tenant and other receivables Related party receivables Deferred lease costs Other assets Deferred revenue Change in lease liability - operating leases Net cash provided by operating activities Investing Activities Acquisitions of real estate property Additions to land, buildings and improvements Investments in unconsolidated joint ventures Accounts payable, accrued expenses, other liabilities and security deposits Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 255,647 76,509 9,897 13,368 17,260 382,374 32,370 6,890 870 (17,903) 20,435 28,174 (1,725) 15,788 (17,427) (1,922) 11,974 8,057 (11,796) 229,503 (259,663) (184,481) 140,569 557,611 — — — — (17,334) (65,357) — 171,345 223,984 57,958 780 131 8,118 6,313 84,485 — — (5,749) 22,403 (5,676) 14,370 6,666 (21,792) (28,204) (30,839) 18,332 1,111 276,088 (300,770) (184,518) 141,742 626,364 60,494 15,626 — — 1,432 (51,367) 181,293 425,805 228,393 55,402 824 32,757 (210,070) 23,794 (287,417) 2,931 1,551 (6,701) 17,234 37,164 (20,561) (8,727) (10,117) 20,245 (66,387) (1,727) (33,241) 255,979 (302,486) (88,872) 770,604 651,594 — 9,475 4,528 (10,000) 40,200 (95,695) 167,024 993,581 $ — $ (64,491) $ (152,791) Proceeds from revolving credit facility, term loans and senior unsecured notes Repayments of revolving credit facility, term loans and senior unsecured notes (828,000) (1,864,000) (1,808,000) Proceeds from stock options exercised and DRSPP issuance 525 525 1,556 $ — $ 381,980 $ 39,689 (25,826) 538,000 (292,364) (375,044) 1,524,000 1,488,000 Balance at December 31, 2020 $ 221,932 66,474 $ 716 $ 3,862,949 $ (124,049) $ (67,247) $ 1,015,462 $ 26,032 $ 4,935,795 Series I Preferred Stock Shares Par Value Additional Paid- In-Capital Treasury Stock Accumulated Other Comprehensive (Loss) Income Retained (Deficit) Earnings Noncontrolling Interests Total Issuance of special dividend paid in stock 1,974 123,529 (2,111) 2,111 123,529 Balance at December 31, 2021 $ 221,932 64,105 $ 672 $ 3,739,409 $ (126,160) $ (46,758) $ 975,781 $ 13,377 $ 4,778,253 (29,742) (75) (29,817) SL Green Realty Corp. Consolidated Statements of Equity (in thousands, except per share data) SL Green Realty Corp. Stockholders Common Stock 11 738 108 2 32,581 (4,474) (46) (281,206) 12 818 11 525 274 4 32,030 (1,971) (20) (114,979) 1,961 163,115 (2,495) 17 525 329 4 35,569 449,754 (1,884) 447,870 20,489 (14,950) (9,851) (56,372) 20,489 (14,950) 738 (9,851) 32,583 (337,624) 818 336 (4,476) (6,631) 336 (4,476) (6,631) (410,373) (410,373) 96,362 (14,950) 39,974 (36,198) (151,197) 52,164 52,164 (4,699) (4,699) 160,620 (235,395) (235,395) (564,559) (4,568) (569,127) (32,127) (14,950) (15,486) 96,362 (14,950) 525 39,974 32,034 (32,127) (14,950) 525 (15,486) 35,573 15,066 (2,777) Net income Other comprehensive income Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common stock Proceeds from stock options exercised Contributions to consolidated joint venture interests Sale of interest in partially owned entity Cash distributions to noncontrolling interests Cash distributions declared ($6.2729 per common share, none of which represented a return of capital for federal income tax purposes) Net loss Acquisition of subsidiary interest from noncontrolling interest Other comprehensive income Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common stock Contributions to consolidated joint venture interests stock Cash distributions to noncontrolling interests Issuance of special dividend paid in Cash distributions declared ($3.6896 per common share, none of which represented a return of capital for federal income tax purposes) Net loss Other comprehensive loss Perpetual preferred stock dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Cash distributions declared ($3.2288 per common share, none of which represented a return of capital for federal income tax purposes) Balance at December 31, 2023 $ 221,932 64,726 $ 660 $ 3,826,452 $ (128,655) $ 17,477 $ (151,551) $ 69,610 $ 3,855,925 (207,694) (207,694) Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) Operating Activities Net (loss) income Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation and amortization Equity in net loss from unconsolidated joint ventures Distributions of cumulative earnings from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture interest/real estate Purchase price and other fair value adjustments Depreciable real estate reserves and impairments Loss (gain) on sale of real estate, net Loan loss and other investment reserves, net of recoveries Loss on early extinguishment of debt Deferred rents receivable Non-cash lease expense Other non-cash adjustments (78,074) 1,122 (76,952) Changes in operating assets and liabilities: Tenant and other receivables Related party receivables Deferred lease costs Other assets Accounts payable, accrued expenses, other liabilities and security deposits Deferred revenue Change in lease liability - operating leases Net cash provided by operating activities Investing Activities Acquisitions of real estate property Additions to land, buildings and improvements Investments in unconsolidated joint ventures Balance at December 31, 2022 $ 221,932 64,380 $ 656 $ 3,790,358 $ (128,655) $ 49,604 $ 651,138 $ 61,889 $ 4,646,922 Distributions in excess of cumulative earnings from unconsolidated joint ventures Net proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment Cash assumed from consolidation of real estate investment Proceeds from sale or redemption of marketable securities Purchases of marketable securities Other investments 15,066 (2,777) Origination of debt and preferred equity investments Repayments or redemption of debt and preferred equity investments Net cash provided by investing activities Financing Activities Proceeds from mortgages and other loans payable Repayments of mortgages and other loans payable The accompanying notes are an integral part of these consolidated financial statements. Proceeds from revolving credit facility, term loans and senior unsecured notes Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 255,647 76,509 9,897 13,368 17,260 382,374 32,370 6,890 870 (17,903) 20,435 28,174 (1,725) 15,788 (17,427) (1,922) 11,974 8,057 (11,796) 229,503 223,984 57,958 780 131 8,118 6,313 84,485 — — (5,749) 22,403 (5,676) 14,370 6,666 (21,792) (28,204) (30,839) 18,332 1,111 276,088 228,393 55,402 824 32,757 (210,070) 23,794 (287,417) 2,931 1,551 (6,701) 17,234 37,164 (20,561) (8,727) (10,117) 20,245 (66,387) (1,727) (33,241) 255,979 $ — $ (64,491) $ (152,791) (259,663) (184,481) 140,569 557,611 — — — — (17,334) (65,357) — 171,345 (300,770) (184,518) 141,742 626,364 60,494 — 15,626 — 1,432 (51,367) 181,293 425,805 (302,486) (88,872) 770,604 651,594 — 9,475 4,528 (10,000) 40,200 (95,695) 167,024 993,581 $ — $ 381,980 $ 39,689 (25,826) 538,000 (292,364) (375,044) 1,524,000 1,488,000 28 29 Repayments of revolving credit facility, term loans and senior unsecured notes (828,000) (1,864,000) (1,808,000) Proceeds from stock options exercised and DRSPP issuance 525 525 1,556 79305_SLG 10K_r1.indd 29 79305_SLG 10K_r1.indd 29 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) Repurchase of common stock Redemption of preferred stock Redemption of OP units Distributions to noncontrolling interests in other partnerships Contributions from noncontrolling interests in other partnerships Acquisition of subsidiary interest from noncontrolling interest Distributions to noncontrolling interests in the Operating Partnership Dividends paid on common and preferred stock Other obligation related to secured borrowing Tax withholdings related to restricted share awards Deferred loan costs Principal payments on financing lease liabilities Net cash used in financing activities Net (decrease) increase in cash, cash equivalents, and restricted cash Cash, cash equivalents, and restricted cash at beginning of year Year Ended December 31, 2023 2022 2021 — (151,197) (341,403) (11,700) (9,076) (2,777) 6,932 — (14,779) (17,967) (40,901) (4,699) 52,164 (29,817) (16,272) (6,040) (25,703) (6,631) 336 — (15,749) (230,931) (262,136) (271,075) 129,656 — (1,407) — 77,874 (3,915) (8,098) — 51,862 (2,990) (13,745) (434) (449,383) (654,823) (1,285,371) (48,535) 384,054 47,070 336,984 (35,811) 372,795 Cash, cash equivalents, and restricted cash at end of period $ 335,519 $ 384,054 $ 336,984 In December 2023, the Company declared a regular monthly distribution per share of $0.2500 that was paid in cash. This distribution was paid in January 2024. In December 2022, the Company declared a regular monthly distribution per share of $0.2708 that was paid in cash. This distribution was paid in January 2023. In December 2021, the Company declared a regular monthly distribution per share of $0.3108 that was paid in cash and a special distribution per share of $2.4392 that was paid entirely in stock. These distributions were paid in January 2022. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. Cash and cash equivalents Restricted cash Total cash, cash equivalents, and restricted cash The accompanying notes are an integral part of these consolidated financial statements. Year Ended 2023 2022 2021 $ $ 221,823 $ 203,273 $ 251,417 113,696 180,781 85,567 335,519 $ 384,054 $ 336,984 $ $ $ Supplemental cash flow disclosures: Interest paid Income taxes paid Supplemental Disclosure of Non-Cash Investing and Financing Activities: Redemption of units in the Operating Partnership for a joint venture sale Exchange of preferred equity investment for real estate or equity in joint venture Exchange of debt investment for real estate or equity in joint venture Assumption of mortgage and mezzanine loans Issuance of special dividend paid in stock Tenant improvements and capital expenditures payable Fair value adjustment to noncontrolling interest in the Operating Partnership Investment in joint venture Deconsolidation of a subsidiary Deconsolidation of subsidiary debt Debt and preferred equity investments Transfer of assets related to assets held for sale Transfer of liabilities related to assets held for sale Extinguishment of debt in connection with property dispositions Consolidation of real estate investment — $ — 349,946 — — — 15,486 — 101,351 1,712,750 — — — — — 229,119 $ 169,519 $ 152,773 7,815 $ 5,358 $ 4,405 — $ 27,586 190,652 193,995 1,712,750 160,620 18,518 39,974 47,135 — — 302 — — — — — — — — — 9,468 60,000 121,418 7,580 9,851 — 66,837 510,000 8,372 140,855 64,120 53,548 119,444 19,831 4,476 — 358 — Removal of fully depreciated commercial real estate properties 16,313 30,359 Sale of interest in partially owned entity Contribution to consolidated joint venture by noncontrolling interest Distributions to noncontrolling interests Share repurchase or redemption payable Recognition of right of use assets and related lease liabilities — 8,134 — 9,513 — 57,938 537,344 79305_SLG 10K_r1.indd 30 79305_SLG 10K_r1.indd 30 4/16/24 11:20 AM 4/16/24 11:20 AM 30 31 Table of Contents Table of Contents SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) SL Green Realty Corp. Consolidated Statements of Cash Flows (in thousands, except per share data) In December 2023, the Company declared a regular monthly distribution per share of $0.2500 that was paid in cash. This distribution was paid in January 2024. In December 2022, the Company declared a regular monthly distribution per share of $0.2708 that was paid in cash. This distribution was paid in January 2023. In December 2021, the Company declared a regular monthly distribution per share of $0.3108 that was paid in cash and a special distribution per share of $2.4392 that was paid entirely in stock. These distributions were paid in January 2022. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. (230,931) (262,136) (271,075) Cash and cash equivalents Restricted cash Total cash, cash equivalents, and restricted cash Year Ended 2023 2022 2021 $ $ 221,823 $ 203,273 $ 251,417 113,696 180,781 85,567 335,519 $ 384,054 $ 336,984 The accompanying notes are an integral part of these consolidated financial statements. Repurchase of common stock Redemption of preferred stock Redemption of OP units Distributions to noncontrolling interests in other partnerships Contributions from noncontrolling interests in other partnerships Acquisition of subsidiary interest from noncontrolling interest Distributions to noncontrolling interests in the Operating Partnership Dividends paid on common and preferred stock Other obligation related to secured borrowing Tax withholdings related to restricted share awards Deferred loan costs Principal payments on financing lease liabilities Net cash used in financing activities Net (decrease) increase in cash, cash equivalents, and restricted cash Cash, cash equivalents, and restricted cash at beginning of year Year Ended December 31, 2023 2022 2021 — (151,197) (341,403) (17,967) (40,901) (4,699) 52,164 (29,817) (16,272) 77,874 (3,915) (8,098) — (6,040) (25,703) (6,631) 336 — (15,749) 51,862 (2,990) (13,745) (434) (449,383) (654,823) (1,285,371) 47,070 336,984 (35,811) 372,795 Cash, cash equivalents, and restricted cash at end of period $ 335,519 $ 384,054 $ 336,984 Supplemental cash flow disclosures: Interest paid Income taxes paid Supplemental Disclosure of Non-Cash Investing and Financing Activities: Redemption of units in the Operating Partnership for a joint venture sale — $ — $ 27,586 Exchange of preferred equity investment for real estate or equity in joint venture Exchange of debt investment for real estate or equity in joint venture 349,946 229,119 $ 169,519 $ 152,773 7,815 $ 5,358 $ 4,405 $ $ $ Fair value adjustment to noncontrolling interest in the Operating Partnership 15,486 Assumption of mortgage and mezzanine loans Issuance of special dividend paid in stock Tenant improvements and capital expenditures payable Investment in joint venture Deconsolidation of a subsidiary Deconsolidation of subsidiary debt Debt and preferred equity investments Transfer of assets related to assets held for sale Transfer of liabilities related to assets held for sale Extinguishment of debt in connection with property dispositions Consolidation of real estate investment Sale of interest in partially owned entity Contribution to consolidated joint venture by noncontrolling interest Distributions to noncontrolling interests Share repurchase or redemption payable Removal of fully depreciated commercial real estate properties 16,313 30,359 Recognition of right of use assets and related lease liabilities 57,938 537,344 190,652 193,995 1,712,750 160,620 18,518 39,974 47,135 — — 302 — — — — — — — — — 9,468 60,000 121,418 7,580 9,851 — 66,837 510,000 8,372 140,855 64,120 53,548 119,444 19,831 4,476 — 358 — (11,700) (9,076) (2,777) 6,932 — (14,779) 129,656 (1,407) — — (48,535) 384,054 101,351 1,712,750 — — — — — — — — — — — 8,134 — 9,513 — 30 31 79305_SLG 10K_r1.indd 31 79305_SLG 10K_r1.indd 31 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Balance Sheets (in thousands, except per unit data) SL Green Operating Partnership, L.P. Consolidated Balance Sheets (in thousands, except per unit data) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 Capital SLGOP partners' capital: December 31, 2023 and 2022 Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both SL Green partners' capital (687 and 680 general partner common units, and 64,039 and 63,700 limited partner common units outstanding at December 31, 2023 and 2022, respectively) Accumulated other comprehensive income Total SLGOP partners' capital Noncontrolling interests in other partnerships Total capital Total liabilities and capital 221,932 221,932 3,546,906 17,477 3,786,315 69,610 3,855,925 4,313,497 49,604 4,585,033 61,889 4,646,922 12,355,794 $ 9,531,181 $ (1) The Operating Partnership's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $41.2 million and $41.2 million of land, $40.5 million and $41.0 million of building and improvements, $— million and $— million of building and leasehold improvements, $— million and $— million of right of use assets, $5.4 million and $4.4 million of accumulated depreciation, $676.9 million and $599.2 million of other assets included in other line items, $50.0 million and $49.8 million of real estate debt, net, $0.9 million and $0.2 million of accrued interest payable, $— million and $— million of lease liabilities, and $306.5 million and $146.4 million of other liabilities included in other line items as of December 31, 2023 and December 31, 2022, respectively. The accompanying notes are an integral part of these consolidated financial statements. Assets Commercial real estate properties, at cost: Land and land interests Building and improvements Building leasehold and improvements Right of use asset - operating leases Less: accumulated depreciation Cash and cash equivalents Restricted cash Investments in marketable securities Tenant and other receivables Related party receivables Deferred rents receivable Debt and preferred equity investments, net of discounts and deferred origination fees of $1,630 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively Investments in unconsolidated joint ventures Deferred costs, net Other assets Total assets (1) Liabilities Mortgages and other loans payable, net Revolving credit facility, net Unsecured term loans, net Unsecured notes, net Accrued interest payable Other liabilities Accounts payable and accrued expenses Deferred revenue Lease liability - financing leases Lease liability - operating leases Dividend and distributions payable Security deposits Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities Total liabilities (1) Commitments and contingencies Limited partner interests in SLGOP (3,949 and 3,670 limited partner common units outstanding at December 31, 2023 and 2022, respectively) Preferred units $ 1,092,671 $ 3,655,624 1,354,569 953,236 7,056,100 (2,035,311) 5,020,789 221,823 113,696 9,591 33,270 12,168 264,653 346,745 2,983,313 111,463 413,670 1,576,927 4,903,776 1,691,831 1,026,265 9,198,799 (2,039,554) 7,159,245 203,273 180,781 11,240 34,497 27,352 257,887 623,280 3,190,137 121,157 546,945 $ $ 9,531,181 $ 12,355,794 1,491,319 $ 554,752 1,244,881 99,795 17,930 471,401 153,164 134,053 105,531 827,692 20,280 49,906 100,000 5,270,704 238,051 166,501 3,227,563 443,217 1,641,552 99,692 14,227 236,211 154,867 272,248 104,218 895,100 21,569 50,472 100,000 7,260,936 269,993 177,943 79305_SLG 10K_r1.indd 32 79305_SLG 10K_r1.indd 32 4/16/24 11:20 AM 4/16/24 11:20 AM 32 33 Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Balance Sheets (in thousands, except per unit data) SL Green Operating Partnership, L.P. Consolidated Balance Sheets (in thousands, except per unit data) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 Capital SLGOP partners' capital: Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2023 and 2022 SL Green partners' capital (687 and 680 general partner common units, and 64,039 and 63,700 limited partner common units outstanding at December 31, 2023 and 2022, respectively) Accumulated other comprehensive income Total SLGOP partners' capital Noncontrolling interests in other partnerships Total capital Total liabilities and capital 221,932 221,932 3,546,906 17,477 3,786,315 69,610 3,855,925 $ 9,531,181 $ 4,313,497 49,604 4,585,033 61,889 4,646,922 12,355,794 (1) The Operating Partnership's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $41.2 million and $41.2 million of land, $40.5 million and $41.0 million of building and improvements, $— million and $— million of building and leasehold improvements, $— million and $— million of right of use assets, $5.4 million and $4.4 million of accumulated depreciation, $676.9 million and $599.2 million of other assets included in other line items, $50.0 million and $49.8 million of real estate debt, net, $0.9 million and $0.2 million of accrued interest payable, $— million and $— million of lease liabilities, and $306.5 million and $146.4 million of other liabilities included in other line items as of December 31, 2023 and December 31, 2022, respectively. The accompanying notes are an integral part of these consolidated financial statements. Assets Commercial real estate properties, at cost: Land and land interests Building and improvements Building leasehold and improvements Right of use asset - operating leases Less: accumulated depreciation Cash and cash equivalents Restricted cash Investments in marketable securities Tenant and other receivables Related party receivables Deferred rents receivable Deferred costs, net Other assets Total assets (1) Liabilities Mortgages and other loans payable, net Revolving credit facility, net Unsecured term loans, net Unsecured notes, net Accrued interest payable Other liabilities Accounts payable and accrued expenses Deferred revenue Lease liability - financing leases Lease liability - operating leases Dividend and distributions payable Security deposits securities Total liabilities (1) Commitments and contingencies Debt and preferred equity investments, net of discounts and deferred origination fees of $1,630 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively Investments in unconsolidated joint ventures Junior subordinated deferrable interest debentures held by trusts that issued trust preferred Limited partner interests in SLGOP (3,949 and 3,670 limited partner common units outstanding at December 31, 2023 and 2022, respectively) Preferred units $ 1,092,671 $ 9,531,181 $ 12,355,794 $ $ 3,655,624 1,354,569 953,236 7,056,100 (2,035,311) 5,020,789 221,823 113,696 9,591 33,270 12,168 264,653 346,745 2,983,313 111,463 413,670 1,491,319 $ 554,752 1,244,881 99,795 17,930 471,401 153,164 134,053 105,531 827,692 20,280 49,906 100,000 5,270,704 238,051 166,501 1,576,927 4,903,776 1,691,831 1,026,265 9,198,799 (2,039,554) 7,159,245 203,273 180,781 11,240 34,497 27,352 257,887 623,280 3,190,137 121,157 546,945 3,227,563 443,217 1,641,552 99,692 14,227 236,211 154,867 272,248 104,218 895,100 21,569 50,472 100,000 7,260,936 269,993 177,943 32 33 79305_SLG 10K_r1.indd 33 79305_SLG 10K_r1.indd 33 4/16/24 11:20 AM 4/16/24 11:20 AM SL Green Operating Partnership, L.P. Consolidated Statements of Comprehensive (Loss) Income (in thousands) Net (loss) income Other comprehensive (loss) income: (Decrease) increase in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments (Decrease) increase in unrealized value of marketable securities Other comprehensive (loss) income Comprehensive (loss) income Net loss (income) attributable to noncontrolling interests Other comprehensive loss (income) attributable to noncontrolling interests Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 (32,437) (1,650) (34,087) (633,424) 4,568 1,960 103,629 (1,440) 102,189 25,886 (1,122) (5,827) 21,427 104 21,531 502,163 1,884 (1,042) Comprehensive (loss) income attributable to SLGOP $ (626,896) $ 18,937 $ 503,005 The accompanying notes are an integral part of these consolidated financial statements. Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Operations (in thousands, except per unit data) Year Ended December 31, 2023 2022 2021 $ 683,335 $ 671,500 $ 678,176 Revenues Rental revenue, net SUMMIT Operator revenue Investment income Other income Total revenues Expenses Operating expenses, including related party expenses of $5 in 2023, $5,701 in 2022 and $12,377 in 2021 Real estate taxes Operating lease rent SUMMIT Operator expenses Interest expense, net of interest income Amortization of deferred financing costs SUMMIT Operator tax expense Depreciation and amortization Loan loss and other investment reserves, net of recoveries Transaction related costs Marketing, general and administrative Total expenses Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Net (loss) income Net loss (income) attributable to noncontrolling interests in other partnerships Preferred units distributions Net (loss) income attributable to SLGOP Perpetual preferred unit dividends Net (loss) income attributable to SLGOP common unitholders Basic (loss) earnings per unit Diluted (loss) earnings per unit 118,260 34,705 77,410 913,710 196,696 143,757 27,292 101,211 137,114 7,837 9,201 247,810 6,890 1,099 111,389 990,296 (76,509) (13,368) (17,260) (32,370) (382,374) (870) (599,337) 4,568 (7,255) (602,024) (14,950) 89,048 81,113 77,793 919,454 174,063 138,228 26,943 89,207 89,473 7,817 2,647 216,167 — 409 93,798 838,752 (57,958) (131) (8,118) (84,485) (6,313) — (76,303) (1,122) (6,443) (83,868) (14,950) $ $ $ (616,974) $ (98,818) $ (9.12) $ (9.12) $ (1.49) $ (1.49) $ Basic weighted average common units outstanding Diluted weighted average common units and common unit equivalents outstanding 67,972 67,972 67,929 67,929 The accompanying notes are an integral part of these consolidated financial statements. 16,311 80,340 86,483 861,310 167,153 152,835 26,554 16,219 70,891 11,424 1,000 216,969 2,931 3,773 94,912 764,661 (55,402) (32,757) 210,070 287,417 (23,794) (1,551) 480,632 1,884 (7,305) 475,211 (14,950) 460,261 6.57 6.50 69,727 70,769 79305_SLG 10K_r1.indd 34 79305_SLG 10K_r1.indd 34 4/16/24 11:20 AM 4/16/24 11:20 AM 34 35 Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Comprehensive (Loss) Income (in thousands) Net (loss) income Other comprehensive (loss) income: (Decrease) increase in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments (Decrease) increase in unrealized value of marketable securities Other comprehensive (loss) income Comprehensive (loss) income Net loss (income) attributable to noncontrolling interests Other comprehensive loss (income) attributable to noncontrolling interests Year Ended December 31, 2022 2021 2023 $ (599,337) $ (76,303) $ 480,632 (32,437) (1,650) (34,087) (633,424) 4,568 1,960 103,629 (1,440) 102,189 25,886 (1,122) (5,827) 21,427 104 21,531 502,163 1,884 (1,042) Comprehensive (loss) income attributable to SLGOP $ (626,896) $ 18,937 $ 503,005 The accompanying notes are an integral part of these consolidated financial statements. SL Green Operating Partnership, L.P. Consolidated Statements of Operations (in thousands, except per unit data) Year Ended December 31, 2023 2022 2021 $ 683,335 $ 671,500 $ 678,176 Revenues Rental revenue, net SUMMIT Operator revenue Investment income Other income Total revenues Expenses 2022 and $12,377 in 2021 Real estate taxes Operating lease rent SUMMIT Operator expenses Operating expenses, including related party expenses of $5 in 2023, $5,701 in Interest expense, net of interest income Amortization of deferred financing costs SUMMIT Operator tax expense Depreciation and amortization Transaction related costs Marketing, general and administrative Total expenses Loan loss and other investment reserves, net of recoveries Equity in net loss from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture/real estate Net loss (income) attributable to noncontrolling interests in other partnerships Purchase price and other fair value adjustments (Loss) gain on sale of real estate, net Depreciable real estate reserves and impairments Loss on early extinguishment of debt Net (loss) income Preferred units distributions Net (loss) income attributable to SLGOP Perpetual preferred unit dividends Basic (loss) earnings per unit Diluted (loss) earnings per unit 118,260 34,705 77,410 913,710 196,696 143,757 27,292 101,211 137,114 7,837 9,201 247,810 6,890 1,099 111,389 990,296 (76,509) (13,368) (17,260) (32,370) (382,374) (870) (599,337) 4,568 (7,255) (602,024) (14,950) 89,048 81,113 77,793 919,454 174,063 138,228 26,943 89,207 89,473 7,817 2,647 216,167 — 409 93,798 838,752 (57,958) (131) (8,118) (84,485) (6,313) — (76,303) (1,122) (6,443) (83,868) (14,950) Net (loss) income attributable to SLGOP common unitholders (616,974) $ (98,818) $ $ $ $ (9.12) $ (9.12) $ (1.49) $ (1.49) $ Basic weighted average common units outstanding Diluted weighted average common units and common unit equivalents outstanding 67,972 67,972 67,929 67,929 The accompanying notes are an integral part of these consolidated financial statements. 16,311 80,340 86,483 861,310 167,153 152,835 26,554 16,219 70,891 11,424 1,000 216,969 2,931 3,773 94,912 764,661 (55,402) (32,757) 210,070 287,417 (23,794) (1,551) 480,632 1,884 (7,305) 475,211 (14,950) 460,261 6.57 6.50 69,727 70,769 34 35 79305_SLG 10K_r1.indd 35 79305_SLG 10K_r1.indd 35 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Capital (in thousands, except per unit data) SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) Balance at December 31, 2020 Net income Other comprehensive income Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interests in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common units Proceeds from stock options exercised Contributions to consolidated joint venture interests Sale of interest in partially owned entity Cash distributions to noncontrolling interests Issuance of special distribution paid in units Cash distributions declared ($6.2729 per common unit, none of which represented a return of capital for federal income tax purposes) Balance at December 31, 2021 Net loss Acquisition of subsidiary interest from noncontrolling interest Other comprehensive income Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common units Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Issuance of special distribution paid in units Cash distributions declared ($3.6896 per common unit, none of which represented a return of capital for federal income tax purposes) Balance at December 31, 2022 Net loss Other comprehensive loss Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Cash distributions declared ($3.2288 per common unit, none of which represented a return of capital for federal income tax purposes) SL Green Operating Partnership Unitholders Partners' Interest Series I Preferred Units Common Units Common Unitholders Accumulated Other Comprehensive (Loss) Income Noncontrolling Interests Total $ 221,932 66,474 $ 4,755,078 $ (67,247) $ 26,032 $ 4,935,795 449,754 (14,950) 738 (9,851) 11 108 32,583 (4,474) (337,624) 12 818 1,974 123,529 (410,373) 20,489 (1,884) 447,870 20,489 (14,950) 738 (9,851) 32,583 (337,624) 818 336 (4,476) (6,631) 123,529 (410,373) 336 (4,476) (6,631) $ 221,932 64,105 $ 4,589,702 $ (46,758) $ 13,377 $ 4,778,253 (78,074) (29,742) (14,950) 525 39,974 11 274 32,034 (1,971) (151,197) 1,961 160,620 (235,395) 96,362 1,122 (76,952) (75) (29,817) 96,362 (14,950) 525 39,974 32,034 (151,197) 52,164 52,164 (4,699) (4,699) 160,620 (235,395) $ 221,932 64,380 $ 4,313,497 $ 49,604 $ 61,889 $ 4,646,922 (32,127) (564,559) (14,950) 525 (15,486) 17 329 35,573 (4,568) (569,127) (32,127) (14,950) 525 (15,486) 35,573 15,066 15,066 (2,777) (2,777) (207,694) (207,694) Balance at December 31, 2023 $ 221,932 64,726 $ 3,546,906 $ 17,477 $ 69,610 $ 3,855,925 The accompanying notes are an integral part of these consolidated financial statements. Operating Activities Net (loss) income Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation and amortization Equity in net loss from unconsolidated joint ventures Distributions of cumulative earnings from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture interest/real estate Purchase price and other fair value adjustments Depreciable real estate reserves and impairments Loss (gain) on sale of real estate, net Loan loss reserves and other investment reserves, net of recoveries Loss on early extinguishment of debt Deferred rents receivable Non-cash lease expense Other non-cash adjustments Changes in operating assets and liabilities: Tenant and other receivables Related party receivables Deferred lease costs Other assets Deferred revenue Change in lease liability - operating leases Net cash provided by operating activities Investing Activities Acquisitions of real estate property Additions to land, buildings and improvements Investments in unconsolidated joint ventures Accounts payable, accrued expenses, other liabilities and security deposits Distributions in excess of cumulative earnings from unconsolidated joint ventures Net proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment Cash assumed from consolidation of real estate investment Proceeds from sale or redemption of marketable securities Purchases of marketable securities Other investments Origination of debt and preferred equity investments Repayments or redemption of debt and preferred equity investments Net cash provided by investing activities Financing Activities Proceeds from mortgages and other loans payable Repayments of mortgages and other loans payable Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 255,647 76,509 9,897 13,368 17,260 382,374 32,370 6,890 870 (17,903) 20,435 28,174 (1,725) 15,788 (17,427) (1,922) 11,974 8,057 (11,796) 229,503 (259,663) (184,481) 140,569 557,611 — — — — (17,334) (65,357) — 171,345 223,984 57,958 780 131 8,118 6,313 84,485 — — (5,749) 22,403 (5,676) 14,370 6,666 (21,792) (28,204) (30,839) 18,332 1,111 (300,770) (184,518) 141,742 626,364 60,494 15,626 — — 1,432 (51,367) 181,293 425,805 228,393 55,402 824 32,757 (210,070) 23,794 (287,417) 2,931 1,551 (6,701) 17,234 37,164 (20,561) (8,727) (10,117) 20,245 (66,387) (1,727) (33,241) (302,486) (88,872) 770,604 651,594 — 9,475 4,528 (10,000) 40,200 (95,695) 167,024 993,581 276,088 255,979 $ — $ (64,491) $ (152,791) Proceeds from revolving credit facility, term loans and senior unsecured notes Repayments of revolving credit facility, term loans and senior unsecured notes (828,000) (1,864,000) (1,808,000) $ — $ 381,980 $ 39,689 (25,826) 538,000 (292,364) (375,044) 1,524,000 1,488,000 79305_SLG 10K_r1.indd 36 79305_SLG 10K_r1.indd 36 4/16/24 11:20 AM 4/16/24 11:20 AM 36 37 Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Capital (in thousands, except per unit data) SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) SL Green Operating Partnership Unitholders Partners' Interest Series I Preferred Units Common Units Common Unitholders Accumulated Other Comprehensive (Loss) Income $ 221,932 66,474 $ 4,755,078 $ (67,247) $ 26,032 $ 4,935,795 Noncontrolling Interests Total (1,884) 447,870 20,489 449,754 (14,950) 738 (9,851) 11 108 32,583 (4,474) (337,624) 12 818 1,974 123,529 (410,373) (78,074) (29,742) (14,950) 525 39,974 (235,395) (564,559) (14,950) 525 (15,486) 11 17 274 32,034 (1,971) (151,197) 1,961 160,620 329 35,573 $ 221,932 64,105 $ 4,589,702 $ (46,758) $ 13,377 $ 4,778,253 1,122 (76,952) (75) (29,817) 96,362 $ 221,932 64,380 $ 4,313,497 $ 49,604 $ 61,889 $ 4,646,922 (4,568) (569,127) (32,127) 336 (4,476) (6,631) 52,164 52,164 (4,699) (4,699) 20,489 (14,950) 738 (9,851) 32,583 (337,624) 818 336 (4,476) (6,631) 123,529 (410,373) 96,362 (14,950) 525 39,974 32,034 (151,197) 160,620 (235,395) (32,127) (14,950) 525 (15,486) 35,573 15,066 Balance at December 31, 2020 Net income Other comprehensive income Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interests in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common units Proceeds from stock options exercised Contributions to consolidated joint venture interests Sale of interest in partially owned entity Cash distributions to noncontrolling interests Issuance of special distribution paid in units Cash distributions declared ($6.2729 per common unit, none of which represented a return of capital for federal income tax purposes) Acquisition of subsidiary interest from noncontrolling interest Balance at December 31, 2021 Net loss Other comprehensive income Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Repurchases of common units Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Issuance of special distribution paid in units Cash distributions declared ($3.6896 per common unit, none of which represented a return of capital for federal income tax purposes) Balance at December 31, 2022 Net loss Other comprehensive loss Perpetual preferred unit dividends DRSPP proceeds Reallocation of noncontrolling interest in the Operating Partnership Deferred compensation plan and stock awards, net of forfeitures and tax withholdings Contributions to consolidated joint venture interests Cash distributions to noncontrolling interests Cash distributions declared ($3.2288 per common unit, none of which represented a return of capital for federal income tax purposes) Balance at December 31, 2023 $ 221,932 64,726 $ 3,546,906 $ 17,477 $ 69,610 $ 3,855,925 (207,694) (207,694) The accompanying notes are an integral part of these consolidated financial statements. Operating Activities Net (loss) income Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation and amortization Equity in net loss from unconsolidated joint ventures Distributions of cumulative earnings from unconsolidated joint ventures Equity in net loss on sale of interest in unconsolidated joint venture interest/real estate Purchase price and other fair value adjustments Depreciable real estate reserves and impairments Loss (gain) on sale of real estate, net Loan loss reserves and other investment reserves, net of recoveries Loss on early extinguishment of debt Deferred rents receivable Non-cash lease expense Other non-cash adjustments Changes in operating assets and liabilities: Tenant and other receivables Related party receivables Deferred lease costs Other assets Accounts payable, accrued expenses, other liabilities and security deposits Deferred revenue Change in lease liability - operating leases Net cash provided by operating activities Investing Activities Acquisitions of real estate property Additions to land, buildings and improvements Investments in unconsolidated joint ventures Distributions in excess of cumulative earnings from unconsolidated joint ventures Net proceeds from disposition of real estate/joint venture interest Cash and restricted cash assumed from acquisition of real estate investment 15,066 (2,777) (2,777) Cash assumed from consolidation of real estate investment Proceeds from sale or redemption of marketable securities Purchases of marketable securities Other investments Origination of debt and preferred equity investments Repayments or redemption of debt and preferred equity investments Net cash provided by investing activities Financing Activities Proceeds from mortgages and other loans payable Repayments of mortgages and other loans payable Proceeds from revolving credit facility, term loans and senior unsecured notes Year Ended December 31, 2023 2022 2021 $ (599,337) $ (76,303) $ 480,632 255,647 76,509 9,897 13,368 17,260 382,374 32,370 6,890 870 (17,903) 20,435 28,174 (1,725) 15,788 (17,427) (1,922) 11,974 8,057 (11,796) 229,503 223,984 57,958 780 131 8,118 6,313 84,485 — — (5,749) 22,403 (5,676) 14,370 6,666 (21,792) (28,204) (30,839) 18,332 1,111 228,393 55,402 824 32,757 (210,070) 23,794 (287,417) 2,931 1,551 (6,701) 17,234 37,164 (20,561) (8,727) (10,117) 20,245 (66,387) (1,727) (33,241) 276,088 255,979 $ — $ (64,491) $ (152,791) (259,663) (184,481) 140,569 557,611 — — — — (17,334) (65,357) — 171,345 (300,770) (184,518) 141,742 626,364 60,494 — 15,626 — 1,432 (51,367) 181,293 425,805 (302,486) (88,872) 770,604 651,594 — 9,475 4,528 (10,000) 40,200 (95,695) 167,024 993,581 $ — $ 381,980 $ 39,689 (25,826) 538,000 (292,364) (375,044) 1,524,000 1,488,000 36 37 Repayments of revolving credit facility, term loans and senior unsecured notes (828,000) (1,864,000) (1,808,000) 79305_SLG 10K_r1.indd 37 79305_SLG 10K_r1.indd 37 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) Proceeds from stock options exercised and DRSPP issuance Repurchase of common units Redemption of preferred units Redemption of OP units Distributions to noncontrolling interests in other partnerships Contributions from noncontrolling interests in other partnerships Acquisition of subsidiary interest from noncontrolling interest Distributions paid on common and preferred units Other obligation related to secured borrowing Tax withholdings related to restricted share awards Deferred loan costs Principal payments on financing lease liabilities Net cash used in financing activities Net (decrease) increase in cash, cash equivalents, and restricted cash Cash, cash equivalents, and restricted cash at beginning of year Year Ended December 31, 2023 2022 2021 525 — (11,700) (9,076) (2,777) 6,932 — 525 1,556 (151,197) (341,403) (17,967) (40,901) (4,699) 52,164 (29,817) (6,040) (25,703) (6,631) 336 — (245,710) (278,408) (286,824) 129,656 — (1,407) — 77,874 (3,915) (8,098) — 51,862 (2,990) (13,745) (434) (449,383) (654,823) (1,285,371) (48,535) 384,054 47,070 336,984 (35,811) 372,795 Cash, cash equivalents, and restricted cash at end of period $ 335,519 $ 384,054 $ 336,984 In December 2023, the Company declared a regular monthly distribution per share of $0.2500 that was paid in cash. This distribution was paid in January 2024. In December 2022, the Company declared a regular monthly distribution per share of $0.2708 that was paid in cash. This distribution was paid in January 2023. In December 2021, the Company declared a regular monthly distribution per share of $0.3108 that was paid in cash and a special distribution per share of $2.4392 that was paid entirely in stock. These distributions were paid in January 2022. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. Cash and cash equivalents Restricted cash Total cash, cash equivalents, and restricted cash The accompanying notes are an integral part of these consolidated financial statements. Year Ended 2023 2022 2021 $ $ 221,823 $ 203,273 $ 251,417 113,696 180,781 85,567 335,519 $ 384,054 $ 336,984 $ $ $ Supplemental cash flow disclosures: Interest paid Income taxes paid Supplemental Disclosure of Non-Cash Investing and Financing Activities: Redemption of units in the Operating Partnership for a joint venture sale Exchange of preferred equity investment for real estate or equity in joint venture Exchange of debt investment for real estate or equity in joint venture Assumption of mortgage and mezzanine loans Issuance of special distribution paid in units Tenant improvements and capital expenditures payable Fair value adjustment to noncontrolling interest in the Operating Partnership Investment in joint venture Deconsolidation of a subsidiary Deconsolidation of subsidiary debt Debt and preferred equity investments Transfer of assets related to assets held for sale Transfer of liabilities related to assets held for sale Extinguishment of debt in connection with property dispositions Consolidation of real estate investment — $ — 349,946 — — — 15,486 — 101,351 1,712,750 — — — — — 229,119 $ 169,519 $ 152,773 7,815 $ 5,358 $ 4,405 — $ 27,586 190,652 193,995 1,712,750 160,620 18,518 39,974 47,135 — — 302 — — — — — — — — — 9,468 60,000 121,418 7,580 9,851 — 66,837 510,000 8,372 140,855 64,120 53,548 119,444 19,831 4,476 — 358 — Removal of fully depreciated commercial real estate properties 16,313 30,359 Sale of interest in partially owned entity Contribution to consolidated joint venture by noncontrolling interest Distributions to noncontrolling interests Share repurchase or redemption payable Recognition of right of use assets and related lease liabilities — 8,134 — 9,513 — 57,938 537,344 79305_SLG 10K_r1.indd 38 79305_SLG 10K_r1.indd 38 4/16/24 11:20 AM 4/16/24 11:20 AM 38 39 Table of Contents Table of Contents SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) SL Green Operating Partnership, L.P. Consolidated Statements of Cash Flows (in thousands) In December 2023, the Company declared a regular monthly distribution per share of $0.2500 that was paid in cash. This distribution was paid in January 2024. In December 2022, the Company declared a regular monthly distribution per share of $0.2708 that was paid in cash. This distribution was paid in January 2023. In December 2021, the Company declared a regular monthly distribution per share of $0.3108 that was paid in cash and a special distribution per share of $2.4392 that was paid entirely in stock. These distributions were paid in January 2022. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. Cash and cash equivalents Restricted cash Total cash, cash equivalents, and restricted cash Year Ended 2023 2022 2021 $ $ 221,823 $ 203,273 $ 251,417 113,696 180,781 85,567 335,519 $ 384,054 $ 336,984 The accompanying notes are an integral part of these consolidated financial statements. Proceeds from stock options exercised and DRSPP issuance Repurchase of common units Redemption of preferred units Redemption of OP units Distributions to noncontrolling interests in other partnerships Contributions from noncontrolling interests in other partnerships Acquisition of subsidiary interest from noncontrolling interest Distributions paid on common and preferred units Other obligation related to secured borrowing Tax withholdings related to restricted share awards Deferred loan costs Principal payments on financing lease liabilities Net cash used in financing activities Net (decrease) increase in cash, cash equivalents, and restricted cash Cash, cash equivalents, and restricted cash at beginning of year Supplemental cash flow disclosures: Interest paid Income taxes paid Assumption of mortgage and mezzanine loans Issuance of special distribution paid in units Tenant improvements and capital expenditures payable Investment in joint venture Deconsolidation of a subsidiary Deconsolidation of subsidiary debt Debt and preferred equity investments Transfer of assets related to assets held for sale Transfer of liabilities related to assets held for sale Extinguishment of debt in connection with property dispositions Consolidation of real estate investment Sale of interest in partially owned entity Contribution to consolidated joint venture by noncontrolling interest Distributions to noncontrolling interests Share repurchase or redemption payable Cash, cash equivalents, and restricted cash at end of period $ 335,519 $ 384,054 $ 336,984 Supplemental Disclosure of Non-Cash Investing and Financing Activities: Redemption of units in the Operating Partnership for a joint venture sale — $ — $ 27,586 Exchange of preferred equity investment for real estate or equity in joint venture Exchange of debt investment for real estate or equity in joint venture 349,946 Fair value adjustment to noncontrolling interest in the Operating Partnership 15,486 Year Ended December 31, 2023 2022 2021 525 1,556 (151,197) (341,403) 525 — (11,700) (9,076) (2,777) 6,932 — 129,656 (1,407) — — (17,967) (40,901) (4,699) 52,164 (29,817) 77,874 (3,915) (8,098) — (6,040) (25,703) (6,631) 336 — 51,862 (2,990) (13,745) (434) (245,710) (278,408) (286,824) (449,383) (654,823) (1,285,371) (48,535) 384,054 47,070 336,984 (35,811) 372,795 229,119 $ 169,519 $ 152,773 7,815 $ 5,358 $ 4,405 $ $ $ 101,351 1,712,750 — — — — — — — — — — — 8,134 — 9,513 — 190,652 193,995 1,712,750 160,620 18,518 39,974 47,135 — — 302 — — — — — — — — — 9,468 60,000 121,418 7,580 9,851 — 66,837 510,000 8,372 140,855 64,120 53,548 119,444 19,831 4,476 — 358 — Removal of fully depreciated commercial real estate properties 16,313 30,359 Recognition of right of use assets and related lease liabilities 57,938 537,344 38 39 79305_SLG 10K_r1.indd 39 79305_SLG 10K_r1.indd 39 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements December 31, 2023 1. Organization and Basis of Presentation SL Green Realty Corp., which is referred to as the Company or SL Green, a Maryland corporation, and SL Green Operating Partnership, L.P., which is referred to as SLGOP or the Operating Partnership, a Delaware limited partnership, were formed in June 1997 for the purpose of combining the commercial real estate business of S.L. Green Properties, Inc. and its affiliated partnerships and entities. The Operating Partnership received a contribution of interest in the real estate properties, as well as 95% of the economic interest in the management, leasing and construction companies which are referred to as S.L. Green Management Corp, or the Service Corporation. All of the management, leasing and construction services that are provided to the properties that are wholly-owned by us and that are provided to certain joint ventures are conducted through SL Green Management LLC and S.L. Green Management Corp., respectively, which are 100% owned by the Operating Partnership. The Company has qualified, and expects to qualify in the current fiscal year, as a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Code, and operates as a self-administered, self-managed REIT. A REIT is a legal entity that holds real estate interests and, through payments of dividends to stockholders, is permitted to minimize the payment of Federal income taxes at the corporate level. Unless the context requires otherwise, all references to "we," "our" and "us" means the Company and all entities owned or controlled by the Company, including the Operating Partnership. Substantially all of our assets are held by, and all of our operations are conducted through, the Operating Partnership. The Company is the sole managing general partner of the Operating Partnership. As of December 31, 2023, noncontrolling investors held, in the aggregate, a 5.75% limited partnership interest in the Operating Partnership. We refer to these interests as the noncontrolling interests in the Operating Partnership. The Operating Partnership is considered a variable interest entity, or VIE, in which we are the primary beneficiary. See Note 11, "Noncontrolling Interests on the Company's Consolidated Financial Statements." On December 31, 2023, we owned the following interests in properties in the New York metropolitan area, primarily in midtown Manhattan. Our investments located outside of Manhattan are referred to as the Suburban properties: Consolidated Unconsolidated Total Property Type Number of Buildings Approximate Square Feet (unaudited) Number of Buildings Approximate Square Feet (unaudited) Number of Buildings Approximate Square Feet (unaudited) Weighted Average Leased Occupancy(1) (unaudited) Location Commercial: Manhattan Office Retail Development/ Redevelopment Suburban Office Total commercial properties Residential: Manhattan Residential Total portfolio (2) (2) (3) (3) 13 3 3 19 7 26 1 27 8,399,141 40,536 1,443,771 9,883,448 862,800 10,746,248 12 15,412,174 7 3 22 — 22 281,796 2,893,357 18,587,327 — 18,587,327 140,382 1 221,884 10,886,630 23 18,809,211 25 10 6 41 7 48 2 50 (2) (2) (2) (2) (2) (2) 23,811,315 322,332 4,337,128 28,470,775 862,800 29,333,575 362,266 29,695,841 89.4 % 91.2 % N/A 89.5 % 77.1 % 89.0 % 99.0 % 89.2 % (1) (2) (3) The weighted average leased occupancy for commercial properties represents the total leased square footage divided by the total square footage at acquisition. The weighted average leased for residential properties represents the total leased units divided by the total available units. Properties under construction are not included in the calculation of weighted average leased occupancy. Includes assets within the Company's alternative strategy portfolio. Within that portfolio, office includes one building totaling 2,048,725 square feet, retail includes eight buildings totaling 286,738 square feet, and development/redevelopment includes two buildings totaling 1,496,931 square feet. As of December 31, 2023, we owned a building at 7 Dey Street / 185 Broadway that was comprised of approximately 140,382 square feet (unaudited) of residential space and approximately 50,206 square feet (unaudited) of office and retail space that is under development. For the purpose of this report, we have included this building in the number of residential properties we own. However, we have included only the residential square footage in the residential approximate square footage, and have listed the balance of the square footage as development square footage. 79305_SLG 10K_r1.indd 40 79305_SLG 10K_r1.indd 40 4/16/24 11:20 AM 4/16/24 11:20 AM 40 41 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 As of December 31, 2023, we also managed one office building and one retail building owned by a third party encompassing approximately 0.4 million square feet (unaudited), and held debt and preferred equity investments with a book value of $346.7 million, excluding debt and preferred equity investments and other financing receivables totaling $7.9 million that are included in balance sheet line items other than the Debt and preferred equity investments line item. Partnership Agreement In accordance with the partnership agreement of the Operating Partnership, or the Operating Partnership Agreement, we allocate all distributions and profits and losses in proportion to the percentage of ownership interests of the respective partners, subject to the priority distributions with respect to preferred units and special provisions that apply to Long Term Incentive Plan ("LTIP") Units. As the managing general partner of the Operating Partnership, we are required to take such reasonable efforts, as determined by us in our sole discretion, to cause the Operating Partnership to distribute sufficient amounts to enable the payment of sufficient dividends by us to minimize any Federal income or excise tax at the Company level. Under the Operating Partnership Agreement, each limited partner has the right to redeem units of limited partnership interests for cash, or if we so elect, shares of SL Green's common stock on a one-for-one basis. Subsequent Events In January 2024, the Company closed on the acquisition of interests in the joint venture that owns the leasehold interest at 2 Herald for no consideration, which increases the Company's interest in the joint venture to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of $7.0 million, which closed in February 2024. See Note 6, "Investments in Unconsolidated Joint Ventures." In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for a total consideration of $963.0 million. See Note 6, "Investments in Unconsolidated Joint Ventures." 2. Significant Accounting Policies Principles of Consolidation The consolidated financial statements include our accounts and those of our subsidiaries, which are wholly-owned or controlled by us. Entities which we do not control through our voting interest and entities which are variable interest entities, but where we are not the primary beneficiary, are accounted for under the equity method. See Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures." All significant intercompany balances and transactions have been eliminated. We consolidate a VIE in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. A noncontrolling interest in a consolidated subsidiary is defined as the portion of the equity (net assets) in a subsidiary not attributable, directly or indirectly, to us. Noncontrolling interests are required to be presented as a separate component of equity in the consolidated balance sheet and the presentation of net income is modified to present earnings and other comprehensive income (loss) attributed to controlling and noncontrolling interests. We assess the accounting treatment for each joint venture and debt and preferred equity investment. This assessment includes a review of each joint venture or limited liability company agreement to determine the rights provided to each party and whether those rights are protective or participating. For all VIEs, we review such agreements in order to determine which party has the power to direct the activities that most significantly impact the entity's economic performance. In situations where we and our partner approve, among other things, the annual budget, receive a detailed monthly reporting package, meet on a quarterly basis to review the results of the joint venture, review and approve the joint venture's tax return before filing, and approve all leases that cover more than a nominal amount of space relative to the total rentable space at each property, we do not consolidate the joint venture as we consider these to be substantive participation rights that result in shared power of the activities that most significantly impact the performance of the joint venture. Our joint venture agreements typically contain certain protective rights such as requiring partner approval to sell, finance or refinance the property and the payment of capital expenditures and operating expenditures outside of the approved budget or operating plan. Investment in Commercial Real Estate Properties Real estate properties are presented at cost less accumulated depreciation and amortization. Costs directly related to the development or redevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major replacements and betterments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements December 31, 2023 1. Organization and Basis of Presentation SL Green Realty Corp., which is referred to as the Company or SL Green, a Maryland corporation, and SL Green Operating Partnership, L.P., which is referred to as SLGOP or the Operating Partnership, a Delaware limited partnership, were formed in June 1997 for the purpose of combining the commercial real estate business of S.L. Green Properties, Inc. and its affiliated partnerships and entities. The Operating Partnership received a contribution of interest in the real estate properties, as well as 95% of the economic interest in the management, leasing and construction companies which are referred to as S.L. Green Management Corp, or the Service Corporation. All of the management, leasing and construction services that are provided to the properties that are wholly-owned by us and that are provided to certain joint ventures are conducted through SL Green Management LLC and S.L. Green Management Corp., respectively, which are 100% owned by the Operating Partnership. The Company has qualified, and expects to qualify in the current fiscal year, as a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Code, and operates as a self-administered, self-managed REIT. A REIT is a legal entity that holds real estate interests and, through payments of dividends to stockholders, is permitted to minimize the payment of Federal income taxes at the corporate level. Unless the context requires otherwise, all references to "we," "our" and "us" means the Company and all entities owned or controlled by the Company, including the Operating Substantially all of our assets are held by, and all of our operations are conducted through, the Operating Partnership. The Company is the sole managing general partner of the Operating Partnership. As of December 31, 2023, noncontrolling investors held, in the aggregate, a 5.75% limited partnership interest in the Operating Partnership. We refer to these interests as the noncontrolling interests in the Operating Partnership. The Operating Partnership is considered a variable interest entity, or VIE, in which we are the primary beneficiary. See Note 11, "Noncontrolling Interests on the Company's Consolidated Financial Partnership. Statements." On December 31, 2023, we owned the following interests in properties in the New York metropolitan area, primarily in midtown Manhattan. Our investments located outside of Manhattan are referred to as the Suburban properties: Consolidated Unconsolidated Total Property Type Number of Buildings Approximate Square Feet (unaudited) Number of Buildings Approximate Square Feet (unaudited) Number of Buildings Approximate Square Feet (unaudited) Location Commercial: Manhattan Office Retail Development/ Redevelopment Suburban Office Residential: Total portfolio (2) (2) (3) (3) 13 3 3 19 7 26 1 27 Total commercial properties 10,746,248 18,587,327 Manhattan Residential 140,382 1 221,884 10,886,630 23 18,809,211 8,399,141 40,536 1,443,771 9,883,448 862,800 12 15,412,174 281,796 2,893,357 18,587,327 — 7 3 22 — 22 Weighted Average Leased Occupancy(1) (unaudited) 25 10 6 41 7 48 2 50 (2) (2) (2) (2) (2) (2) 23,811,315 322,332 4,337,128 28,470,775 862,800 29,333,575 362,266 29,695,841 89.4 % 91.2 % N/A 89.5 % 77.1 % 89.0 % 99.0 % 89.2 % (1) The weighted average leased occupancy for commercial properties represents the total leased square footage divided by the total square footage at acquisition. The weighted average leased for residential properties represents the total leased units divided by the total available units. Properties under construction are not included in the calculation of weighted average leased occupancy. (2) (3) Includes assets within the Company's alternative strategy portfolio. Within that portfolio, office includes one building totaling 2,048,725 square feet, retail includes eight buildings totaling 286,738 square feet, and development/redevelopment includes two buildings totaling 1,496,931 square feet. As of December 31, 2023, we owned a building at 7 Dey Street / 185 Broadway that was comprised of approximately 140,382 square feet (unaudited) of residential space and approximately 50,206 square feet (unaudited) of office and retail space that is under development. For the purpose of this report, we have included this building in the number of residential properties we own. However, we have included only the residential square footage in the residential approximate square footage, and have listed the balance of the square footage as development square footage. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 As of December 31, 2023, we also managed one office building and one retail building owned by a third party encompassing approximately 0.4 million square feet (unaudited), and held debt and preferred equity investments with a book value of $346.7 million, excluding debt and preferred equity investments and other financing receivables totaling $7.9 million that are included in balance sheet line items other than the Debt and preferred equity investments line item. Partnership Agreement In accordance with the partnership agreement of the Operating Partnership, or the Operating Partnership Agreement, we allocate all distributions and profits and losses in proportion to the percentage of ownership interests of the respective partners, subject to the priority distributions with respect to preferred units and special provisions that apply to Long Term Incentive Plan ("LTIP") Units. As the managing general partner of the Operating Partnership, we are required to take such reasonable efforts, as determined by us in our sole discretion, to cause the Operating Partnership to distribute sufficient amounts to enable the payment of sufficient dividends by us to minimize any Federal income or excise tax at the Company level. Under the Operating Partnership Agreement, each limited partner has the right to redeem units of limited partnership interests for cash, or if we so elect, shares of SL Green's common stock on a one-for-one basis. Subsequent Events In January 2024, the Company closed on the acquisition of interests in the joint venture that owns the leasehold interest at 2 Herald for no consideration, which increases the Company's interest in the joint venture to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of $7.0 million, which closed in February 2024. See Note 6, "Investments in Unconsolidated Joint Ventures." In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for a total consideration of $963.0 million. See Note 6, "Investments in Unconsolidated Joint Ventures." 2. Significant Accounting Policies Principles of Consolidation The consolidated financial statements include our accounts and those of our subsidiaries, which are wholly-owned or controlled by us. Entities which we do not control through our voting interest and entities which are variable interest entities, but where we are not the primary beneficiary, are accounted for under the equity method. See Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures." All significant intercompany balances and transactions have been eliminated. We consolidate a VIE in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. A noncontrolling interest in a consolidated subsidiary is defined as the portion of the equity (net assets) in a subsidiary not attributable, directly or indirectly, to us. Noncontrolling interests are required to be presented as a separate component of equity in the consolidated balance sheet and the presentation of net income is modified to present earnings and other comprehensive income (loss) attributed to controlling and noncontrolling interests. We assess the accounting treatment for each joint venture and debt and preferred equity investment. This assessment includes a review of each joint venture or limited liability company agreement to determine the rights provided to each party and whether those rights are protective or participating. For all VIEs, we review such agreements in order to determine which party has the power to direct the activities that most significantly impact the entity's economic performance. In situations where we and our partner approve, among other things, the annual budget, receive a detailed monthly reporting package, meet on a quarterly basis to review the results of the joint venture, review and approve the joint venture's tax return before filing, and approve all leases that cover more than a nominal amount of space relative to the total rentable space at each property, we do not consolidate the joint venture as we consider these to be substantive participation rights that result in shared power of the activities that most significantly impact the performance of the joint venture. Our joint venture agreements typically contain certain protective rights such as requiring partner approval to sell, finance or refinance the property and the payment of capital expenditures and operating expenditures outside of the approved budget or operating plan. Investment in Commercial Real Estate Properties Real estate properties are presented at cost less accumulated depreciation and amortization. Costs directly related to the development or redevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major replacements and betterments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated 40 41 79305_SLG 10K_r1.indd 41 79305_SLG 10K_r1.indd 41 4/16/24 11:20 AM 4/16/24 11:20 AM Table of Contents useful lives. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 We recognize the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity at their respective fair values on the acquisition date. When we acquire our partner's equity interest in an existing unconsolidated joint venture and gain control over the investment, we record the consolidated investment at fair value. The difference between the book value of our equity investment on the purchase date and our share of the fair value of the investment's purchase price is recorded as a purchase price fair value adjustment in our consolidated statements of operations. See Note 3, "Property Acquisitions." We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of above- and below-market leases and origination costs associated with the in-place leases. We depreciate the amount allocated to building (inclusive of tenant improvements) over their estimated useful lives, which generally range from 3 years to 40 years. We amortize the amount allocated to the above- and below-market leases over the remaining term of the associated lease, which generally range from 1 year to 15 years, and record it as either an increase (in the case of below-market leases) or a decrease (in the case of above-market leases) to rental income. We amortize the amount allocated to the values associated with in-place leases over the expected term of the associated lease, which generally ranges from 1 year to 15 years. If a tenant vacates its space prior to the contractual termination of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible will be written off. The tenant improvements and origination costs are amortized as an expense over the remaining life of the lease (or charged against earnings if the lease is terminated prior to its contractual expiration date). We assess fair value of the leases based on estimated cash flow projections that utilize appropriate discount rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. To the extent acquired leases contain fixed rate renewal options that are below-market and determined to be material, we amortize such below-market lease value into rental income over the renewal period. As of December 31, 2023, the weighted average amortization period for above-market leases, below-market leases, and in-place lease costs is 4.7 years, 8.1 years, and 3.1 years, respectively. The Company classifies those leases under which the Company is the lessee at lease commencement as finance or operating leases. Leases qualify as finance leases if the lease transfers ownership of the asset at the end of the lease term, the lease grants an option to purchase the asset that we are reasonably certain to exercise, the lease term is for a major part of the remaining economic life of the asset, or the present value of the lease payments exceeds substantially all of the fair value of the asset. Leases that do not qualify as finance leases are deemed to be operating leases. At lease commencement the Company records a lease liability which is measured as the present value of the lease payments and a right of use asset which is measured as the amount of the lease liability and any initial direct costs incurred. The Company applies a discount rate to determine the present value of the lease payments. If the rate implicit in the lease is known, the Company uses that rate. If the rate implicit in the lease is not known, the Company uses a discount rate reflective of the Company’s collateralized borrowing rate given the term of the lease. To determine the discount rate, the Company employs a third party specialist to develop an analysis based primarily on the observable borrowing rates of the Company, other REITs, and other corporate borrowers with long-term borrowings. On the consolidated statements of operations, operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense. When applicable, the Company combines the consideration for lease and non-lease components in the calculation of the value of the lease obligation and right-of-use asset. We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy, and capitalize only those costs associated with the portions under construction. Properties other than Right of use assets - operating leases are depreciated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Right of use assets - financing leases lesser of 40 years or remaining lease term Term 40 years shorter of remaining life of the building or useful life lesser of 40 years or remaining term of the lease 4 to 7 years shorter of remaining term of the lease or useful life Category Building (fee ownership) Building improvements Building (leasehold interest) Furniture and fixtures Tenant improvements 842. Right of use assets - operating leases are amortized over the remaining lease term. The amortization is made up of the principal amortization under the lease liability plus or minus the straight-line adjustment of the operating lease rent under ASC Depreciation expense (including amortization of right of use assets - financing leases) totaled $221.0 million, $190.1 million, and $187.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. On a periodic basis, we assess whether there are any indications that the value of our real estate consolidated properties may be impaired or that their carrying value may not be recoverable. A consolidated property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the fair value of the property as calculated in accordance with Accounting Standards Codification, or ASC 820. We also evaluate our real estate consolidated properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded. In April 2023, the ground rent appraisal proceeding concluded for our wholly-owned leasehold interest at 625 Madison Avenue. As a result of that proceeding, the ground rent was reset from the previous rent of $4.61 million per annum to a new rent of $20.25 million per annum, effective as of July 1, 2022. Following a strategic review of the property that addressed a range of relevant considerations, including the increase in ground rent to an amount substantially above what the Company believed was appropriate, the Company recorded a $249.5 million charge to write down the carrying value of its investment in the leasehold interest to zero for the year ended December 31, 2023, which is included in Depreciable real estate reserves and impairments in the consolidated statement of operations. For the years ended December 31, 2023 and 2022, we recognized $14.2 million and $5.7 million, respectively, of rental revenue for the amortization of aggregate below-market leases in excess of above-market leases resulting from the allocation of the purchase price of the applicable properties. For the year ended December 31, 2021, we recognized a reduction of rental revenue of ($4.2 million) for the amortization of aggregate above-market leases in excess of below-market leases. The following summarizes our identified intangible assets (acquired above-market leases and in-place leases) and intangible liabilities (acquired below-market leases) as of December 31, 2023 and 2022 (in thousands): Identified intangible assets (included in other assets): Gross amount Accumulated amortization Gross amount Accumulated amortization Net Net Identified intangible liabilities (included in deferred revenue): December 31, 2023 December 31, 2022 $ $ $ $ 189,680 $ (184,902) 4,778 $ 205,394 $ (202,089) 3,305 $ 403,552 (190,066) 213,486 361,338 (212,191) 149,147 79305_SLG 10K_r1.indd 42 79305_SLG 10K_r1.indd 42 4/16/24 11:21 AM 4/16/24 11:21 AM 42 43 Table of Contents useful lives. We recognize the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity at their respective fair values on the acquisition date. When we acquire our partner's equity interest in an existing unconsolidated joint venture and gain control over the investment, we record the consolidated investment at fair value. The difference between the book value of our equity investment on the purchase date and our share of the fair value of the investment's purchase price is recorded as a purchase price fair value adjustment in our consolidated statements of operations. See Note 3, "Property Acquisitions." We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of above- and below-market leases and origination costs associated with the in-place leases. We depreciate the amount allocated to building (inclusive of tenant improvements) over their estimated useful lives, which generally range from 3 years to 40 years. We amortize the amount allocated to the above- and below-market leases over the remaining term of the associated lease, which generally range from 1 year to 15 years, and record it as either an increase (in the case of below-market leases) or a decrease (in the case of above-market leases) to rental income. We amortize the amount allocated to the values associated with in-place leases over the expected term of the associated lease, which generally ranges from 1 year to 15 years. If a tenant vacates its space prior to the contractual termination of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible will be written off. The tenant improvements and origination costs are amortized as an expense over the remaining life of the lease (or charged against earnings if the lease is terminated prior to its contractual expiration date). We assess fair value of the leases based on estimated cash flow projections that utilize appropriate discount rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. To the extent acquired leases contain fixed rate renewal options that are below-market and determined to be material, we amortize such below-market lease value into rental income over the renewal period. As of December 31, 2023, the weighted average amortization period for above-market leases, below-market leases, and in-place lease costs is 4.7 years, 8.1 years, and 3.1 years, respectively. The Company classifies those leases under which the Company is the lessee at lease commencement as finance or operating leases. Leases qualify as finance leases if the lease transfers ownership of the asset at the end of the lease term, the lease grants an option to purchase the asset that we are reasonably certain to exercise, the lease term is for a major part of the remaining economic life of the asset, or the present value of the lease payments exceeds substantially all of the fair value of the asset. Leases that do not qualify as finance leases are deemed to be operating leases. At lease commencement the Company records a lease liability which is measured as the present value of the lease payments and a right of use asset which is measured as the amount of the lease liability and any initial direct costs incurred. The Company applies a discount rate to determine the present value of the lease payments. If the rate implicit in the lease is known, the Company uses that rate. If the rate implicit in the lease is not known, the Company uses a discount rate reflective of the Company’s collateralized borrowing rate given the term of the lease. To determine the discount rate, the Company employs a third party specialist to develop an analysis based primarily on the observable borrowing rates of the Company, other REITs, and other corporate borrowers with long-term borrowings. On the consolidated statements of operations, operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense. When applicable, the Company combines the consideration for lease and non-lease components in the calculation of the value of the lease obligation and right-of-use asset. We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy, and capitalize only those costs associated with the portions under construction. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Properties other than Right of use assets - operating leases are depreciated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Category Building (fee ownership) Building improvements Building (leasehold interest) Term 40 years shorter of remaining life of the building or useful life lesser of 40 years or remaining term of the lease Right of use assets - financing leases lesser of 40 years or remaining lease term Furniture and fixtures Tenant improvements 4 to 7 years shorter of remaining term of the lease or useful life Right of use assets - operating leases are amortized over the remaining lease term. The amortization is made up of the principal amortization under the lease liability plus or minus the straight-line adjustment of the operating lease rent under ASC 842. Depreciation expense (including amortization of right of use assets - financing leases) totaled $221.0 million, $190.1 million, and $187.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. On a periodic basis, we assess whether there are any indications that the value of our real estate consolidated properties may be impaired or that their carrying value may not be recoverable. A consolidated property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the fair value of the property as calculated in accordance with Accounting Standards Codification, or ASC 820. We also evaluate our real estate consolidated properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded. In April 2023, the ground rent appraisal proceeding concluded for our wholly-owned leasehold interest at 625 Madison Avenue. As a result of that proceeding, the ground rent was reset from the previous rent of $4.61 million per annum to a new rent of $20.25 million per annum, effective as of July 1, 2022. Following a strategic review of the property that addressed a range of relevant considerations, including the increase in ground rent to an amount substantially above what the Company believed was appropriate, the Company recorded a $249.5 million charge to write down the carrying value of its investment in the leasehold interest to zero for the year ended December 31, 2023, which is included in Depreciable real estate reserves and impairments in the consolidated statement of operations. For the years ended December 31, 2023 and 2022, we recognized $14.2 million and $5.7 million, respectively, of rental revenue for the amortization of aggregate below-market leases in excess of above-market leases resulting from the allocation of the purchase price of the applicable properties. For the year ended December 31, 2021, we recognized a reduction of rental revenue of ($4.2 million) for the amortization of aggregate above-market leases in excess of below-market leases. The following summarizes our identified intangible assets (acquired above-market leases and in-place leases) and intangible liabilities (acquired below-market leases) as of December 31, 2023 and 2022 (in thousands): Identified intangible assets (included in other assets): Gross amount Accumulated amortization Net Identified intangible liabilities (included in deferred revenue): Gross amount Accumulated amortization Net December 31, 2023 December 31, 2022 $ $ $ $ 189,680 $ (184,902) 4,778 $ 205,394 $ (202,089) 3,305 $ 403,552 (190,066) 213,486 361,338 (212,191) 149,147 42 43 79305_SLG 10K_r1.indd 43 79305_SLG 10K_r1.indd 43 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The estimated annual amortization of acquired above-market leases, net of acquired (below-market) leases (a component We held no equity marketable securities as of December 31, 2023 and 2022 as we sold the one equity marketable security of rental revenue), for each of the five succeeding years is as follows (in thousands): 2024 2025 2026 2027 2028 $ 36 234 205 184 70 The estimated annual amortization of all other identifiable assets (a component of depreciation and amortization expense) including tenant improvements for each of the five succeeding years is as follows (in thousands): 2024 2025 2026 2027 2028 Cash and Cash Equivalents $ 1,096 728 551 312 158 We consider all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. Restricted Cash Restricted cash primarily consists of security deposits held on behalf of our tenants, interest reserves, as well as capital improvement and real estate tax escrows required under certain loan agreements. Fair Value Measurements See Note 16, "Fair Value Measurements." Investment in Marketable Securities At acquisition, we designate a debt security as held-to-maturity, available-for-sale, or trading. As of December 31, 2023, we did not have any debt securities designated as held-to-maturity or trading. We account for our available-for-sale securities at fair value pursuant to ASC 820-10, with the net unrealized gains or losses reported as a component of accumulated other comprehensive income or loss. The cost of marketable securities sold and the amount reclassified out of accumulated other comprehensive income into earnings is determined using the specific identification method. Credit losses are recognized in accordance with ASC 326. We account for our equity marketable securities at fair value pursuant to ASC 820-10, with the net unrealized gains or losses reported in net income. As of December 31, 2023 and 2022, we held the following marketable securities (in thousands): Commercial mortgage-backed securities Total investment in marketable securities December 31, 2023 December 31, 2022 $ $ 9,591 $ 9,591 $ 11,240 11,240 seven years. Deferred Financing Costs The cost basis of the commercial mortgage-backed securities was $11.5 million as of December 31, 2023 and 2022. These securities mature at various times through 2030. All securities were in an unrealized loss position as of December 31, 2023 and 2022 with an unrealized loss of $1.9 million and fair market value of $9.6 million as of December 31, 2023, and an unrealized loss of $0.3 million and a fair market value of $11.2 million as of December 31, 2022. The securities were in a continuous unrealized loss position for more than 12 months as of December 31, 2023 and less than 12 months as of December 31, 2022. We do not intend to sell our other securities, and it is more likely than not that we will not be required to sell the investment before the recovery of their amortized cost basis. During the year ended December 31, 2023, we did not dispose of any debt marketable securities. During the year ended December 31, 2022, we received aggregate net proceeds of $7.8 million from the sale of one debt marketable security and $3.7 million from the repayment of one debt marketable security. During the year ended December 31, 2021, we received aggregate net proceeds of $4.5 million from the repayment of one debt marketable security. 79305_SLG 10K_r1.indd 44 79305_SLG 10K_r1.indd 44 4/16/24 11:21 AM 4/16/24 11:21 AM 44 45 that was held as of December 31, 2021 during the year ended December 31, 2022, for which we received aggregate net proceeds of $4.2 million. We did not dispose of any equity marketable securities during the year ended December 31, 2021. We recognized $6.5 million of realized losses and $0.6 million of unrealized gains for the years ended December 31, 2022 and 2021, respectively. Investments in Unconsolidated Joint Ventures We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are variable interest entities (each, a "VIE") and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture and includes adjustments related to basis differences in accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on each joint ventures' actual and projected cash flows. Aside from charges noted in Note 6, "Investment in Unconsolidated Joint Ventures," we do not believe that the values of any of our equity investments were impaired at December 31, 2023. We may originate loans for real estate acquisition, development and construction ("ADC loans"), where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with the accounting for our debt and preferred equity investments. Deferred Lease Costs Deferred lease costs consist of incremental fees and direct costs that would not have been incurred if the lease had not been obtained and are amortized on a straight-line basis over the related lease term. Certain of our employees provide leasing services to the wholly-owned properties. For the years ended December 31, 2023, 2022 and 2021, $6.8 million, $6.6 million, and $6.2 million of their compensation, respectively, was capitalized and is amortized over an estimated average lease term of Deferred financing costs represent commitment fees, legal, title and other third party costs associated with obtaining commitments for financing which result in a closing of such financing. These costs are amortized over the terms of the respective agreements. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financing transactions, which do not close, are expensed in the period in which it is determined that the financing will not close. Deferred financing costs related to a recognized debt liability are presented in the consolidated balance sheet as a direct deduction from the carrying amount of that debt liability. Lease Classification Lease classification for leases under which the Company is the lessor is evaluated at lease commencement and leases not classified as sales-type leases or direct financing leases are classified as operating leases. Leases qualify as sales-type leases if the contract includes either transfer of ownership clauses, certain purchase options, a lease term representing a major part of the economic life of the asset, or the present value of the lease payments and residual guarantees provided by the lessee exceeds Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The estimated annual amortization of acquired above-market leases, net of acquired (below-market) leases (a component of rental revenue), for each of the five succeeding years is as follows (in thousands): 2024 2025 2026 2027 2028 2024 2025 2026 2027 2028 $ 36 234 205 184 70 728 551 312 158 $ 1,096 The estimated annual amortization of all other identifiable assets (a component of depreciation and amortization expense) including tenant improvements for each of the five succeeding years is as follows (in thousands): We consider all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. Restricted cash primarily consists of security deposits held on behalf of our tenants, interest reserves, as well as capital improvement and real estate tax escrows required under certain loan agreements. Cash and Cash Equivalents Restricted Cash Fair Value Measurements See Note 16, "Fair Value Measurements." Investment in Marketable Securities At acquisition, we designate a debt security as held-to-maturity, available-for-sale, or trading. As of December 31, 2023, we did not have any debt securities designated as held-to-maturity or trading. We account for our available-for-sale securities at fair value pursuant to ASC 820-10, with the net unrealized gains or losses reported as a component of accumulated other comprehensive income or loss. The cost of marketable securities sold and the amount reclassified out of accumulated other comprehensive income into earnings is determined using the specific identification method. Credit losses are recognized in accordance with ASC 326. We account for our equity marketable securities at fair value pursuant to ASC 820-10, with the net unrealized gains or losses reported in net income. As of December 31, 2023 and 2022, we held the following marketable securities (in thousands): Commercial mortgage-backed securities Total investment in marketable securities December 31, 2023 December 31, 2022 $ $ 9,591 $ 9,591 $ 11,240 11,240 The cost basis of the commercial mortgage-backed securities was $11.5 million as of December 31, 2023 and 2022. These securities mature at various times through 2030. All securities were in an unrealized loss position as of December 31, 2023 and 2022 with an unrealized loss of $1.9 million and fair market value of $9.6 million as of December 31, 2023, and an unrealized loss of $0.3 million and a fair market value of $11.2 million as of December 31, 2022. The securities were in a continuous unrealized loss position for more than 12 months as of December 31, 2023 and less than 12 months as of December 31, 2022. We do not intend to sell our other securities, and it is more likely than not that we will not be required to sell the investment before the recovery of their amortized cost basis. During the year ended December 31, 2023, we did not dispose of any debt marketable securities. During the year ended December 31, 2022, we received aggregate net proceeds of $7.8 million from the sale of one debt marketable security and $3.7 million from the repayment of one debt marketable security. During the year ended December 31, 2021, we received aggregate net proceeds of $4.5 million from the repayment of one debt marketable security. We held no equity marketable securities as of December 31, 2023 and 2022 as we sold the one equity marketable security that was held as of December 31, 2021 during the year ended December 31, 2022, for which we received aggregate net proceeds of $4.2 million. We did not dispose of any equity marketable securities during the year ended December 31, 2021. We recognized $6.5 million of realized losses and $0.6 million of unrealized gains for the years ended December 31, 2022 and 2021, respectively. Investments in Unconsolidated Joint Ventures We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are variable interest entities (each, a "VIE") and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture and includes adjustments related to basis differences in accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on each joint ventures' actual and projected cash flows. Aside from charges noted in Note 6, "Investment in Unconsolidated Joint Ventures," we do not believe that the values of any of our equity investments were impaired at December 31, 2023. We may originate loans for real estate acquisition, development and construction ("ADC loans"), where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with the accounting for our debt and preferred equity investments. Deferred Lease Costs Deferred lease costs consist of incremental fees and direct costs that would not have been incurred if the lease had not been obtained and are amortized on a straight-line basis over the related lease term. Certain of our employees provide leasing services to the wholly-owned properties. For the years ended December 31, 2023, 2022 and 2021, $6.8 million, $6.6 million, and $6.2 million of their compensation, respectively, was capitalized and is amortized over an estimated average lease term of seven years. Deferred Financing Costs Deferred financing costs represent commitment fees, legal, title and other third party costs associated with obtaining commitments for financing which result in a closing of such financing. These costs are amortized over the terms of the respective agreements. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financing transactions, which do not close, are expensed in the period in which it is determined that the financing will not close. Deferred financing costs related to a recognized debt liability are presented in the consolidated balance sheet as a direct deduction from the carrying amount of that debt liability. Lease Classification Lease classification for leases under which the Company is the lessor is evaluated at lease commencement and leases not classified as sales-type leases or direct financing leases are classified as operating leases. Leases qualify as sales-type leases if the contract includes either transfer of ownership clauses, certain purchase options, a lease term representing a major part of the economic life of the asset, or the present value of the lease payments and residual guarantees provided by the lessee exceeds 44 45 79305_SLG 10K_r1.indd 45 79305_SLG 10K_r1.indd 45 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 substantially all of the fair value of the asset. Additionally, leasing an asset so specialized that it is not deemed to have any value to the Company at the end of the lease term may also result in classification as a sales-type lease. Leases qualify as direct financing leases when the present value of the lease payments and residual value guarantees provided by the lessee and unrelated third parties exceeds substantially all of the fair value of the asset and collection of the payments is probable. Revenue Recognition Rental revenue for operating leases is recognized on a straight-line basis over the term of the lease. Rental revenue recognition commences when the leased space is available for its intended use by the lessee. To determine whether the leased space is available for its intended use by the lessee, management evaluates whether we or the tenant are the owner of tenant improvements for accounting purposes. When management concludes that we are the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such tenant improvements are substantially complete. In certain instances, when management concludes that we are not the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred investment income. rents receivable on the consolidated balance sheets. In addition to base rent, our tenants also generally will pay variable rent which represents their pro rata share of increases in real estate taxes and certain operating expenses for the building over a base year. In some leases, in lieu of paying additional rent based upon increases in certain building operating expenses, the tenant will pay additional rent based upon increases in the wage rate paid to porters over the porters' wage rate in effect during a base year or increases in the consumer price index over the index value in effect during a base year. In addition, many of our leases contain fixed percentage increases over the base rent to cover escalations. Electricity is most often supplied by the landlord either on a sub-metered basis, or rent inclusion basis (i.e., a fixed fee is included in the rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services other than electricity (such as heat, air conditioning and freight elevator service during business hours, and base building cleaning) are typically provided at no additional cost, with the tenant paying additional rent only for services which exceed base building services or for services which are provided outside normal business hours. These escalations are based on actual expenses incurred in the prior calendar year. If the expenses in the current year are different from those in the prior year, then during the current year, the escalations will be adjusted to reflect the actual expenses for the current year. Rental revenue is recognized if collectability is probable. If collectability of substantially all of the lease payments is assessed as not probable, any difference between the rental revenue recognized to date and the lease payments that have been collected is recognized as a current-period adjustment to rental revenue. A subsequent change in the assessment of collectability to probable may result in a current-period adjustment to rental revenue for any difference between the rental revenue that would have been recognized if collectability had always been assessed as probable and the rental revenue recognized to date. The Company provides its tenants with certain customary services for lease contracts such as common area maintenance and general security. We have elected to combine the non-lease components with the lease components of our operating lease agreements and account for them as a single lease component in accordance with ASC 842. We record a gain or loss on sale of real estate assets when we no longer have a controlling financial interest in the entity owning the real estate, a contract exists with a third party and that third party has control of the assets acquired. Investment income on debt and preferred equity investments is accrued based on the contractual terms of the instruments and when it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is collectible. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield. Discounts or premiums associated with the purchase of loans are amortized or accreted into interest income as a yield adjustment on the effective interest method based on expected cash flows through the expected maturity date of the related investment. If we purchase a debt or preferred equity investment at a discount, intend to hold it until maturity and expect to recover the full value of the investment, we accrete the discount into income as an adjustment to yield over the term of the investment. If we purchase a debt or preferred equity investment at a discount with the intention of foreclosing on the collateral, 79305_SLG 10K_r1.indd 46 79305_SLG 10K_r1.indd 46 4/16/24 11:21 AM 4/16/24 11:21 AM 46 47 we do not accrete the discount. For debt investments acquired at a discount for credit quality, the difference between contractual cash flows and expected cash flows at acquisition is not accreted. Anticipated exit fees, the collection of which is expected, are also recognized over the term of the loan as an adjustment to yield. We consider a debt and preferred equity investment to be past due when amounts contractually due have not been paid. Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition is resumed on any debt or preferred equity investment that is on non-accrual status when such debt or preferred equity investment becomes contractually current and performance is demonstrated to be resumed. We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statement of operations. Any fees received at the time of sale or syndication are recognized as part of Asset management fees are recognized on a straight-line basis over the term of the asset management agreement. Revenues from the sale of SUMMIT tickets are recognized upon admission or ticket expirations. Deferred revenue related to unused and unexpired tickets as of December 31, 2023 and 2022 was $2.6 million and $2.0 million, respectively, and is included in Deferred revenue on the consolidated balance sheets. Debt and Preferred Equity Investments Debt and preferred equity investments are presented at the net amount expected to be collected in accordance with ASC 326. An allowance for loan losses is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected through the expected maturity date of such investments. The expense for loan loss and other investment reserves is the charge to earnings to adjust the allowance for loan losses to the appropriate level. Amounts are written off from the allowance when we de-recognize the related investment either as a result of a sale of the investment or acquisition of equity interests in the collateral. The Company evaluates the amount expected to be collected based on current market and economic conditions, historical loss information, and reasonable and supportable forecasts. The Company's assumptions are derived from both internal data and external data which may include, among others, governmental economic projections for the New York City Metropolitan area, public data on recent transactions and filings for securitized debt instruments. This information is aggregated by asset class and adjusted for duration. Based on these inputs, loans are evaluated at the individual asset level. In certain instances, we may also use a probability-weighted model that considers the likelihood of multiple outcomes and the amount expected to be collected for each outcome. The evaluation of the possible credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor requires significant judgment, which include both asset level and market assumptions over the relevant time period. In addition, quarterly, the Company assigns each loan a risk rating. Based on a 3-point scale, loans are rated “1” through “3,” from lower risk to higher risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for loss, 3 - High Risk Assets - Loss more likely than not. Loans with risk ratings of 2 or above are evaluated to determine whether the expected risk of loss is appropriately captured through the combination of our expectations of current conditions, historical loss information and supportable forecasts described above or whether risk characteristics specific to the loan warrant the use of a probability-weighted model. Financing investments that are classified as held for sale are carried at the expected amount to be collected or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its expected amount to be collected. Other financing receivables that are included in balance sheet line items other than the Debt and preferred equity investments line are also measured at the net amount expected to be collected. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 substantially all of the fair value of the asset. Additionally, leasing an asset so specialized that it is not deemed to have any value to the Company at the end of the lease term may also result in classification as a sales-type lease. Leases qualify as direct financing leases when the present value of the lease payments and residual value guarantees provided by the lessee and unrelated third parties exceeds substantially all of the fair value of the asset and collection of the payments is probable. Revenue Recognition Rental revenue for operating leases is recognized on a straight-line basis over the term of the lease. Rental revenue recognition commences when the leased space is available for its intended use by the lessee. To determine whether the leased space is available for its intended use by the lessee, management evaluates whether we or the tenant are the owner of tenant improvements for accounting purposes. When management concludes that we are the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such tenant improvements are substantially complete. In certain instances, when management concludes that we are not the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred rents receivable on the consolidated balance sheets. In addition to base rent, our tenants also generally will pay variable rent which represents their pro rata share of increases in real estate taxes and certain operating expenses for the building over a base year. In some leases, in lieu of paying additional rent based upon increases in certain building operating expenses, the tenant will pay additional rent based upon increases in the wage rate paid to porters over the porters' wage rate in effect during a base year or increases in the consumer price index over the index value in effect during a base year. In addition, many of our leases contain fixed percentage increases over the base rent to cover escalations. Electricity is most often supplied by the landlord either on a sub-metered basis, or rent inclusion basis (i.e., a fixed fee is included in the rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services other than electricity (such as heat, air conditioning and freight elevator service during business hours, and base building cleaning) are typically provided at no additional cost, with the tenant paying additional rent only for services which exceed base building services or for services which are provided outside normal business hours. These escalations are based on actual expenses incurred in the prior calendar year. If the expenses in the current year are different from those in the prior year, then during the current year, the escalations will be adjusted to reflect the actual expenses for the current year. Rental revenue is recognized if collectability is probable. If collectability of substantially all of the lease payments is assessed as not probable, any difference between the rental revenue recognized to date and the lease payments that have been collected is recognized as a current-period adjustment to rental revenue. A subsequent change in the assessment of collectability to probable may result in a current-period adjustment to rental revenue for any difference between the rental revenue that would have been recognized if collectability had always been assessed as probable and the rental revenue recognized to date. The Company provides its tenants with certain customary services for lease contracts such as common area maintenance and general security. We have elected to combine the non-lease components with the lease components of our operating lease agreements and account for them as a single lease component in accordance with ASC 842. We record a gain or loss on sale of real estate assets when we no longer have a controlling financial interest in the entity owning the real estate, a contract exists with a third party and that third party has control of the assets acquired. Investment income on debt and preferred equity investments is accrued based on the contractual terms of the instruments and when it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is collectible. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt. Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield. Discounts or premiums associated with the purchase of loans are amortized or accreted into interest income as a yield adjustment on the effective interest method based on expected cash flows through the expected maturity date of the related investment. If we purchase a debt or preferred equity investment at a discount, intend to hold it until maturity and expect to recover the full value of the investment, we accrete the discount into income as an adjustment to yield over the term of the investment. If we purchase a debt or preferred equity investment at a discount with the intention of foreclosing on the collateral, we do not accrete the discount. For debt investments acquired at a discount for credit quality, the difference between contractual cash flows and expected cash flows at acquisition is not accreted. Anticipated exit fees, the collection of which is expected, are also recognized over the term of the loan as an adjustment to yield. We consider a debt and preferred equity investment to be past due when amounts contractually due have not been paid. Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition is resumed on any debt or preferred equity investment that is on non-accrual status when such debt or preferred equity investment becomes contractually current and performance is demonstrated to be resumed. We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statement of operations. Any fees received at the time of sale or syndication are recognized as part of investment income. Asset management fees are recognized on a straight-line basis over the term of the asset management agreement. Revenues from the sale of SUMMIT tickets are recognized upon admission or ticket expirations. Deferred revenue related to unused and unexpired tickets as of December 31, 2023 and 2022 was $2.6 million and $2.0 million, respectively, and is included in Deferred revenue on the consolidated balance sheets. Debt and Preferred Equity Investments Debt and preferred equity investments are presented at the net amount expected to be collected in accordance with ASC 326. An allowance for loan losses is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected through the expected maturity date of such investments. The expense for loan loss and other investment reserves is the charge to earnings to adjust the allowance for loan losses to the appropriate level. Amounts are written off from the allowance when we de-recognize the related investment either as a result of a sale of the investment or acquisition of equity interests in the collateral. The Company evaluates the amount expected to be collected based on current market and economic conditions, historical loss information, and reasonable and supportable forecasts. The Company's assumptions are derived from both internal data and external data which may include, among others, governmental economic projections for the New York City Metropolitan area, public data on recent transactions and filings for securitized debt instruments. This information is aggregated by asset class and adjusted for duration. Based on these inputs, loans are evaluated at the individual asset level. In certain instances, we may also use a probability-weighted model that considers the likelihood of multiple outcomes and the amount expected to be collected for each outcome. The evaluation of the possible credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor requires significant judgment, which include both asset level and market assumptions over the relevant time period. In addition, quarterly, the Company assigns each loan a risk rating. Based on a 3-point scale, loans are rated “1” through “3,” from lower risk to higher risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for loss, 3 - High Risk Assets - Loss more likely than not. Loans with risk ratings of 2 or above are evaluated to determine whether the expected risk of loss is appropriately captured through the combination of our expectations of current conditions, historical loss information and supportable forecasts described above or whether risk characteristics specific to the loan warrant the use of a probability-weighted model. Financing investments that are classified as held for sale are carried at the expected amount to be collected or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its expected amount to be collected. Other financing receivables that are included in balance sheet line items other than the Debt and preferred equity investments line are also measured at the net amount expected to be collected. 46 47 79305_SLG 10K_r1.indd 47 79305_SLG 10K_r1.indd 47 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Accrued interest receivable amounts related to these debt and preferred equity investment and other financing receivables are recorded at the net amount expected to be collected within Other assets in the consolidated balance sheets. Accrued interest receivables that are written off are recognized as an expense in loan loss and other investment reserves. Rent Expense Rent expense is recognized on a straight-line basis over the initial term of the lease. The excess of the rent expense recognized over the amounts contractually due pursuant to the underlying lease is included in the lease liability - operating leases on the consolidated balance sheets. Underwriting Commissions and Costs Underwriting commissions and costs incurred in connection with our stock offerings are reflected as a reduction of additional paid-in-capital. Transaction Costs Transaction costs for real estate asset acquisitions are capitalized to the investment basis, which is then subject to a purchase price allocation based on relative fair value. Transaction costs for business combinations or costs incurred on potential transactions that are not consummated are expensed as incurred. Income Taxes SL Green is taxed as a REIT under Section 856(c) of the Code. As a REIT, SL Green generally is not subject to Federal income tax. To maintain its qualification as a REIT, SL Green must distribute at least 90% of its REIT taxable income to its stockholders and meet certain other requirements. If SL Green fails to qualify as a REIT in any taxable year, SL Green will be subject to Federal income tax on its taxable income at regular corporate rates. SL Green may also be subject to certain state, local and franchise taxes. Under certain circumstances, Federal income and excise taxes may be due on its undistributed taxable income. The Operating Partnership is a partnership and, as a result, all income and losses of the partnership are allocated to the partners for inclusion in their respective income tax returns. The only provision for income taxes included in the consolidated statements of operations relates to the Operating Partnership’s consolidated taxable REIT subsidiaries. The Operating Partnership may also be subject to certain state, local and franchise taxes. We have elected, and may elect in the future, to treat certain of our corporate subsidiaries as taxable REIT subsidiaries, or TRSs. In general, TRSs may perform non-customary services for the tenants of the Company, hold assets that we cannot hold directly and generally may engage in any real estate or non-real estate related business. The TRSs generate income, resulting in Federal, state and local corporate tax liability for these entities. SUMMIT is held in a TRS and pays Federal, state and local taxes. During the years ended December 31, 2023, 2022 and 2021, we recorded Federal, state and local tax expense for SUMMIT of $9.2 million, $2.6 million, and $1.0 million, respectively. During the years ended December 31, 2023, 2022 and 2021, we recorded Federal, state and local tax provisions of $8.2 million, $3.7 million, and $2.8 million, respectively. For the year ended December 31, 2023, the Company paid distributions on its common stock of $3.25 per share which represented $0.00 per share of ordinary income and $3.25 per share of capital gains. For the year ended December 31, 2022, the Company paid distributions on its common stock of $6.17 per share which represented $2.56 per share of ordinary income, and $1.17 per share of capital gains. For the year ended December 31, 2021, the Company paid distributions on its common stock of $8.09 per share which represented $0.50 per share of ordinary income and $5.92 per share of capital gains. We follow a two-step approach for evaluating uncertain tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that is more-likely-than-not to be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The use of a valuation allowance as a substitute for derecognition of tax positions is prohibited. Stock Based Employee Compensation Plans We have a stock-based employee compensation plan, described more fully in Note 14, "Share-based Compensation." For share-based awards with a performance or market measure, we recognize compensation cost over the requisite service period, using the accelerated attribution expense method. The requisite service period begins on the date the compensation committee of our Board of Directors authorizes the award, adopts any relevant performance measures and communicates the award to the employees. For programs with awards that vest based on the achievement of a performance condition or market condition, we determine whether it is probable that the performance condition will be met, and estimate compensation cost based on the fair value of the award at the applicable award date estimated using a binomial model or market quotes. For share-based awards for which there is no pre-established performance measure, we recognize compensation cost over the service vesting period, which represents the requisite service period, on a straight-line basis. In accordance with the provisions of our share-based incentive compensation plans, we accept the return of shares of the Company's common stock, at the current quoted market price, from certain key employees to satisfy minimum statutory tax-withholding requirements related to shares that vested during the period. Awards can also be made in the form of a separate series of units of limited partnership interest in the Operating Partnership called long-term incentive plan units, or LTIP units. LTIP units, which can be granted either as free-standing awards or in tandem with other awards under our stock incentive plan, are valued by reference to the value of the Company's common stock at the time of grant and are subject to such conditions and restrictions as the compensation committee of the Company's board of directors may determine, including continued employment or service, computation of financial metrics and/or achievement of pre-established performance goals and objectives. The Company's stock options are recorded at fair value at the time of issuance. Fair value of the stock options is determined using the Black-Scholes option pricing model. The Black-Scholes model was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because our plan has characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimate, in our opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the employee stock options. Compensation cost for stock options, if any, is recognized over the vesting period of the award. Our policy is to grant options with an exercise price equal to the quoted closing market price of the Company's common stock on either the grant date or the date immediately preceding the grant date. Awards of stock or restricted stock are expensed as compensation over the benefit period based on the fair value of the stock on the grant date. Derivative Instruments In the normal course of business, we use a variety of commonly used derivative instruments, including, but not limited to, interest rate swaps, caps, collars and floors, to manage interest rate risk. Effectiveness is essential for those derivatives that we intend to qualify for hedge accounting. Some derivative instruments are associated with an anticipated transaction. In those cases, hedge effectiveness criteria also require that it be probable that the underlying transaction occurs. Instruments that meet these hedging criteria are formally designated as hedges at the inception of the derivative contract. To determine the fair values of derivative instruments, we use a variety of methods and assumptions that are based on market conditions and risks existing at each balance sheet date. For the majority of financial instruments including most derivatives, long-term investments and long-term debt, standard market conventions and techniques such as discounted cash flow analysis, option pricing models, replacement cost, and termination cost are used to determine fair value. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized. In the normal course of business, we are exposed to the effect of interest rate changes and limit these risks by following established risk management policies and procedures including the use of derivatives. To address exposure to interest rates, derivatives are used primarily to fix the rate on debt based on floating-rate indices and manage the cost of borrowing obligations. We use a variety of conventional derivative products. These derivatives include, but are not limited to, interest rate swaps, caps, collars and floors. We expressly prohibit the use of unconventional derivative instruments and using derivative instruments for trading or speculative purposes. Further, we have a policy of only entering into contracts with major financial institutions based upon their credit ratings and other factors. We may employ swaps, forwards or purchased options to hedge qualifying forecasted transactions. Gains and losses related to these transactions are deferred and recognized in net income as interest expense in the same period or periods that the underlying transaction occurs, expires or is otherwise terminated. Hedges that are reported at fair value and presented on the balance sheet could be characterized as cash flow hedges or fair value hedges. Interest rate caps and collars are examples of cash flow hedges. Cash flow hedges address the risk associated 79305_SLG 10K_r1.indd 48 79305_SLG 10K_r1.indd 48 4/16/24 11:21 AM 4/16/24 11:21 AM 48 49 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Rent Expense leases on the consolidated balance sheets. Underwriting Commissions and Costs additional paid-in-capital. Transaction Costs Accrued interest receivable amounts related to these debt and preferred equity investment and other financing receivables are recorded at the net amount expected to be collected within Other assets in the consolidated balance sheets. Accrued interest receivables that are written off are recognized as an expense in loan loss and other investment reserves. Rent expense is recognized on a straight-line basis over the initial term of the lease. The excess of the rent expense recognized over the amounts contractually due pursuant to the underlying lease is included in the lease liability - operating Underwriting commissions and costs incurred in connection with our stock offerings are reflected as a reduction of Transaction costs for real estate asset acquisitions are capitalized to the investment basis, which is then subject to a purchase price allocation based on relative fair value. Transaction costs for business combinations or costs incurred on potential transactions that are not consummated are expensed as incurred. Income Taxes income. SL Green is taxed as a REIT under Section 856(c) of the Code. As a REIT, SL Green generally is not subject to Federal income tax. To maintain its qualification as a REIT, SL Green must distribute at least 90% of its REIT taxable income to its stockholders and meet certain other requirements. If SL Green fails to qualify as a REIT in any taxable year, SL Green will be subject to Federal income tax on its taxable income at regular corporate rates. SL Green may also be subject to certain state, local and franchise taxes. Under certain circumstances, Federal income and excise taxes may be due on its undistributed taxable The Operating Partnership is a partnership and, as a result, all income and losses of the partnership are allocated to the partners for inclusion in their respective income tax returns. The only provision for income taxes included in the consolidated statements of operations relates to the Operating Partnership’s consolidated taxable REIT subsidiaries. The Operating Partnership may also be subject to certain state, local and franchise taxes. We have elected, and may elect in the future, to treat certain of our corporate subsidiaries as taxable REIT subsidiaries, or TRSs. In general, TRSs may perform non-customary services for the tenants of the Company, hold assets that we cannot hold directly and generally may engage in any real estate or non-real estate related business. The TRSs generate income, resulting in Federal, state and local corporate tax liability for these entities. SUMMIT is held in a TRS and pays Federal, state and local taxes. During the years ended December 31, 2023, 2022 and 2021, we recorded Federal, state and local tax expense for SUMMIT of $9.2 million, $2.6 million, and $1.0 million, respectively. During the years ended December 31, 2023, 2022 and 2021, we recorded Federal, state and local tax provisions of $8.2 million, $3.7 million, and $2.8 million, respectively. For the year ended December 31, 2023, the Company paid distributions on its common stock of $3.25 per share which represented $0.00 per share of ordinary income and $3.25 per share of capital gains. For the year ended December 31, 2022, the Company paid distributions on its common stock of $6.17 per share which represented $2.56 per share of ordinary income, and $1.17 per share of capital gains. For the year ended December 31, 2021, the Company paid distributions on its common stock of $8.09 per share which represented $0.50 per share of ordinary income and $5.92 per share of capital gains. We follow a two-step approach for evaluating uncertain tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that is more-likely-than-not to be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The use of a valuation allowance as a substitute for derecognition of tax positions is prohibited. Stock Based Employee Compensation Plans We have a stock-based employee compensation plan, described more fully in Note 14, "Share-based Compensation." For share-based awards with a performance or market measure, we recognize compensation cost over the requisite service period, using the accelerated attribution expense method. The requisite service period begins on the date the compensation committee of our Board of Directors authorizes the award, adopts any relevant performance measures and communicates the award to the employees. For programs with awards that vest based on the achievement of a performance condition or market condition, we determine whether it is probable that the performance condition will be met, and estimate compensation cost based on the fair value of the award at the applicable award date estimated using a binomial model or market quotes. For share-based awards for which there is no pre-established performance measure, we recognize compensation cost over the service vesting period, which represents the requisite service period, on a straight-line basis. In accordance with the provisions of our share-based incentive compensation plans, we accept the return of shares of the Company's common stock, at the current quoted market price, from certain key employees to satisfy minimum statutory tax-withholding requirements related to shares that vested during the period. Awards can also be made in the form of a separate series of units of limited partnership interest in the Operating Partnership called long-term incentive plan units, or LTIP units. LTIP units, which can be granted either as free-standing awards or in tandem with other awards under our stock incentive plan, are valued by reference to the value of the Company's common stock at the time of grant and are subject to such conditions and restrictions as the compensation committee of the Company's board of directors may determine, including continued employment or service, computation of financial metrics and/or achievement of pre-established performance goals and objectives. The Company's stock options are recorded at fair value at the time of issuance. Fair value of the stock options is determined using the Black-Scholes option pricing model. The Black-Scholes model was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because our plan has characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimate, in our opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the employee stock options. Compensation cost for stock options, if any, is recognized over the vesting period of the award. Our policy is to grant options with an exercise price equal to the quoted closing market price of the Company's common stock on either the grant date or the date immediately preceding the grant date. Awards of stock or restricted stock are expensed as compensation over the benefit period based on the fair value of the stock on the grant date. Derivative Instruments In the normal course of business, we use a variety of commonly used derivative instruments, including, but not limited to, interest rate swaps, caps, collars and floors, to manage interest rate risk. Effectiveness is essential for those derivatives that we intend to qualify for hedge accounting. Some derivative instruments are associated with an anticipated transaction. In those cases, hedge effectiveness criteria also require that it be probable that the underlying transaction occurs. Instruments that meet these hedging criteria are formally designated as hedges at the inception of the derivative contract. To determine the fair values of derivative instruments, we use a variety of methods and assumptions that are based on market conditions and risks existing at each balance sheet date. For the majority of financial instruments including most derivatives, long-term investments and long-term debt, standard market conventions and techniques such as discounted cash flow analysis, option pricing models, replacement cost, and termination cost are used to determine fair value. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized. In the normal course of business, we are exposed to the effect of interest rate changes and limit these risks by following established risk management policies and procedures including the use of derivatives. To address exposure to interest rates, derivatives are used primarily to fix the rate on debt based on floating-rate indices and manage the cost of borrowing obligations. We use a variety of conventional derivative products. These derivatives include, but are not limited to, interest rate swaps, caps, collars and floors. We expressly prohibit the use of unconventional derivative instruments and using derivative instruments for trading or speculative purposes. Further, we have a policy of only entering into contracts with major financial institutions based upon their credit ratings and other factors. We may employ swaps, forwards or purchased options to hedge qualifying forecasted transactions. Gains and losses related to these transactions are deferred and recognized in net income as interest expense in the same period or periods that the underlying transaction occurs, expires or is otherwise terminated. Hedges that are reported at fair value and presented on the balance sheet could be characterized as cash flow hedges or fair value hedges. Interest rate caps and collars are examples of cash flow hedges. Cash flow hedges address the risk associated 48 49 79305_SLG 10K_r1.indd 49 79305_SLG 10K_r1.indd 49 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 with future cash flows of interest payments. For all hedges held by us that meet the hedging objectives established by our corporate policy governing interest rate risk management, no net gains or losses were reported in earnings. The changes in fair value of derivative instruments designated as hedge instruments are reflected in accumulated other comprehensive income. For derivative instruments not designated as hedging instruments, the gain or loss, resulting from the change in the estimated fair value of the derivative instruments, is recognized in current earnings during the period of change. Earnings per Share of the Company The Company presents both basic and diluted earnings per share ("EPS") using the two-class method, which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted-average number of common stock shares outstanding for the period. Basic EPS includes participating securities, consisting of unvested restricted stock that receive nonforfeitable dividends similar to shares of common stock. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, where such exercise or conversion would result in a lower EPS amount. Diluted EPS also includes units of limited partnership interest. The dilutive effect of stock options is reflected in the weighted average diluted outstanding shares calculation by application of the treasury stock method. Earnings per Unit of the Operating Partnership Certain prior year balances have been reclassified to conform to our current year presentation. The Operating Partnership presents both basic and diluted earnings per unit ("EPU") using the two-class method, which is an earnings allocation formula that determines EPU for common units and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPU is computed by dividing the income available to common unitholders by the weighted-average number of common units outstanding for the period. Basic EPU includes participating securities, consisting of unvested restricted units that receive nonforfeitable dividends similar to shares of common units. Diluted EPU reflects the potential dilution that could occur if securities or other contracts to issue common units were exercised or converted into common units, where such exercise or conversion would result in a lower EPU amount. The dilutive effect of unit options is reflected in the weighted average diluted outstanding units calculation by application of the treasury stock method. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Concentrations of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash investments, debt and preferred equity investments and accounts receivable. We place our cash investments with high quality financial institutions. The collateral securing our debt and preferred equity investments is located in New York City. See Note 5, "Debt and Preferred Equity Investments." We perform initial and ongoing evaluations of the credit quality of our tenants and require most tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the total value of a tenant's lease obligation, they are a measure of good faith and a potential source of funds to offset the economic costs associated with lost revenue from that tenant and the costs associated with re-tenanting a space. The properties in our real estate portfolio are located in the New York metropolitan area, principally in Manhattan. Our tenants operate in various industries. Other than one tenant, Paramount Global (formerly ViacomCBS Inc.), which accounted for 5.9% of our share of annualized cash rent as of December 31, 2023, no other tenant in our portfolio accounted for more than 5.0% of our share of annualized cash rent, including our share of joint venture annualized cash rent, as of December 31, 2023. For the years ended December 31, 2023, 2022, and 2021, the following properties contributed more than 5.0% of our annualized cash rent from office properties, including our share of annualized cash rent from joint venture office properties: Property 2023 Property 2022 Property One Vanderbilt Avenue 16.0% One Vanderbilt Avenue 14.1% 11 Madison Avenue 11 Madison Avenue 420 Lexington Avenue 1515 Broadway 8.3% 245 Park Avenue 10.0% 420 Lexington Avenue 6.7% 11 Madison Avenue 7.8% 1515 Broadway 6.4% 420 Lexington Avenue 6.3% 1185 Avenue of the Americas 1185 Avenue of the Americas 5.6% 1515 Broadway 5.8% 280 Park Avenue 280 Park Avenue 245 Park Avenue 5.5% 1185 Avenue of the Americas 5.1% 919 Third Avenue 5.5% 280 Park Avenue 5.1% 485 Lexington Avenue 555 West 57th Street 2021 10.8% 8.3% 8.1% 8.0% 6.7% 5.3% 5.3% 5.2% As of December 31, 2023, 57.6% of our work force is covered by five collective bargaining agreements, and 1.3% of our work force is covered by collective bargaining agreements that expire before December 31, 2024. See Note 19, "Benefits Plans." Reclassification As of December 31, 2023, the SUMMIT meets the criteria of a reportable operating segment pursuant to the guidance in ASC 280. Accordingly, we reclassified SUMMIT Operator revenue, SUMMIT Operator expenses, and SUMMIT Operator tax expense to separate financial statement line items in our consolidated statements of operations. These items were previously presented on a net basis in Other income. Additionally, the depreciation and amortization of SUMMIT assets are included in Depreciation and amortization in our consolidated statements of operations. Prior period balances have been reclassified to conform to the current period presentation. Accounting Standards Updates In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. The objective of the amendments in ASU 2023-09 related to the rate reconciliation and income taxes paid disclosures are to improve transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. The amendment will require that public entities on an annual basis disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. Additionally, the amendment will require that all entities disclose on an annual basis the amount of taxes paid (net of refunds received) disaggregated by federal, state and foreign taxes as well as disaggregated by individual jurisdictions that meet a quantitative threshold. ASU 2023-09 is effective prospectively for annual periods beginning after December 15, 2024. Early adoption and retrospective application is permitted. We are currently evaluating the impact of the adoption of ASU 2023-09 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. ASU 2023-07 amends the reportable segment disclosure requirements to enhance disclosures about significant segment expenses. The objective of the amendment is to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. The amendment will require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss (collectively referred to as the "significant expense principle"). Additionally, the amendment will require an entity to disclose an amount for "other segment items" by reportable segment and a description of its composition as well as require annual disclosures about a reportable segment's profit or loss and assets currently required by Topic 280 in interim periods. Lastly, the amendment will require a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding to allocate resources. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and should be applied retrospectively to all prior periods presented in the financial statements. We are currently evaluating the impact of the adoption of ASU 2023-07 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. 79305_SLG 10K_r1.indd 50 79305_SLG 10K_r1.indd 50 4/16/24 11:21 AM 4/16/24 11:21 AM 50 51 with future cash flows of interest payments. For all hedges held by us that meet the hedging objectives established by our corporate policy governing interest rate risk management, no net gains or losses were reported in earnings. The changes in fair value of derivative instruments designated as hedge instruments are reflected in accumulated other comprehensive income. For derivative instruments not designated as hedging instruments, the gain or loss, resulting from the change in the estimated fair value of the derivative instruments, is recognized in current earnings during the period of change. Earnings per Share of the Company The Company presents both basic and diluted earnings per share ("EPS") using the two-class method, which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted-average number of common stock shares outstanding for the period. Basic EPS includes participating securities, consisting of unvested restricted stock that receive nonforfeitable dividends similar to shares of common stock. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, where such exercise or conversion would result in a lower EPS amount. Diluted EPS also includes units of limited partnership interest. The dilutive effect of stock options is reflected in the weighted average diluted outstanding shares calculation by application of the treasury stock method. The Operating Partnership presents both basic and diluted earnings per unit ("EPU") using the two-class method, which is an earnings allocation formula that determines EPU for common units and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPU is computed by dividing the income available to common unitholders by the weighted-average number of common units outstanding for the period. Basic EPU includes participating securities, consisting of unvested restricted units that receive nonforfeitable dividends similar to shares of common units. Diluted EPU reflects the potential dilution that could occur if securities or other contracts to issue common units were exercised or converted into common units, where such exercise or conversion would result in a lower EPU amount. The dilutive effect of unit options is reflected in the weighted average diluted outstanding units calculation by application of the treasury stock method. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Concentrations of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash investments, debt and preferred equity investments and accounts receivable. We place our cash investments with high quality financial institutions. The collateral securing our debt and preferred equity investments is located in New York City. See Note 5, "Debt and Preferred Equity Investments." We perform initial and ongoing evaluations of the credit quality of our tenants and require most tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the total value of a tenant's lease obligation, they are a measure of good faith and a potential source of funds to offset the economic costs associated with lost revenue from that tenant and the costs associated with re-tenanting a space. The properties in our real estate portfolio are located in the New York metropolitan area, principally in Manhattan. Our tenants operate in various industries. Other than one tenant, Paramount Global (formerly ViacomCBS Inc.), which accounted for 5.9% of our share of annualized cash rent as of December 31, 2023, no other tenant in our portfolio accounted for more than 5.0% of our share of annualized cash rent, including our share of joint venture annualized cash rent, as of December 31, 2023. For the years ended December 31, 2023, 2022, and 2021, the following properties contributed more than 5.0% of our annualized cash rent from office properties, including our share of annualized cash rent from joint venture office properties: Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Property 2023 Property 2022 Property One Vanderbilt Avenue 16.0% One Vanderbilt Avenue 14.1% 11 Madison Avenue 11 Madison Avenue 420 Lexington Avenue 1515 Broadway 8.3% 245 Park Avenue 10.0% 420 Lexington Avenue 6.7% 11 Madison Avenue 7.8% 1515 Broadway 6.4% 420 Lexington Avenue 6.3% 1185 Avenue of the Americas 1185 Avenue of the Americas 5.6% 1515 Broadway 5.8% 280 Park Avenue 280 Park Avenue 245 Park Avenue 5.5% 1185 Avenue of the Americas 5.1% 919 Third Avenue 5.5% 280 Park Avenue 5.1% 485 Lexington Avenue 555 West 57th Street 2021 10.8% 8.3% 8.1% 8.0% 6.7% 5.3% 5.3% 5.2% As of December 31, 2023, 57.6% of our work force is covered by five collective bargaining agreements, and 1.3% of our work force is covered by collective bargaining agreements that expire before December 31, 2024. See Note 19, "Benefits Plans." Reclassification Earnings per Unit of the Operating Partnership Certain prior year balances have been reclassified to conform to our current year presentation. As of December 31, 2023, the SUMMIT meets the criteria of a reportable operating segment pursuant to the guidance in ASC 280. Accordingly, we reclassified SUMMIT Operator revenue, SUMMIT Operator expenses, and SUMMIT Operator tax expense to separate financial statement line items in our consolidated statements of operations. These items were previously presented on a net basis in Other income. Additionally, the depreciation and amortization of SUMMIT assets are included in Depreciation and amortization in our consolidated statements of operations. Prior period balances have been reclassified to conform to the current period presentation. Accounting Standards Updates In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. The objective of the amendments in ASU 2023-09 related to the rate reconciliation and income taxes paid disclosures are to improve transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. The amendment will require that public entities on an annual basis disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. Additionally, the amendment will require that all entities disclose on an annual basis the amount of taxes paid (net of refunds received) disaggregated by federal, state and foreign taxes as well as disaggregated by individual jurisdictions that meet a quantitative threshold. ASU 2023-09 is effective prospectively for annual periods beginning after December 15, 2024. Early adoption and retrospective application is permitted. We are currently evaluating the impact of the adoption of ASU 2023-09 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. ASU 2023-07 amends the reportable segment disclosure requirements to enhance disclosures about significant segment expenses. The objective of the amendment is to improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses. The amendment will require that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit or loss (collectively referred to as the "significant expense principle"). Additionally, the amendment will require an entity to disclose an amount for "other segment items" by reportable segment and a description of its composition as well as require annual disclosures about a reportable segment's profit or loss and assets currently required by Topic 280 in interim periods. Lastly, the amendment will require a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding to allocate resources. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and should be applied retrospectively to all prior periods presented in the financial statements. We are currently evaluating the impact of the adoption of ASU 2023-07 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. 50 51 79305_SLG 10K_r1.indd 51 79305_SLG 10K_r1.indd 51 4/16/24 11:21 AM 4/16/24 11:21 AM SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Table of Contents 2022 Acquisitions Property 245 Park Avenue (1) 2021 Acquisitions Property 885 Third Avenue (1) 461 Fifth Avenue (2) 1591-1597 Broadway 690 Madison Avenue (3) The following table summarizes the properties acquired during the year ended December 31, 2022: Acquisition Date Property Type September 2022 Fee Interest 1,782,793 $ 1,960.0 Approximate Square Feet Gross Asset Valuation (in millions) (1) On October 31, 2021, HNA, through an affiliated entity, filed for Chapter 11 bankruptcy protection on account of its investment in 245 Park Avenue, together with another asset in Chicago. On July 8, 2022, certain of the debtors and affiliates of SL Green entered into a Plan Sponsorship and Investment Agreement (the "Plan"). Since the debtors did not receive any qualifying bids for the property and the Plan was confirmed, SL Green acquired full ownership and control of the property in September 2022, at which time our outstanding preferred equity and accrued interest balance were credited to our equity investment in the property. We recorded the assets acquired and liabilities assumed at fair value. See Note 16, "Fair Value Measurements." The following table summarizes the properties acquired during the year ended December 31, 2021: Acquisition Date Property Type January 2021 June 2021 September 2021 September 2021 Fee Interest Fee Interest Fee Interest Fee Interest Approximate Square Feet Gross Asset Valuation (in millions) 625,000 $ 200,000 7,684 7,848 387.9 28.0 121.0 72.2 (1) In January 2021, pursuant to the partnership documents of our 885 Third Avenue investment, certain participating rights of the common member expired. As a result, it was determined that this investment is a VIE in which we are the primary beneficiary, and the investment was consolidated in our financial statements. Upon consolidating the entity, the assets and liabilities of the entity were recorded at fair value. Prior to January 2021, the investment was accounted for under the equity method. See Note 6, "Investments in Unconsolidated Joint Ventures." In April 2021, the Company exercised its option to acquire the fee interest in the property from the ground lessor and the Company acquired the fee interest in June 2021. The Company held the leasehold interest in the property prior to exercising its option. In September 2021, the Company was the successful bidder for the fee interest in 690 Madison Avenue at the foreclosure of the asset. The property previously served as collateral for a debt and preferred equity investment. We recorded the assets acquired and liabilities assumed at fair value. (2) (3) Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 In August 2023, the FASB issued ASU No. 2023-05 Business Combinations - Joint Venture Formations (Subtopic 805-60) Recognition and Initial Measurement. ASU 2023-05 addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture's separate financial statements. The objectives of the amendments are to provide decision- useful information to investors and other allocators of capital in a joint venture's financial statements and reduce diversity in practice. The amendments require that a joint venture apply the following key adaptations from the business combinations guidance upon formation: (i) a joint venture is the formation of a new entity without an accounting acquirer, (ii) a joint venture measures its identifiable net assets and goodwill, if any, at the formation date, (iii) initial measurement of a joint venture's total net assets is equal to the fair value of 100 percent of the joint venture's equity, and (iv) a joint venture provides relevant disclosures. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025, with early adoption permitted in any interim or annual period in which financial statements have not yet been issued, either prospectively or retrospectively. We are currently evaluating the impact of the adoption of ASU 2023-05 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. In March 2022, the FASB issued ASU No. 2022-02 Financial Instruments - Credit Losses (Topic 326) Troubled Debt Restructurings and Vintage Disclosures. ASU 2022-02 eliminates the troubled debt restructuring recognition and measurement guidance and, instead, requires that an entity evaluate whether the modification represents a new loan or a continuation of an existing loan. The amendments enhance existing disclosure requirements and introduce new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulties. Additionally, ASU 2022-02 requires an entity to disclose current-period gross write-offs by year of origination for financing receivables and net investment in leases within the scope of Subtopic 326-20. Gross write-off information must be included in the vintage disclosures required for entities in accordance with Subtopic 326-20, which requires that an entity disclose the amortized cost basis of financing receivables by credit-quality indicator and class of financing receivable by year of origination. ASU 2022-02 is effective for reporting periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this guidance on January 1, 2023 and it did not have a material impact on the Company's consolidated financial statements. In July 2021, the FASB issued ASU No. 2021-05 Leases (Topic 842) Lessors - Certain Leases with Variable Lease Payments. ASU 2021-05 amends the lease classification requirements for lessors when classifying and accounting for a lease with variable lease payments that do not depend on a reference rate index or a rate. The update provides criteria, that if met, the lease would be classified and accounted for as an operating lease. ASU 2021-05 is effective for reporting periods beginning after December 15, 2021. The Company adopted this guidance on January 1, 2022 and it did not have a material impact on the Company's consolidated financial statements. In August 2020, the FASB issued Accounting Standard Update, or "ASU," No. 2020-06 Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40). ASU 2020-06 simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock, removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for reporting periods beginning after December 15, 2021. The Company adopted this guidance on January 1, 2022 and it did not have a material impact on the Company's consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting and then in January 2021, the FASB issued ASU No. 2021-01. The amendments provide practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance is optional and is effective between March 12, 2020 and December 31, 2024, which was extended from the original sunset date of December 31, 2022 when the FASB issued ASU No. 2022-06 in December 2022. The guidance may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The impact of this guidance did not have a material impact on the Company's consolidated financial statements. 3. Property Acquisitions 2023 Acquisitions During the year ended December 31, 2023, we did not acquire any properties from a third party. 79305_SLG 10K_r1.indd 52 79305_SLG 10K_r1.indd 52 4/16/24 11:21 AM 4/16/24 11:21 AM 52 53 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 In August 2023, the FASB issued ASU No. 2023-05 Business Combinations - Joint Venture Formations (Subtopic 2022 Acquisitions The following table summarizes the properties acquired during the year ended December 31, 2022: Property 245 Park Avenue (1) Acquisition Date September 2022 Property Type Fee Interest Approximate Square Feet Gross Asset Valuation (in millions) 1,782,793 $ 1,960.0 (1) On October 31, 2021, HNA, through an affiliated entity, filed for Chapter 11 bankruptcy protection on account of its investment in 245 Park Avenue, together with another asset in Chicago. On July 8, 2022, certain of the debtors and affiliates of SL Green entered into a Plan Sponsorship and Investment Agreement (the "Plan"). Since the debtors did not receive any qualifying bids for the property and the Plan was confirmed, SL Green acquired full ownership and control of the property in September 2022, at which time our outstanding preferred equity and accrued interest balance were credited to our equity investment in the property. We recorded the assets acquired and liabilities assumed at fair value. See Note 16, "Fair Value Measurements." 2021 Acquisitions The following table summarizes the properties acquired during the year ended December 31, 2021: Property 885 Third Avenue (1) 461 Fifth Avenue (2) 1591-1597 Broadway 690 Madison Avenue (3) Acquisition Date January 2021 Property Type Fee Interest June 2021 September 2021 September 2021 Fee Interest Fee Interest Fee Interest Approximate Square Feet Gross Asset Valuation (in millions) 625,000 $ 200,000 7,684 7,848 387.9 28.0 121.0 72.2 (1) (2) (3) In January 2021, pursuant to the partnership documents of our 885 Third Avenue investment, certain participating rights of the common member expired. As a result, it was determined that this investment is a VIE in which we are the primary beneficiary, and the investment was consolidated in our financial statements. Upon consolidating the entity, the assets and liabilities of the entity were recorded at fair value. Prior to January 2021, the investment was accounted for under the equity method. See Note 6, "Investments in Unconsolidated Joint Ventures." In April 2021, the Company exercised its option to acquire the fee interest in the property from the ground lessor and the Company acquired the fee interest in June 2021. The Company held the leasehold interest in the property prior to exercising its option. In September 2021, the Company was the successful bidder for the fee interest in 690 Madison Avenue at the foreclosure of the asset. The property previously served as collateral for a debt and preferred equity investment. We recorded the assets acquired and liabilities assumed at fair value. 805-60) Recognition and Initial Measurement. ASU 2023-05 addresses the accounting for contributions made to a joint venture, upon formation, in a joint venture's separate financial statements. The objectives of the amendments are to provide decision- useful information to investors and other allocators of capital in a joint venture's financial statements and reduce diversity in practice. The amendments require that a joint venture apply the following key adaptations from the business combinations guidance upon formation: (i) a joint venture is the formation of a new entity without an accounting acquirer, (ii) a joint venture measures its identifiable net assets and goodwill, if any, at the formation date, (iii) initial measurement of a joint venture's total net assets is equal to the fair value of 100 percent of the joint venture's equity, and (iv) a joint venture provides relevant disclosures. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025, with early adoption permitted in any interim or annual period in which financial statements have not yet been issued, either prospectively or retrospectively. We are currently evaluating the impact of the adoption of ASU 2023-05 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements. In March 2022, the FASB issued ASU No. 2022-02 Financial Instruments - Credit Losses (Topic 326) Troubled Debt Restructurings and Vintage Disclosures. ASU 2022-02 eliminates the troubled debt restructuring recognition and measurement guidance and, instead, requires that an entity evaluate whether the modification represents a new loan or a continuation of an existing loan. The amendments enhance existing disclosure requirements and introduce new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulties. Additionally, ASU 2022-02 requires an entity to disclose current-period gross write-offs by year of origination for financing receivables and net investment in leases within the scope of Subtopic 326-20. Gross write-off information must be included in the vintage disclosures required for entities in accordance with Subtopic 326-20, which requires that an entity disclose the amortized cost basis of financing receivables by credit-quality indicator and class of financing receivable by year of origination. ASU 2022-02 is effective for reporting periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this guidance on January 1, 2023 and it did not have a material impact on the Company's consolidated financial statements. In July 2021, the FASB issued ASU No. 2021-05 Leases (Topic 842) Lessors - Certain Leases with Variable Lease Payments. ASU 2021-05 amends the lease classification requirements for lessors when classifying and accounting for a lease with variable lease payments that do not depend on a reference rate index or a rate. The update provides criteria, that if met, the lease would be classified and accounted for as an operating lease. ASU 2021-05 is effective for reporting periods beginning after December 15, 2021. The Company adopted this guidance on January 1, 2022 and it did not have a material impact on the Company's consolidated financial statements. In August 2020, the FASB issued Accounting Standard Update, or "ASU," No. 2020-06 Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40). ASU 2020-06 simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock, removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for reporting periods beginning after December 15, 2021. The Company adopted this guidance on January 1, 2022 and it did not have a material impact on the Company's consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04 Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting and then in January 2021, the FASB issued ASU No. 2021-01. The amendments provide practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance is optional and is effective between March 12, 2020 and December 31, 2024, which was extended from the original sunset date of December 31, 2022 when the FASB issued ASU No. 2022-06 in December 2022. The guidance may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The impact of this guidance did not have a material impact on the Company's consolidated financial statements. 3. Property Acquisitions 2023 Acquisitions During the year ended December 31, 2023, we did not acquire any properties from a third party. 52 53 79305_SLG 10K_r1.indd 53 79305_SLG 10K_r1.indd 53 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 4. Properties Held for Sale and Property Dispositions Properties Held for Sale As of December 31, 2023 and 2022, no properties were classified as held for sale. Property Dispositions The following table summarizes the properties sold during the years ended December 31, 2023, 2022, and 2021: Disposition Date Property Type Unaudited Approximate Usable Square Feet Sales Price (1) (in millions) (Loss) Gain on Sale (2) (in millions) June 2023 Fee Interest 1,782,793 $ 1,995.0 $ Property 245 Park Avenue (3) 885 Third Avenue - Office Condominium Units (4) 609 Fifth Avenue 1591-1597 Broadway December 2022 June 2022 May 2022 Fee / Leasehold Interest Fee Interest Fee Interest 1080 Amsterdam Avenue April 2022 Leasehold Interest 707 Eleventh Avenue 110 East 42nd Street 590 Fifth Avenue 220 East 42nd Street (5) 635-641 Sixth Avenue 106 Spring Street (6) 133 Greene Street (6) 712 Madison Avenue (7) February 2022 December 2021 October 2021 July 2021 June 2021 March 2021 February 2021 January 2021 Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest 414,317 138,563 7,684 85,250 159,720 215,400 103,300 1,135,000 267,000 5,928 6,425 6,600 300.4 100.5 121.0 42.7 95.0 117.1 103.0 783.5 325.0 35.0 15.8 43.0 (28.3) (24.0) (80.2) (4.5) 17.9 (0.8) 3.6 (3.2) 175.1 99.4 (2.8) 0.2 (1.4) (1) (2) (3) (4) (5) (6) (7) Sales price represents the gross sales price for a property or the gross asset valuation for interests in a property. The (losses) gains on sale are net of $11.3 million, $11.2 million, and $13.7 million of employee compensation accrued in connection with the realization of the investment dispositions during the years ended December 31, 2023, 2022, and 2021, respectively. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our retained investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) that is reflected in the Company's consolidated statements of operations within Purchase price and other fair value adjustments. See Note 6, "Investments in Unconsolidated Joint Venture" and Note 16, " Fair Value Measurements." In December 2022, the Company sold 414,317 square feet of office leasehold condominium units at the property. The Company retained the remaining 218,796 square feet of the building. In July 2021, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and the deconsolidation of the 51.0% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of $206.8 million, which is reflected in the Company's consolidated statements of operations within Purchase price and other fair value adjustments. See Note 6, "Investments in Unconsolidated Joint Ventures." In March 2021, the property was foreclosed by the lender. Disposition resulted from the ground lessee exercising its purchase option under a ground lease arrangement. 79305_SLG 10K_r1.indd 54 79305_SLG 10K_r1.indd 54 4/16/24 11:21 AM 4/16/24 11:21 AM 54 55 Below is a summary of the activity in our debt and preferred equity investments for the years ended December 31, 2023 5. Debt and Preferred Equity Investments and 2022 (in thousands): Balance at beginning of year (1) Debt investment originations/fundings/accretion (2) Preferred equity investment originations/accretion (2) Redemptions/sales/syndications/equity ownership/amortization Net change in loan loss reserves Balance at end of period (1) December 31, 2023 December 31, 2022 623,280 $ 1,088,723 72,160 8,142 (349,947) (6,890) 346,745 (3) $ 62,992 37,505 (565,940) — 623,280 $ $ (1) (2) (3) (1) (2) Net of unamortized fees, discounts, and premiums. Accretion includes amortization of fees and discounts and paid-in-kind investment income. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. Below is a summary of our debt and preferred equity investments as of December 31, 2023 (dollars in thousands): Type Mezzanine Debt Preferred Equity Floating Rate Fixed Rate Carrying Value Face Value Carrying Value Face Value Interest Rate S + 4.95 - 12.38% Interest Rate 8.00 - 8.40% Total Carrying Value (2) Senior Financing Maturity(1) $ 168,745 $ 168,912 $ 50,000 $ 50,000 $ 218,745 $ 1,071,858 2024 - 2029 — — — 128,000 128,000 6.5% 128,000 250,000 2027 Balance at end of period $ 168,745 $ 168,912 $ 178,000 $ 178,000 $ 346,745 $ 1,321,858 Excludes available extension options to the extent they have not been exercised as of the date of this filing. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. The following table is a roll forward of our total allowance for loan losses for the years ended December 31, 2023, 2022 and 2021 (in thousands): Balance at beginning of year Current period provision for loan loss Write-offs charged against the allowance Balance at end of period Year Ended December 31, 2023 2022 2021 $ 6,630 $ $ $ 6,630 6,890 — — — 13,520 (1) $ 6,630 $ 13,213 — (6,583) 6,630 (1) As of December 31, 2023, all financing receivables on non-accrual had an allowance for loan loss except for one debt investment with a carrying value of $49.8 million, which is included in the Company's alternative strategy portfolio. As of December 31, 2023, two investments with a total carrying value, net of reserves, of $49.8 million were not performing in accordance with their respective terms. As of December 31, 2022, one investment with a carrying value, net of reserves, of $6.9 million was not performing in accordance with its respective terms. This is further discussed in the Debt Investments and Preferred Equity Investments tables below. No other financing receivables were 90 days past due as of December 31, 2023 and December 31, 2022. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 4. Properties Held for Sale and Property Dispositions 5. Debt and Preferred Equity Investments Below is a summary of the activity in our debt and preferred equity investments for the years ended December 31, 2023 and 2022 (in thousands): Balance at beginning of year (1) Debt investment originations/fundings/accretion (2) Preferred equity investment originations/accretion (2) Redemptions/sales/syndications/equity ownership/amortization Net change in loan loss reserves Balance at end of period (1) December 31, 2023 December 31, 2022 623,280 $ 1,088,723 72,160 8,142 (349,947) (6,890) 346,745 (3) $ 62,992 37,505 (565,940) — 623,280 $ $ (1) (2) (3) Net of unamortized fees, discounts, and premiums. Accretion includes amortization of fees and discounts and paid-in-kind investment income. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. Below is a summary of our debt and preferred equity investments as of December 31, 2023 (dollars in thousands): Type Mezzanine Debt Preferred Equity Floating Rate Fixed Rate Carrying Value Face Value $ 168,745 $ 168,912 Interest Rate S + 4.95 - 12.38% Carrying Value Face Value $ 50,000 $ 50,000 Interest Rate 8.00 - 8.40% Total Carrying Value Senior Financing Maturity(1) $ 218,745 (2) $ 1,071,858 2024 - 2029 — — — 128,000 128,000 6.5% 128,000 250,000 2027 Balance at end of period $ 168,745 $ 168,912 $ 178,000 $ 178,000 $ 346,745 $ 1,321,858 (1) (2) Excludes available extension options to the extent they have not been exercised as of the date of this filing. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. The following table is a roll forward of our total allowance for loan losses for the years ended December 31, 2023, 2022 and 2021 (in thousands): 2023 Year Ended December 31, 2022 2021 Properties Held for Sale Property Dispositions Property 245 Park Avenue (3) 885 Third Avenue - Office Condominium Units (4) 609 Fifth Avenue 1591-1597 Broadway 707 Eleventh Avenue 110 East 42nd Street 590 Fifth Avenue 220 East 42nd Street (5) 635-641 Sixth Avenue 106 Spring Street (6) 133 Greene Street (6) 712 Madison Avenue (7) As of December 31, 2023 and 2022, no properties were classified as held for sale. The following table summarizes the properties sold during the years ended December 31, 2023, 2022, and 2021: Disposition Date Property Type Feet Unaudited Approximate Usable Square Sales Price (1) (in millions) (Loss) Gain on Sale (2) (in millions) June 2023 Fee Interest 1,782,793 $ 1,995.0 $ December 2022 June 2022 May 2022 Fee / Leasehold Interest Fee Interest Fee Interest February 2022 December 2021 October 2021 July 2021 June 2021 March 2021 February 2021 January 2021 Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest 414,317 138,563 7,684 85,250 159,720 215,400 103,300 1,135,000 267,000 5,928 6,425 6,600 300.4 100.5 121.0 42.7 95.0 117.1 103.0 783.5 325.0 35.0 15.8 43.0 (28.3) (24.0) (80.2) (4.5) 17.9 (0.8) 3.6 (3.2) 175.1 99.4 (2.8) 0.2 (1.4) 1080 Amsterdam Avenue April 2022 Leasehold Interest Sales price represents the gross sales price for a property or the gross asset valuation for interests in a property. The (losses) gains on sale are net of $11.3 million, $11.2 million, and $13.7 million of employee compensation accrued in connection with the realization of the investment dispositions during the years ended December 31, 2023, 2022, and 2021, respectively. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. (3) In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our retained investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) that is reflected in the Company's consolidated statements of operations within Purchase price and other fair value adjustments. See Note 6, "Investments in Unconsolidated Joint Venture" and Note 16, " Fair Value Measurements." In December 2022, the Company sold 414,317 square feet of office leasehold condominium units at the property. The Company retained the remaining 218,796 square feet of the building. In July 2021, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and the deconsolidation of the 51.0% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of $206.8 million, which is reflected in the Company's consolidated statements of operations within Purchase price and other fair value adjustments. See Note 6, "Investments in Unconsolidated Joint Ventures." In March 2021, the property was foreclosed by the lender. Disposition resulted from the ground lessee exercising its purchase option under a ground lease arrangement. (1) (2) (4) (5) (6) (7) Balance at beginning of year Current period provision for loan loss Write-offs charged against the allowance Balance at end of period $ $ — — 6,630 $ 13,213 — (6,583) 6,630 — 13,520 (1) $ $ 6,630 $ 6,630 6,890 (1) As of December 31, 2023, all financing receivables on non-accrual had an allowance for loan loss except for one debt investment with a carrying value of $49.8 million, which is included in the Company's alternative strategy portfolio. As of December 31, 2023, two investments with a total carrying value, net of reserves, of $49.8 million were not performing in accordance with their respective terms. As of December 31, 2022, one investment with a carrying value, net of reserves, of $6.9 million was not performing in accordance with its respective terms. This is further discussed in the Debt Investments and Preferred Equity Investments tables below. No other financing receivables were 90 days past due as of December 31, 2023 and December 31, 2022. 54 55 79305_SLG 10K_r1.indd 55 79305_SLG 10K_r1.indd 55 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The following table sets forth the carrying value of our debt and preferred equity investment portfolio by risk rating as of Debt Investments December 31, 2023 and 2022 (dollars in thousands): Risk Rating 1 - Low Risk Assets - Low probability of loss 2 - Watch List Assets - Higher potential for loss 3 - High Risk Assets - Loss more likely than not December 31, 2023 December 31, 2022 yield of 8.68% as of December 31, 2023 (dollars in thousands): As of December 31, 2023 and 2022, we held the following debt investments with an aggregate weighted average current $ $ 210,333 136,412 (1) — 346,745 $ $ 264,069 352,321 6,890 623,280 (1) Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. Mezzanine Loan (3) (4) (6) $ — $ 105,000 $ 13,366 $ The following table sets forth the carrying value of our debt and preferred equity investment portfolio by year of origination and risk rating as of December 31, 2023 (dollars in thousands): Risk Rating 1 - Low Risk Assets - Low probability of loss 2 - Watch List Assets - Higher potential for loss 3 - High Risk Assets - Loss more likely than not As of December 31, 2023(1) 2022(1) 2021(1) Prior(1)(2) Total $ $ — $ — — — $ — $ — — — $ — $ — — — $ 210,333 136,412 (3) — 346,745 $ $ 210,333 136,412 — 346,745 (1) (2) (3) Year in which the investment was originated or acquired by us or in which a material modification occurred. During the year ended December 31, 2023, we recognized a $6.9 million provision for loan loss related to an investment originated prior to 2021. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. We have determined that we have one portfolio segment of financing receivables as of December 31, 2023 and 2022 comprised of commercial real estate which is primarily recorded in debt and preferred equity investments. Included in Other assets is an additional amount of financing receivables representing loans to joint venture partners totaling $8.8 million and $9.0 million as of December 31, 2023 and 2022, respectively. The Company recorded no provisions for loan losses related to these financing receivables for the years ended December 31, 2023 and 2022, respectively. All of these loans have a risk rating of 2 and were performing in accordance with their respective terms. One loan with a carrying value of $5.6 million was put on non-accrual in July 2020 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. Loan Type Fixed Rate Investments: Mezzanine Loan Mezzanine Loan Mezzanine Loan Mezzanine Loan Total fixed rate Floating Rate Investments: Mezzanine Loan (5) (6) Mezzanine Loan Mezzanine Loan Mezzanine Loan Total floating rate Allowance for loan loss Total $ $ $ $ $ December 31, 2023 December 31, 2022 Future Funding Obligations Senior Financing Carrying Value (1) Carrying Value (1) Maturity Date (2) — $ 285,000 $ 63,366 $ — $ 275,000 $ 50,000 $ — — — — 3,761 2,655 10,760 95,000 85,000 — — 54,000 271,774 186,084 17,176 $ 786,858 $ — $ — $ 17,176 $ 1,071,858 $ 30,000 20,000 — — 8,243 62,333 48,323 168,899 $ (13,520) $ 218,745 $ 13,366 30,000 June 2024 January 2025 20,000 December 2029 225,367 77,109 365,842 50,000 8,243 46,884 39,083 144,210 (6,630) 503,422 April 2023 May 2024 May 2024 January 2026 Carrying value is net of discounts, premiums, original issue discounts and deferred origination fees. Represents contractual maturity, excluding any extension options to the extent they have not been exercised as of the date of this filing. Carrying value is net of a $12.0 million participation that was sold and did not meet the conditions for sale accounting, which is included in Other assets and Other liabilities on the consolidated balance sheets. This loan went into default and was put on non-accrual in June 2020 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. In the first quarter of 2023, the Company fully reserved the balance of the investment. Additionally, we determined the borrower entity to be a VIE, in which we are not the primary beneficiary. This loan went into default and was put on non-accrual in January 2023 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. The Company is in discussions with the borrower with respect to the loan. (1) (2) (3) (4) (5) (6) Included in the Company's alternative strategy portfolio. Preferred Equity Investments As of December 31, 2023 and 2022, we held the following preferred equity investments with an aggregate weighted average current yield of 6.55% as of December 31, 2023 (dollars in thousands): December 31, 2023 December 31, 2022 Future Funding Obligations Senior Financing Carrying Value (1) Carrying Value (1) Mandatory Redemption (2) $ $ — $ — $ 250,000 $ 250,000 $ 128,000 $ 128,000 $ 119,858 February 2027 119,858 Preferred Equity Type Total (1) (2) Carrying value is net of deferred origination fees. Represents contractual redemption, excluding any unexercised extension options. 79305_SLG 10K_r1.indd 56 79305_SLG 10K_r1.indd 56 4/16/24 11:21 AM 4/16/24 11:21 AM 56 57 December 31, 2023 and 2022 (dollars in thousands): Risk Rating 1 - Low Risk Assets - Low probability of loss 2 - Watch List Assets - Higher potential for loss 3 - High Risk Assets - Loss more likely than not $ $ 210,333 $ 136,412 (1) — 346,745 $ 264,069 352,321 6,890 623,280 (1) Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. The following table sets forth the carrying value of our debt and preferred equity investment portfolio by year of origination and risk rating as of December 31, 2023 (dollars in thousands): Risk Rating 2023(1) 2022(1) 2021(1) Prior(1)(2) Total 1 - Low Risk Assets - Low probability of loss — $ — $ — $ 210,333 $ 2 - Watch List Assets - Higher potential for loss 3 - High Risk Assets - Loss more likely than not — — — — — — 136,412 (3) — 210,333 136,412 — — $ — $ — $ 346,745 $ 346,745 $ $ As of December 31, (1) (2) (3) Year in which the investment was originated or acquired by us or in which a material modification occurred. During the year ended December 31, 2023, we recognized a $6.9 million provision for loan loss related to an investment originated prior to 2021. Includes two investments with a total carrying value of $49.8 million that are included in the Company's alternative strategy portfolio. We have determined that we have one portfolio segment of financing receivables as of December 31, 2023 and 2022 comprised of commercial real estate which is primarily recorded in debt and preferred equity investments. Included in Other assets is an additional amount of financing receivables representing loans to joint venture partners totaling $8.8 million and $9.0 million as of December 31, 2023 and 2022, respectively. The Company recorded no provisions for loan losses related to these financing receivables for the years ended December 31, 2023 and 2022, respectively. All of these loans have a risk rating of 2 and were performing in accordance with their respective terms. One loan with a carrying value of $5.6 million was put on non-accrual in July 2020 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The following table sets forth the carrying value of our debt and preferred equity investment portfolio by risk rating as of Debt Investments December 31, 2023 December 31, 2022 yield of 8.68% as of December 31, 2023 (dollars in thousands): As of December 31, 2023 and 2022, we held the following debt investments with an aggregate weighted average current Loan Type Fixed Rate Investments: Mezzanine Loan (3) (4) (6) Mezzanine Loan Mezzanine Loan Mezzanine Loan Mezzanine Loan Total fixed rate Floating Rate Investments: Mezzanine Loan (5) (6) Mezzanine Loan Mezzanine Loan Mezzanine Loan Total floating rate Allowance for loan loss Total December 31, 2023 December 31, 2022 Future Funding Obligations Senior Financing Carrying Value (1) Carrying Value (1) Maturity Date (2) $ $ $ $ $ $ — $ 105,000 $ 13,366 $ — — — — 95,000 85,000 — — 30,000 20,000 — — — $ 285,000 $ 63,366 $ — $ 275,000 $ 50,000 $ 3,761 2,655 10,760 54,000 271,774 186,084 17,176 $ 786,858 $ — $ — $ 17,176 $ 1,071,858 $ 8,243 62,333 48,323 168,899 $ (13,520) $ 218,745 $ 13,366 30,000 June 2024 January 2025 20,000 December 2029 225,367 77,109 365,842 50,000 8,243 46,884 39,083 144,210 (6,630) 503,422 April 2023 May 2024 May 2024 January 2026 (1) (2) (3) (4) (5) (6) Carrying value is net of discounts, premiums, original issue discounts and deferred origination fees. Represents contractual maturity, excluding any extension options to the extent they have not been exercised as of the date of this filing. Carrying value is net of a $12.0 million participation that was sold and did not meet the conditions for sale accounting, which is included in Other assets and Other liabilities on the consolidated balance sheets. This loan went into default and was put on non-accrual in June 2020 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. In the first quarter of 2023, the Company fully reserved the balance of the investment. Additionally, we determined the borrower entity to be a VIE, in which we are not the primary beneficiary. This loan went into default and was put on non-accrual in January 2023 and remains on non-accrual as of December 31, 2023. No investment income has been recognized subsequent to it being put on non-accrual. The Company is in discussions with the borrower with respect to the loan. Included in the Company's alternative strategy portfolio. Preferred Equity Investments As of December 31, 2023 and 2022, we held the following preferred equity investments with an aggregate weighted average current yield of 6.55% as of December 31, 2023 (dollars in thousands): Type Preferred Equity Total Future Funding Obligations December 31, 2023 Senior Financing $ $ — $ — $ Carrying Value (1) Carrying Value (1) 119,858 128,000 $ 250,000 $ 250,000 $ 128,000 $ 119,858 December 31, 2022 Mandatory Redemption (2) February 2027 (1) (2) Carrying value is net of deferred origination fees. Represents contractual redemption, excluding any unexercised extension options. 56 57 79305_SLG 10K_r1.indd 57 79305_SLG 10K_r1.indd 57 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) Notes to Consolidated Financial Statements (cont.) December 31, 2023 December 31, 2023 6. Investments in Unconsolidated Joint Ventures 6. Investments in Unconsolidated Joint Ventures We have investments in several real estate joint ventures with various partners. As of December 31, 2023, the book value of these investments was $3.0 billion, net of investments with negative book values totaling $149.1 million for which we have an implicit commitment to fund future capital needs. We have investments in several real estate joint ventures with various partners. As of December 31, 2023, the book value of these investments was $3.0 billion, net of investments with negative book values totaling $149.1 million for which we have an implicit commitment to fund future capital needs. As of December 31, 2023, 800 Third Avenue and 625 Madison Avenue are VIEs in which we are not the primary beneficiary. As of December 31, 2022, 800 Third Avenue and 21 East 66th Street are VIEs in which we are not the primary beneficiary. Our net equity investment in these VIEs was $437.9 million as of December 31, 2023 and $86.2 million as of December 31, 2022. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we do not control the joint ventures listed below, we account for them under the equity method of accounting. As of December 31, 2023, 800 Third Avenue and 625 Madison Avenue are VIEs in which we are not the primary beneficiary. As of December 31, 2022, 800 Third Avenue and 21 East 66th Street are VIEs in which we are not the primary beneficiary. Our net equity investment in these VIEs was $437.9 million as of December 31, 2023 and $86.2 million as of December 31, 2022. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we do not control the joint ventures listed below, we account for them under the equity method of accounting. The table below provides general information on each of our joint ventures as of December 31, 2023: The table below provides general information on each of our joint ventures as of December 31, 2023: Property Property 100 Park Avenue 100 Park Avenue 717 Fifth Avenue (2) (3) 717 Fifth Avenue (2) (3) 800 Third Avenue 800 Third Avenue Partner Partner Prudential Real Estate Investors Prudential Real Estate Investors Wharton Properties / Private Investor Wharton Properties / Private Investor Private Investors Private Investors New York State Teacher's Retirement System New York State Teacher's Retirement System Private Investor / Wharton Properties Private Investor / Wharton Properties 919 Third Avenue 919 Third Avenue 11 West 34th Street (2) 11 West 34th Street (2) 280 Park Avenue Vornado Realty Trust 280 Park Avenue 1552-1560 Broadway (2) (4) Wharton Properties 1552-1560 Broadway (2) (4) Wharton Properties 10 East 53rd Street 10 East 53rd Street 650 Fifth Avenue (2) (5) 650 Fifth Avenue (2) (5) 11 Madison Avenue 11 Madison Avenue Wharton Properties Wharton Properties PGIM Real Estate PGIM Real Estate Vornado Realty Trust Canadian Pension Plan Investment Board Canadian Pension Plan Investment Board Ownership Ownership Interest (1) Interest (1) 49.90% 49.90% Economic Interest (1) Economic Interest (1) 49.90% 49.90% 834,000 834,000 Unaudited Unaudited Approximate Approximate Square Feet Square Feet agreement. agreement. 10.92% 10.92% 10.92% 10.92% 119,500 119,500 60.52% 60.52% 60.52% 60.52% 526,000 526,000 51.00% 51.00% 51.00% 51.00% 1,454,000 1,454,000 30.00% 30.00% 30.00% 30.00% 17,150 17,150 50.00% 50.00% 50.00% 50.00% 1,219,158 1,219,158 50.00% 50.00% 50.00% 50.00% 57,718 57,718 55.00% 55.00% 55.00% 55.00% 354,300 354,300 50.00% 50.00% 50.00% 50.00% 69,214 69,214 60.00% 60.00% 60.00% 60.00% 2,314,000 2,314,000 One Vanderbilt Avenue One Vanderbilt Avenue Worldwide Plaza (2) Worldwide Plaza (2) 1515 Broadway 1515 Broadway 2 Herald Square (2) (6) 2 Herald Square (2) (6) 115 Spring Street (2) 115 Spring Street (2) 15 Beekman (7) 15 Beekman (7) 85 Fifth Avenue 85 Fifth Avenue One Madison Avenue (8) One Madison Avenue (8) 220 East 42nd Street 220 East 42nd Street 450 Park Avenue (9) 450 Park Avenue (9) 5 Times Square (2) 5 Times Square (2) 245 Park Avenue (10) 245 Park Avenue (10) 625 Madison Avenue (11) 625 Madison Avenue (11) National Pension Service of Korea / Hines Interest LP National Pension Service of Korea / Hines Interest LP 71.01% 71.01% 71.01% 71.01% 1,657,198 1,657,198 RXR Realty / New York REIT RXR Realty / New York REIT Allianz Real Estate of America Allianz Real Estate of America Israeli Institutional Investor Israeli Institutional Investor Private Investor Private Investor 24.95% 24.95% 24.95% 24.95% 2,048,725 2,048,725 56.87% 56.87% 56.87% 56.87% 1,750,000 1,750,000 51.00% 51.00% 51.00% 51.00% 369,000 369,000 51.00% 51.00% 51.00% 51.00% 5,218 5,218 A fund managed by Meritz Alternative Investment Management A fund managed by Meritz Alternative Investment Management 20.00% 20.00% 20.00% 20.00% 221,884 221,884 Wells Fargo National Pension Service of Korea / Hines Interest LP / International Investor Wells Fargo National Pension Service of Korea / Hines Interest LP / International Investor 36.27% 36.27% 36.27% 36.27% 12,946 12,946 25.50% 25.50% 25.50% 25.50% 1,048,700 1,048,700 A fund managed by Meritz Alternative Investment Management A fund managed by Meritz Alternative Investment Management 51.00% 51.00% 51.00% 51.00% 1,135,000 1,135,000 reserves and impairments in the consolidated statements of operations. reserves and impairments in the consolidated statements of operations. Korean Institutional Investor / Israeli Institutional Investor Korean Institutional Investor / Israeli Institutional Investor 50.10% 50.10% 25.10% 25.10% 337,000 337,000 RXR Realty led investment group RXR Realty led investment group U.S. Affiliate of Mori Trust Co., Ltd U.S. Affiliate of Mori Trust Co., Ltd Private Investor Private Investor 31.55% 31.55% 31.55% 31.55% 1,131,735 1,131,735 50.10% 50.10% 50.10% 50.10% 1,782,793 1,782,793 90.43% 90.43% 90.43% 90.43% 563,000 563,000 (1) (1) (2) (3) (2) (3) (4) (4) (5) (5) Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic interests within the current year are disclosed in the notes below. interests within the current year are disclosed in the notes below. Included in the Company's alternative strategy portfolio. Included in the Company's alternative strategy portfolio. In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for total In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for total consideration of $963.0 million. consideration of $963.0 million. The joint venture owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway. In The joint venture owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway. In December 2023, following an assessment of the investment for recoverability, the Company recorded a charge of $8.1 million, which is included in December 2023, following an assessment of the investment for recoverability, the Company recorded a charge of $8.1 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. Depreciable real estate reserves and impairments in the consolidated statements of operations. The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. 79305_SLG 10K_r1.indd 58 79305_SLG 10K_r1.indd 58 4/16/24 11:21 AM 4/16/24 11:21 AM 58 58 59 59 (6) (6) In December 2023, following an assessment of the property and the investment for recoverability, the Company recorded a charge of $101.7 million, which In December 2023, following an assessment of the property and the investment for recoverability, the Company recorded a charge of $101.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2024, the Company closed on the is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2024, the Company closed on the acquisition of interests in the joint venture that owns the leasehold interest for no consideration, which increases the Company's interest in the joint venture acquisition of interests in the joint venture that owns the leasehold interest for no consideration, which increases the Company's interest in the joint venture to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of $7.0 million, which closed in February 2024. $7.0 million, which closed in February 2024. (7) (7) (8) (8) In 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company. In 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company. In 2020, the Company admitted partners to the One Madison Avenue development project, which resulted in the Company no longer retaining a controlling In 2020, the Company admitted partners to the One Madison Avenue development project, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of our remaining 50.5% interest. We recorded our investment at fair value, which resulted interest in the entity, as defined in ASC 810, and deconsolidation of our remaining 50.5% interest. We recorded our investment at fair value, which resulted in the recognition of a fair value adjustment of $187.5 million. The fair value of our investment was determined by the terms of the joint venture agreement in the recognition of a fair value adjustment of $187.5 million. The fair value of our investment was determined by the terms of the joint venture agreement governing the capitalization of the project. In 2021, the Company admitted an additional partner to the development project with the partner's indirect governing the capitalization of the project. In 2021, the Company admitted an additional partner to the development project with the partner's indirect ownership in the joint venture totaling 25.0%. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured ownership in the joint venture totaling 25.0%. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured borrowing for accounting purposes and is included in Other liabilities in our consolidated balance sheets at December 31, 2023 and 2022. borrowing for accounting purposes and is included in Other liabilities in our consolidated balance sheets at December 31, 2023 and 2022. (9) (9) The 50.1% ownership interest reflected in this table is comprised of our 25.1% economic interest and a 25.0% economic interest held by a third-party. The The 50.1% ownership interest reflected in this table is comprised of our 25.1% economic interest and a 25.0% economic interest held by a third-party. The third-party's economic interest is held within a joint venture that we consolidate and recognize in Noncontrolling interests in other partnerships on our third-party's economic interest is held within a joint venture that we consolidate and recognize in Noncontrolling interests in other partnerships on our consolidated balance sheet. An additional third-party owns the remaining 49.9% economic interest in the property. consolidated balance sheet. An additional third-party owns the remaining 49.9% economic interest in the property. (10) (10) In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture (11) (11) In September 2023, following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest to a 90.43% ownership In September 2023, following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest to a 90.43% ownership interest. See Note 5, "Debt and Preferred Equity Investments." In December 2023, together with its joint venture, the Company entered into a contract to sell interest. See Note 5, "Debt and Preferred Equity Investments." In December 2023, together with its joint venture, the Company entered into a contract to sell the fee ownership in the property. In connection with this contract, the Company recorded a charge of $23.1 million, which is included in Depreciable real the fee ownership in the property. In connection with this contract, the Company recorded a charge of $23.1 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. This transaction is expected to close in the first quarter of 2024. estate reserves and impairments in the consolidated statements of operations. This transaction is expected to close in the first quarter of 2024. Disposition of Joint Venture Interests or Properties Disposition of Joint Venture Interests or Properties The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, 2023, 2022, and 2021: 2023, 2022, and 2021: Property Property 21 East 66th Street 21 East 66th Street 121 Greene Street 121 Greene Street Stonehenge Portfolio Stonehenge Portfolio 400 East 57th Street (3) 400 East 57th Street (3) 605 West 42nd Street - Sky 605 West 42nd Street - Sky 55 West 46th Street - Tower 46 55 West 46th Street - Tower 46 885 Third Avenue (4) 885 Third Avenue (4) Ownership Ownership Interest Sold Interest Sold Disposition Date Disposition Date Gross Asset Gross Asset Valuation Valuation (in millions) (in millions) (Loss) Gain (Loss) Gain on Sale on Sale (in millions) (1) (2) (in millions) (1) (2) December 2023 December 2023 $ $ 40.6 40.6 $ $ 32.28% 32.28% 50.00% 50.00% Various Various 41.00% 41.00% 20.00% 20.00% 25.00% 25.00% N/A N/A February 2023 February 2023 April 2022 April 2022 September 2021 September 2021 June 2021 June 2021 March 2021 March 2021 January 2021 January 2021 14.0 14.0 1.0 1.0 133.5 133.5 858.1 858.1 275.0 275.0 N/A N/A (12.7) (12.7) (0.3) (0.3) — — (1.0) (1.0) 8.9 8.9 (15.2) (15.2) N/A N/A Represents the Company's share of the gain or loss Represents the Company's share of the gain or loss (1) (1) (2) (2) For the years ended December 31, 2023 and December 31, 2021, the (losses) gains on sale are net of $2.0 million and $1.4 million, respectively, of employee For the years ended December 31, 2023 and December 31, 2021, the (losses) gains on sale are net of $2.0 million and $1.4 million, respectively, of employee compensation accrued in connection with the realization of the investment dispositions. There was no amount accrued for employee compensation in the compensation accrued in connection with the realization of the investment dispositions. There was no amount accrued for employee compensation in the year ended December 31, 2022. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. year ended December 31, 2022. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. (3) (3) In connection with our agreement to sell the property in April 2021, we recorded a charge of $5.7 million, which is included in Depreciable real estate In connection with our agreement to sell the property in April 2021, we recorded a charge of $5.7 million, which is included in Depreciable real estate (4) (4) In January 2021, pursuant to the partnership documents, certain participating rights of the common member expired. As a result, it was determined that we In January 2021, pursuant to the partnership documents, certain participating rights of the common member expired. As a result, it was determined that we are the primary beneficiary of the VIE and the investment was consolidated in our financial statements. See Note 3, "Property Acquisitions." are the primary beneficiary of the VIE and the investment was consolidated in our financial statements. See Note 3, "Property Acquisitions." Joint Venture Mortgages and Other Loans Payable Joint Venture Mortgages and Other Loans Payable We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The mortgage notes and which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The mortgage notes and other loans payable collateralized by the respective joint venture properties and assignment of leases as of December 31, 2023 and other loans payable collateralized by the respective joint venture properties and assignment of leases as of December 31, 2023 and 2022, respectively, are as follows (dollars in thousands): 2022, respectively, are as follows (dollars in thousands): Table of Contents Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) Notes to Consolidated Financial Statements (cont.) December 31, 2023 December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 6. Investments in Unconsolidated Joint Ventures 6. Investments in Unconsolidated Joint Ventures We have investments in several real estate joint ventures with various partners. As of December 31, 2023, the book value of We have investments in several real estate joint ventures with various partners. As of December 31, 2023, the book value of these investments was $3.0 billion, net of investments with negative book values totaling $149.1 million for which we have an these investments was $3.0 billion, net of investments with negative book values totaling $149.1 million for which we have an implicit commitment to fund future capital needs. implicit commitment to fund future capital needs. As of December 31, 2023, 800 Third Avenue and 625 Madison Avenue are VIEs in which we are not the primary As of December 31, 2023, 800 Third Avenue and 625 Madison Avenue are VIEs in which we are not the primary beneficiary. As of December 31, 2022, 800 Third Avenue and 21 East 66th Street are VIEs in which we are not the primary beneficiary. As of December 31, 2022, 800 Third Avenue and 21 East 66th Street are VIEs in which we are not the primary beneficiary. Our net equity investment in these VIEs was $437.9 million as of December 31, 2023 and $86.2 million as of beneficiary. Our net equity investment in these VIEs was $437.9 million as of December 31, 2023 and $86.2 million as of December 31, 2022. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of December 31, 2022. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we do not control the joint ventures listed below, we account for them under the equity method of accounting. do not control the joint ventures listed below, we account for them under the equity method of accounting. The table below provides general information on each of our joint ventures as of December 31, 2023: The table below provides general information on each of our joint ventures as of December 31, 2023: One Vanderbilt Avenue One Vanderbilt Avenue National Pension Service of Korea / Hines Interest LP National Pension Service of Korea / Hines Interest LP 71.01% 71.01% 71.01% 71.01% 1,657,198 1,657,198 Property Property Partner Partner 100 Park Avenue 100 Park Avenue Prudential Real Estate Investors Prudential Real Estate Investors 717 Fifth Avenue (2) (3) 717 Fifth Avenue (2) (3) Wharton Properties / Private Investor Wharton Properties / Private Investor 800 Third Avenue 800 Third Avenue Private Investors Private Investors 919 Third Avenue 919 Third Avenue New York State Teacher's Retirement System New York State Teacher's Retirement System 11 West 34th Street (2) 11 West 34th Street (2) Private Investor / Wharton Properties Private Investor / Wharton Properties 280 Park Avenue 280 Park Avenue Vornado Realty Trust Vornado Realty Trust 1552-1560 Broadway (2) (4) Wharton Properties 1552-1560 Broadway (2) (4) Wharton Properties 10 East 53rd Street 10 East 53rd Street Canadian Pension Plan Investment Board Canadian Pension Plan Investment Board 650 Fifth Avenue (2) (5) 650 Fifth Avenue (2) (5) Wharton Properties Wharton Properties 11 Madison Avenue 11 Madison Avenue PGIM Real Estate PGIM Real Estate Worldwide Plaza (2) Worldwide Plaza (2) RXR Realty / New York REIT RXR Realty / New York REIT 1515 Broadway 1515 Broadway Allianz Real Estate of America Allianz Real Estate of America 2 Herald Square (2) (6) 2 Herald Square (2) (6) 115 Spring Street (2) 115 Spring Street (2) 15 Beekman (7) 15 Beekman (7) Israeli Institutional Investor Israeli Institutional Investor Private Investor Private Investor 85 Fifth Avenue 85 Fifth Avenue Wells Fargo Wells Fargo One Madison Avenue (8) One Madison Avenue (8) Investor Investor 450 Park Avenue (9) 450 Park Avenue (9) 5 Times Square (2) 5 Times Square (2) 245 Park Avenue (10) 245 Park Avenue (10) RXR Realty led investment group RXR Realty led investment group U.S. Affiliate of Mori Trust Co., Ltd U.S. Affiliate of Mori Trust Co., Ltd 625 Madison Avenue (11) 625 Madison Avenue (11) Private Investor Private Investor interests within the current year are disclosed in the notes below. interests within the current year are disclosed in the notes below. Included in the Company's alternative strategy portfolio. Included in the Company's alternative strategy portfolio. (2) (2) (3) (3) consideration of $963.0 million. consideration of $963.0 million. A fund managed by Meritz Alternative Investment Management A fund managed by Meritz Alternative Investment Management 20.00% 20.00% 20.00% 20.00% 221,884 221,884 National Pension Service of Korea / Hines Interest LP / International National Pension Service of Korea / Hines Interest LP / International 220 East 42nd Street 220 East 42nd Street A fund managed by Meritz Alternative Investment Management A fund managed by Meritz Alternative Investment Management 51.00% 51.00% 51.00% 51.00% 1,135,000 1,135,000 Korean Institutional Investor / Israeli Institutional Investor Korean Institutional Investor / Israeli Institutional Investor 50.10% 50.10% 25.10% 25.10% 337,000 337,000 (1) (1) Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for total In January 2024, together with its joint venture partner, the Company closed on the sale of the retail condominium at 717 Fifth Avenue for total (4) (4) The joint venture owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway. In The joint venture owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway. In December 2023, following an assessment of the investment for recoverability, the Company recorded a charge of $8.1 million, which is included in December 2023, following an assessment of the investment for recoverability, the Company recorded a charge of $8.1 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. Depreciable real estate reserves and impairments in the consolidated statements of operations. (5) (5) The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. Ownership Ownership Interest (1) Interest (1) Economic Economic Interest (1) Interest (1) Approximate Approximate Square Feet Square Feet Unaudited Unaudited 49.90% 49.90% 49.90% 49.90% 834,000 834,000 10.92% 10.92% 10.92% 10.92% 119,500 119,500 60.52% 60.52% 60.52% 60.52% 526,000 526,000 51.00% 51.00% 51.00% 51.00% 1,454,000 1,454,000 30.00% 30.00% 30.00% 30.00% 17,150 17,150 50.00% 50.00% 50.00% 50.00% 1,219,158 1,219,158 50.00% 50.00% 50.00% 50.00% 57,718 57,718 55.00% 55.00% 55.00% 55.00% 354,300 354,300 50.00% 50.00% 50.00% 50.00% 69,214 69,214 60.00% 60.00% 60.00% 60.00% 2,314,000 2,314,000 24.95% 24.95% 24.95% 24.95% 2,048,725 2,048,725 56.87% 56.87% 56.87% 56.87% 1,750,000 1,750,000 51.00% 51.00% 51.00% 51.00% 369,000 369,000 51.00% 51.00% 51.00% 51.00% 5,218 5,218 36.27% 36.27% 36.27% 36.27% 12,946 12,946 25.50% 25.50% 25.50% 25.50% 1,048,700 1,048,700 31.55% 31.55% 31.55% 31.55% 1,131,735 1,131,735 50.10% 50.10% 50.10% 50.10% 1,782,793 1,782,793 90.43% 90.43% 90.43% 90.43% 563,000 563,000 (6) (6) (7) (8) (7) (8) (9) (9) (10) (10) (11) (11) In December 2023, following an assessment of the property and the investment for recoverability, the Company recorded a charge of $101.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2024, the Company closed on the acquisition of interests in the joint venture that owns the leasehold interest for no consideration, which increases the Company's interest in the joint venture to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of $7.0 million, which closed in February 2024. In 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company. In 2020, the Company admitted partners to the One Madison Avenue development project, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of our remaining 50.5% interest. We recorded our investment at fair value, which resulted in the recognition of a fair value adjustment of $187.5 million. The fair value of our investment was determined by the terms of the joint venture agreement governing the capitalization of the project. In 2021, the Company admitted an additional partner to the development project with the partner's indirect ownership in the joint venture totaling 25.0%. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured borrowing for accounting purposes and is included in Other liabilities in our consolidated balance sheets at December 31, 2023 and 2022. The 50.1% ownership interest reflected in this table is comprised of our 25.1% economic interest and a 25.0% economic interest held by a third-party. The third-party's economic interest is held within a joint venture that we consolidate and recognize in Noncontrolling interests in other partnerships on our consolidated balance sheet. An additional third-party owns the remaining 49.9% economic interest in the property. In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture agreement. In September 2023, following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest to a 90.43% ownership interest. See Note 5, "Debt and Preferred Equity Investments." In December 2023, together with its joint venture, the Company entered into a contract to sell the fee ownership in the property. In connection with this contract, the Company recorded a charge of $23.1 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. This transaction is expected to close in the first quarter of 2024. In December 2023, following an assessment of the property and the investment for recoverability, the Company recorded a charge of $101.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2024, the Company closed on the acquisition of interests in the joint venture that owns the leasehold interest for no consideration, which increases the Company's interest in the joint venture to 95.0%. In addition, the joint venture entered into an agreement to satisfy the existing $182.5 million mortgage on the property for a net payment of $7.0 million, which closed in February 2024. In 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company. In 2020, the Company admitted partners to the One Madison Avenue development project, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of our remaining 50.5% interest. We recorded our investment at fair value, which resulted in the recognition of a fair value adjustment of $187.5 million. The fair value of our investment was determined by the terms of the joint venture agreement governing the capitalization of the project. In 2021, the Company admitted an additional partner to the development project with the partner's indirect ownership in the joint venture totaling 25.0%. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured borrowing for accounting purposes and is included in Other liabilities in our consolidated balance sheets at December 31, 2023 and 2022. The 50.1% ownership interest reflected in this table is comprised of our 25.1% economic interest and a 25.0% economic interest held by a third-party. The third-party's economic interest is held within a joint venture that we consolidate and recognize in Noncontrolling interests in other partnerships on our consolidated balance sheet. An additional third-party owns the remaining 49.9% economic interest in the property. In June 2023, the Company sold a 49.9% interest, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture agreement. In September 2023, following a UCC foreclosure, the Company converted its previous mezzanine debt investments in the fee interest to a 90.43% ownership interest. See Note 5, "Debt and Preferred Equity Investments." In December 2023, together with its joint venture, the Company entered into a contract to sell the fee ownership in the property. In connection with this contract, the Company recorded a charge of $23.1 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. This transaction is expected to close in the first quarter of 2024. Disposition of Joint Venture Interests or Properties Disposition of Joint Venture Interests or Properties The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, 2023, 2022, and 2021: 2023, 2022, and 2021: Property Property 21 East 66th Street 21 East 66th Street 121 Greene Street 121 Greene Street Stonehenge Portfolio Stonehenge Portfolio 400 East 57th Street (3) 400 East 57th Street (3) 605 West 42nd Street - Sky 605 West 42nd Street - Sky 55 West 46th Street - Tower 46 885 Third Avenue (4) 55 West 46th Street - Tower 46 885 Third Avenue (4) Ownership Ownership Interest Sold Interest Sold Disposition Date Disposition Date Gross Asset Gross Asset Valuation Valuation (in millions) (in millions) 32.28% 32.28% 50.00% 50.00% Various Various 41.00% 41.00% 20.00% 20.00% 25.00% 25.00% N/A N/A December 2023 December 2023 $ $ February 2023 February 2023 April 2022 April 2022 September 2021 September 2021 June 2021 June 2021 March 2021 March 2021 January 2021 January 2021 40.6 40.6 14.0 14.0 1.0 1.0 133.5 133.5 858.1 858.1 275.0 275.0 N/A N/A (Loss) Gain (Loss) Gain on Sale on Sale (in millions) (1) (2) (in millions) (1) (2) $ $ (12.7) (12.7) (0.3) (0.3) — — (1.0) (1.0) 8.9 8.9 (15.2) (15.2) N/A N/A (1) (2) (1) (2) (3) (3) (4) (4) Represents the Company's share of the gain or loss For the years ended December 31, 2023 and December 31, 2021, the (losses) gains on sale are net of $2.0 million and $1.4 million, respectively, of employee compensation accrued in connection with the realization of the investment dispositions. There was no amount accrued for employee compensation in the year ended December 31, 2022. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. In connection with our agreement to sell the property in April 2021, we recorded a charge of $5.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2021, pursuant to the partnership documents, certain participating rights of the common member expired. As a result, it was determined that we are the primary beneficiary of the VIE and the investment was consolidated in our financial statements. See Note 3, "Property Acquisitions." Represents the Company's share of the gain or loss For the years ended December 31, 2023 and December 31, 2021, the (losses) gains on sale are net of $2.0 million and $1.4 million, respectively, of employee compensation accrued in connection with the realization of the investment dispositions. There was no amount accrued for employee compensation in the year ended December 31, 2022. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods. In connection with our agreement to sell the property in April 2021, we recorded a charge of $5.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations. In January 2021, pursuant to the partnership documents, certain participating rights of the common member expired. As a result, it was determined that we are the primary beneficiary of the VIE and the investment was consolidated in our financial statements. See Note 3, "Property Acquisitions." Joint Venture Mortgages and Other Loans Payable Joint Venture Mortgages and Other Loans Payable We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The mortgage notes and which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The mortgage notes and other loans payable collateralized by the respective joint venture properties and assignment of leases as of December 31, 2023 and other loans payable collateralized by the respective joint venture properties and assignment of leases as of December 31, 2023 and 2022, respectively, are as follows (dollars in thousands): 2022, respectively, are as follows (dollars in thousands): 58 58 59 59 79305_SLG 10K_r1.indd 59 79305_SLG 10K_r1.indd 59 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) Notes to Consolidated Financial Statements (cont.) December 31, 2023 December 31, 2023 Property Property Fixed Rate Debt: Fixed Rate Debt: 717 Fifth Avenue (4)(5) 717 Fifth Avenue (4)(5) 650 Fifth Avenue (4) 650 Fifth Avenue (4) 220 East 42nd Street 220 East 42nd Street 5 Times Square (4) 5 Times Square (4) Economic Current Maturity Interest (1) Economic Current Maturity Interest (1) Date Date Final Maturity Date (2) Final Maturity Date (2) Interest Interest Rate (3) Rate (3) Principal Outstanding Principal Outstanding December 31, 2023 December 31, 2023 Principal Outstanding Principal Outstanding December 31, 2022 December 31, 2022 Gross Gross SLG Share SLG Share Gross Gross SLG Share SLG Share (7) (7) The loan is a $1.25 billion construction facility with an initial term of five years with one, one year extension option. Advances under the loan are subject to The loan is a $1.25 billion construction facility with an initial term of five years with one, one year extension option. Advances under the loan are subject to costs incurred. In conjunction with the loan, the Company provided partial guarantees for interest and principal payments, the amounts of which are based on costs incurred. In conjunction with the loan, the Company provided partial guarantees for interest and principal payments, the amounts of which are based on certain construction milestones and operating metrics. In July 2023, the facility was modified, which will allow the partnership to utilize the final tranche of certain construction milestones and operating metrics. In July 2023, the facility was modified, which will allow the partnership to utilize the final tranche of the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a 10.92 % 10.92 % 50.00 % 50.00 % 51.00 % 51.00 % July 2022 (5) July 2022 (5) October 2023 (6) October 2023 (6) July 2022 (5) July 2022 (5) January 2024 (6) January 2024 (6) 5.02% $ 5.02% $ 655,328 $ 655,328 $ 71,536 $ 71,536 $ 655,328 $ 655,328 $ 71,536 71,536 The Company's joint venture partner is in discussions with the lender on resolution of the past maturity. The Company's joint venture partner is in discussions with the lender on resolution of the past maturity. 5.45% 5.45% 65,000 65,000 32,500 32,500 65,000 65,000 32,500 32,500 (10) The Company closed on the acquisition of additional interests in the joint venture in January 2024, which increased the Company's interest to 95%. In (10) The Company closed on the acquisition of additional interests in the joint venture in January 2024, which increased the Company's interest to 95%. In addition, the joint venture entered into an agreement to satisfy the existing mortgage for a net payment of $7.0 million, which closed in February 2024. addition, the joint venture entered into an agreement to satisfy the existing mortgage for a net payment of $7.0 million, which closed in February 2024. June 2024 June 2024 June 2025 June 2025 5.86% 5.86% 505,412 505,412 257,760 257,760 510,000 510,000 260,100 260,100 31.55 % 31.55 % September 2024 September 2024 September 2026 September 2026 7.13% 7.13% 477,783 477,783 150,740 150,740 400,000 400,000 126,200 126,200 permanent financing. permanent financing. (8) (8) (9) (9) Represents $168.9 million of loan principal and $31.1 million of accrued interest. Represents $168.9 million of loan principal and $31.1 million of accrued interest. (11) The Company is in discussions with the lender to exercise the available extension option. (11) The Company is in discussions with the lender to exercise the available extension option. (12) This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred. (12) This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred. (13) (13) In January 2024, the maturity date of the loan was extended to July 2024. In January 2024, the maturity date of the loan was extended to July 2024. 10 East 53rd Street 10 East 53rd Street 55.00 % 55.00 % February 2025 February 2025 February 2025 February 2025 5.45% 5.45% 220,000 220,000 121,000 121,000 220,000 220,000 121,000 121,000 1515 Broadway 1515 Broadway 115 Spring Street (4) 115 Spring Street (4) 56.87 % 56.87 % March 2025 March 2025 March 2025 March 2025 3.93% 3.93% 762,002 762,002 433,344 433,344 782,321 782,321 444,898 444,898 51.00 % 51.00 % March 2025 March 2025 March 2025 March 2025 5.50% 5.50% 65,550 65,550 33,431 33,431 — — — — 450 Park Avenue 450 Park Avenue 25.10 % 25.10 % June 2025 June 2025 June 2027 June 2027 6.10% 6.10% 271,394 271,394 68,120 68,120 267,000 267,000 67,017 67,017 11 Madison Avenue 11 Madison Avenue One Madison Avenue (7) One Madison Avenue (7) 60.00 % 60.00 % September 2025 September 2025 September 2025 September 2025 3.84% 3.84% 1,400,000 1,400,000 840,000 840,000 1,400,000 1,400,000 840,000 840,000 25.50 % 25.50 % November 2025 November 2025 November 2026 November 2026 3.59% 3.59% 733,103 733,103 186,941 186,941 467,008 467,008 119,087 119,087 800 Third Avenue 800 Third Avenue 60.52 % 60.52 % February 2026 February 2026 February 2026 February 2026 3.37% 3.37% 177,000 177,000 107,120 107,120 177,000 177,000 107,120 107,120 919 Third Avenue 919 Third Avenue 625 Madison Avenue (8) 625 Madison Avenue (8) 245 Park Avenue 245 Park Avenue Worldwide Plaza (4) Worldwide Plaza (4) 51.00 % 51.00 % April 2026 April 2026 April 2028 April 2028 6.11% 6.11% 500,000 500,000 255,000 255,000 500,000 500,000 255,000 255,000 90.43 % 90.43 % December 2026 December 2026 December 2026 December 2026 5.11% 5.11% 199,987 199,987 180,848 180,848 50.10 % 50.10 % June 2027 June 2027 June 2027 June 2027 4.30% 4.30% 1,768,000 1,768,000 885,768 885,768 — — — — — — — — 24.95 % 24.95 % November 2027 November 2027 November 2027 November 2027 3.98% 3.98% 1,200,000 1,200,000 299,400 299,400 1,200,000 1,200,000 299,400 299,400 One Vanderbilt Avenue One Vanderbilt Avenue 71.01 % 71.01 % July 2031 July 2031 July 2031 July 2031 2.95% 2.95% 3,000,000 3,000,000 2,130,300 2,130,300 3,000,000 3,000,000 2,130,300 2,130,300 Tenant and other receivables, related party receivables, and deferred rents receivable Tenant and other receivables, related party receivables, and deferred rents receivable 280 Park Avenue 280 Park Avenue 21 East 66th Street 21 East 66th Street Total fixed rate debt Total fixed rate debt Floating Rate Debt: Floating Rate Debt: 11 West 34th Street (4) 11 West 34th Street (4) 650 Fifth Avenue (4) 650 Fifth Avenue (4) 2 Herald Square (4)(10) 2 Herald Square (4)(10) 100 Park Avenue 100 Park Avenue 15 Beekman (12) 15 Beekman (12) 1552 Broadway (4) 1552 Broadway (4) 5 Times Square (4) 5 Times Square (4) — — — — — — — — 1,200,000 1,200,000 600,000 600,000 12,000 12,000 3,874 3,874 $ $ 12,000,559 $ 6,053,808 $ 12,000,559 $ 6,053,808 $ 10,855,657 $ 5,478,032 10,855,657 $ 5,478,032 Mortgages and other loans payable, net Mortgages and other loans payable, net $ $ 14,799,277 $ 14,799,277 $ 12,348,954 12,348,954 30.00 % February 2023 (9) October 2023 (6) February 2023 (9) L+ 1.45% $ 30.00 % February 2023 (9) February 2023 (9) L+ 1.45% $ January 2024 (6) October 2023 (6) January 2024 (6) 50.00 % 50.00 % 51.00 % November 2023(10) November 2023(10) 51.00 % November 2023(10) November 2023(10) S+ 2.06% S+ 2.25% S+ 2.06% S+ 2.25% 23,000 $ 23,000 $ 6,900 $ 6,900 $ 23,000 $ 23,000 $ 6,900 6,900 210,000 210,000 105,000 105,000 210,000 210,000 105,000 105,000 182,500 182,500 93,075 93,075 182,500 182,500 93,075 93,075 49.90 % 49.90 % 20.00 % 20.00 % January 2024 (11) January 2024 (13) January 2024 (11) January 2024 (13) December 2025 December 2025 S+ 2.36% S+ 2.36% 360,000 360,000 179,640 179,640 360,000 360,000 179,640 179,640 July 2025 July 2025 S+ 1.61% S+ 1.61% 124,137 124,137 24,827 24,827 86,738 86,738 17,348 17,348 50.00 % 50.00 % February 2024 February 2024 February 2024 February 2024 S+ 2.75% S+ 2.75% 193,133 193,133 96,567 96,567 193,132 193,132 96,566 96,566 31.55 % 31.55 % September 2024 September 2024 September 2026 September 2026 S+ 5.65% S+ 5.65% 610,010 610,010 192,458 192,458 495,924 495,924 156,464 156,464 Total liabilities and equity Total liabilities and equity Company's investments in unconsolidated joint ventures Company's investments in unconsolidated joint ventures We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to certain of our joint ventures. We earned $21.1 million, $24.0 million and $19.6 million from these services, net of our ownership certain of our joint ventures. We earned $21.1 million, $24.0 million and $19.6 million from these services, net of our ownership share of the joint ventures, for the years ended December 31, 2023, 2022, and 2021, respectively. In addition, we have the ability to share of the joint ventures, for the years ended December 31, 2023, 2022, and 2021, respectively. In addition, we have the ability to earn incentive fees based on the ultimate financial performance of certain of the joint venture properties. earn incentive fees based on the ultimate financial performance of certain of the joint venture properties. The combined balance sheets for the unconsolidated joint ventures, as of December 31, 2023 and 2022, are as follows (in The combined balance sheets for the unconsolidated joint ventures, as of December 31, 2023 and 2022, are as follows (in thousands): thousands): Assets (1) Assets (1) Commercial real estate property, net Commercial real estate property, net Cash and restricted cash Cash and restricted cash Other assets Other assets Total assets Total assets Liabilities and equity (1) Liabilities and equity (1) Deferred revenue Deferred revenue Lease liabilities Lease liabilities Other liabilities Other liabilities Equity Equity December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 $ $ 18,467,340 $ 18,467,340 $ 15,989,642 15,989,642 656,038 656,038 673,532 673,532 709,299 709,299 601,552 601,552 2,584,765 2,584,765 2,551,426 2,551,426 $ $ 22,381,675 $ 22,381,675 $ 19,851,919 19,851,919 1,108,180 1,108,180 990,276 990,276 447,705 447,705 5,036,237 5,036,237 1,077,901 1,077,901 1,000,356 1,000,356 456,537 456,537 4,968,171 4,968,171 $ $ $ $ 22,381,675 $ 22,381,675 $ 19,851,919 19,851,919 2,983,313 $ 2,983,313 $ 3,190,137 3,190,137 (1) (1) As of December 31, 2023, $545.6 million of net unamortized basis differences between the amount at which our investments are carried and our share of As of December 31, 2023, $545.6 million of net unamortized basis differences between the amount at which our investments are carried and our share of equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining life of the underlying items having given rise to the differences. life of the underlying items having given rise to the differences. 280 Park Avenue 280 Park Avenue 50.00 % 50.00 % September 2024 September 2024 September 2024 September 2024 S+ 2.03% S+ 2.03% 1,200,000 1,200,000 600,000 600,000 21 East 66th Street 21 East 66th Street 115 Spring Street 115 Spring Street 121 Greene Street 121 Greene Street Total floating rate debt Total floating rate debt Total joint venture mortgages and other loans payable Total joint venture mortgages and other loans payable Deferred financing costs, net Deferred financing costs, net — — — — — — — — — — — — — — 586 586 — — 188 188 65,550 65,550 33,431 33,431 12,550 12,550 6,275 6,275 $ $ 2,902,780 $ 1,298,467 $ 2,902,780 $ 1,298,467 $ 1,629,980 $ 694,887 1,629,980 $ 694,887 $ $ 14,903,339 $ 7,352,275 $ 14,903,339 $ 7,352,275 $ 12,485,637 $ 6,172,919 12,485,637 $ 6,172,919 (104,062) (104,062) (54,865) (54,865) (136,683) (136,683) (66,910) (66,910) Total joint venture mortgages and other loans payable, net Total joint venture mortgages and other loans payable, net $ $ 14,799,277 $ 7,297,410 $ 14,799,277 $ 7,297,410 $ 12,348,954 $ 6,106,009 12,348,954 $ 6,106,009 (1) (1) (2) (2) (3) (3) (4) (5) (6) (4) (5) (6) Economic interest represents the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic interests, if any, Economic interest represents the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above. within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above. Reflects exercise of all available options. The ability to exercise extension options may be subject to certain conditions, including meeting tests based on the Reflects exercise of all available options. The ability to exercise extension options may be subject to certain conditions, including meeting tests based on the operating performance of the property. operating performance of the property. Interest rates as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated Interest rates as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over Term SOFR ("S"). spread over Term SOFR ("S"). Included in the Company's alternative strategy portfolio. Included in the Company's alternative strategy portfolio. The asset was sold and associated debt repaid in January 2024. The asset was sold and associated debt repaid in January 2024. In January 2024, the maturity date of the loan was extended by two months to March 2024. In January 2024, the maturity date of the loan was extended by two months to March 2024. 79305_SLG 10K_r1.indd 60 79305_SLG 10K_r1.indd 60 4/16/24 11:21 AM 4/16/24 11:21 AM 60 60 61 61 In January 2024, the maturity date of the loan was extended to July 2024. In January 2024, the maturity date of the loan was extended to July 2024. (11) The Company is in discussions with the lender to exercise the available extension option. (12) This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred. (13) (11) The Company is in discussions with the lender to exercise the available extension option. (12) This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred. (13) Table of Contents Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) Notes to Consolidated Financial Statements (cont.) December 31, 2023 December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Principal Outstanding Principal Outstanding Principal Outstanding Principal Outstanding (7) (7) The loan is a $1.25 billion construction facility with an initial term of five years with one, one year extension option. Advances under the loan are subject to costs incurred. In conjunction with the loan, the Company provided partial guarantees for interest and principal payments, the amounts of which are based on certain construction milestones and operating metrics. In July 2023, the facility was modified, which will allow the partnership to utilize the final tranche of the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a permanent financing. Represents $168.9 million of loan principal and $31.1 million of accrued interest. The Company's joint venture partner is in discussions with the lender on resolution of the past maturity. The loan is a $1.25 billion construction facility with an initial term of five years with one, one year extension option. Advances under the loan are subject to costs incurred. In conjunction with the loan, the Company provided partial guarantees for interest and principal payments, the amounts of which are based on certain construction milestones and operating metrics. In July 2023, the facility was modified, which will allow the partnership to utilize the final tranche of the facility for an expanded range of uses, including additional amenities funded by construction cost savings and for hedging activities in contemplation of a permanent financing. Represents $168.9 million of loan principal and $31.1 million of accrued interest. The Company's joint venture partner is in discussions with the lender on resolution of the past maturity. (8) (9) (10) The Company closed on the acquisition of additional interests in the joint venture in January 2024, which increased the Company's interest to 95%. In addition, the joint venture entered into an agreement to satisfy the existing mortgage for a net payment of $7.0 million, which closed in February 2024. (8) (9) (10) The Company closed on the acquisition of additional interests in the joint venture in January 2024, which increased the Company's interest to 95%. In addition, the joint venture entered into an agreement to satisfy the existing mortgage for a net payment of $7.0 million, which closed in February 2024. Property Property Interest (1) Interest (1) Date Date Date (2) Date (2) Rate (3) Rate (3) Gross Gross SLG Share SLG Share Gross Gross SLG Share SLG Share Economic Current Maturity Economic Current Maturity Final Maturity Final Maturity Interest Interest December 31, 2023 December 31, 2023 December 31, 2022 December 31, 2022 Fixed Rate Debt: Fixed Rate Debt: 717 Fifth Avenue (4)(5) 717 Fifth Avenue (4)(5) 10.92 % 10.92 % July 2022 (5) July 2022 (5) July 2022 (5) July 2022 (5) 5.02% $ 5.02% $ 655,328 $ 655,328 $ 71,536 $ 71,536 $ 655,328 $ 655,328 $ 71,536 71,536 650 Fifth Avenue (4) 650 Fifth Avenue (4) 50.00 % 50.00 % October 2023 (6) October 2023 (6) January 2024 (6) January 2024 (6) 5.45% 5.45% 65,000 65,000 32,500 32,500 65,000 65,000 32,500 32,500 220 East 42nd Street 220 East 42nd Street 51.00 % 51.00 % June 2024 June 2024 June 2025 June 2025 5.86% 5.86% 505,412 505,412 257,760 257,760 510,000 510,000 260,100 260,100 5 Times Square (4) 5 Times Square (4) 31.55 % 31.55 % September 2024 September 2024 September 2026 September 2026 7.13% 7.13% 477,783 477,783 150,740 150,740 400,000 400,000 126,200 126,200 10 East 53rd Street 10 East 53rd Street 55.00 % 55.00 % February 2025 February 2025 February 2025 February 2025 5.45% 5.45% 220,000 220,000 121,000 121,000 220,000 220,000 121,000 121,000 1515 Broadway 1515 Broadway 56.87 % 56.87 % March 2025 March 2025 March 2025 March 2025 3.93% 3.93% 762,002 762,002 433,344 433,344 782,321 782,321 444,898 444,898 115 Spring Street (4) 115 Spring Street (4) 51.00 % 51.00 % March 2025 March 2025 March 2025 March 2025 5.50% 5.50% 65,550 65,550 33,431 33,431 — — — — 450 Park Avenue 450 Park Avenue 25.10 % 25.10 % June 2025 June 2025 June 2027 June 2027 6.10% 6.10% 271,394 271,394 68,120 68,120 267,000 267,000 67,017 67,017 11 Madison Avenue 11 Madison Avenue 60.00 % 60.00 % September 2025 September 2025 September 2025 September 2025 3.84% 3.84% 1,400,000 1,400,000 840,000 840,000 1,400,000 1,400,000 840,000 840,000 One Madison Avenue (7) One Madison Avenue (7) 25.50 % 25.50 % November 2025 November 2025 November 2026 November 2026 3.59% 3.59% 733,103 733,103 186,941 186,941 467,008 467,008 119,087 119,087 800 Third Avenue 800 Third Avenue 60.52 % 60.52 % February 2026 February 2026 February 2026 February 2026 3.37% 3.37% 177,000 177,000 107,120 107,120 177,000 177,000 107,120 107,120 919 Third Avenue 919 Third Avenue 51.00 % 51.00 % April 2026 April 2026 April 2028 April 2028 6.11% 6.11% 500,000 500,000 255,000 255,000 500,000 500,000 255,000 255,000 625 Madison Avenue (8) 625 Madison Avenue (8) 90.43 % 90.43 % December 2026 December 2026 December 2026 December 2026 5.11% 5.11% 199,987 199,987 180,848 180,848 245 Park Avenue 245 Park Avenue 50.10 % 50.10 % June 2027 June 2027 June 2027 June 2027 4.30% 4.30% 1,768,000 1,768,000 885,768 885,768 — — — — — — — — Worldwide Plaza (4) Worldwide Plaza (4) 24.95 % 24.95 % November 2027 November 2027 November 2027 November 2027 3.98% 3.98% 1,200,000 1,200,000 299,400 299,400 1,200,000 1,200,000 299,400 299,400 280 Park Avenue 280 Park Avenue 21 East 66th Street 21 East 66th Street Total fixed rate debt Total fixed rate debt Floating Rate Debt: Floating Rate Debt: — — — — — — — — 1,200,000 1,200,000 600,000 600,000 12,000 12,000 3,874 3,874 $ $ 12,000,559 $ 6,053,808 $ 12,000,559 $ 6,053,808 $ 10,855,657 $ 5,478,032 10,855,657 $ 5,478,032 11 West 34th Street (4) 11 West 34th Street (4) 30.00 % February 2023 (9) 30.00 % February 2023 (9) February 2023 (9) L+ 1.45% $ February 2023 (9) L+ 1.45% $ 23,000 $ 23,000 $ 6,900 $ 6,900 $ 23,000 $ 23,000 $ 6,900 6,900 650 Fifth Avenue (4) 650 Fifth Avenue (4) 50.00 % 50.00 % October 2023 (6) October 2023 (6) January 2024 (6) January 2024 (6) S+ 2.25% S+ 2.25% 210,000 210,000 105,000 105,000 210,000 210,000 105,000 105,000 2 Herald Square (4)(10) 2 Herald Square (4)(10) 51.00 % November 2023(10) November 2023(10) 51.00 % November 2023(10) November 2023(10) S+ 2.06% S+ 2.06% 182,500 182,500 93,075 93,075 182,500 182,500 93,075 93,075 100 Park Avenue 100 Park Avenue 15 Beekman (12) 15 Beekman (12) 1552 Broadway (4) 1552 Broadway (4) 5 Times Square (4) 5 Times Square (4) 49.90 % 49.90 % January 2024 (11) January 2024 (11) 20.00 % 20.00 % January 2024 (13) January 2024 (13) December 2025 December 2025 S+ 2.36% S+ 2.36% 360,000 360,000 179,640 179,640 360,000 360,000 179,640 179,640 July 2025 July 2025 S+ 1.61% S+ 1.61% 124,137 124,137 24,827 24,827 86,738 86,738 17,348 17,348 50.00 % 50.00 % February 2024 February 2024 February 2024 February 2024 S+ 2.75% S+ 2.75% 193,133 193,133 96,567 96,567 193,132 193,132 96,566 96,566 31.55 % 31.55 % September 2024 September 2024 September 2026 September 2026 S+ 5.65% S+ 5.65% 610,010 610,010 192,458 192,458 495,924 495,924 156,464 156,464 280 Park Avenue 280 Park Avenue 50.00 % 50.00 % September 2024 September 2024 September 2024 September 2024 S+ 2.03% S+ 2.03% 1,200,000 1,200,000 600,000 600,000 21 East 66th Street 21 East 66th Street 115 Spring Street 115 Spring Street 121 Greene Street 121 Greene Street Total floating rate debt Total floating rate debt Total joint venture mortgages and other loans payable Total joint venture mortgages and other loans payable Deferred financing costs, net Deferred financing costs, net — — — — — — — — — — — — — — 586 586 — — 188 188 65,550 65,550 33,431 33,431 12,550 12,550 6,275 6,275 $ $ 2,902,780 $ 1,298,467 $ 2,902,780 $ 1,298,467 $ 1,629,980 $ 694,887 1,629,980 $ 694,887 $ $ 14,903,339 $ 7,352,275 $ 14,903,339 $ 7,352,275 $ 12,485,637 $ 6,172,919 12,485,637 $ 6,172,919 (104,062) (104,062) (54,865) (54,865) (136,683) (136,683) (66,910) (66,910) Total joint venture mortgages and other loans payable, net Total joint venture mortgages and other loans payable, net $ $ 14,799,277 $ 7,297,410 $ 14,799,277 $ 7,297,410 $ 12,348,954 $ 6,106,009 12,348,954 $ 6,106,009 (1) (1) Economic interest represents the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic interests, if any, Economic interest represents the Company's interests in the joint venture as of December 31, 2023. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above. within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above. (2) (2) Reflects exercise of all available options. The ability to exercise extension options may be subject to certain conditions, including meeting tests based on the Reflects exercise of all available options. The ability to exercise extension options may be subject to certain conditions, including meeting tests based on the operating performance of the property. operating performance of the property. (3) (3) Interest rates as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated Interest rates as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over Term SOFR ("S"). spread over Term SOFR ("S"). Included in the Company's alternative strategy portfolio. Included in the Company's alternative strategy portfolio. The asset was sold and associated debt repaid in January 2024. The asset was sold and associated debt repaid in January 2024. (4) (4) (5) (5) (6) (6) In January 2024, the maturity date of the loan was extended by two months to March 2024. In January 2024, the maturity date of the loan was extended by two months to March 2024. We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to certain of our joint ventures. We earned $21.1 million, $24.0 million and $19.6 million from these services, net of our ownership certain of our joint ventures. We earned $21.1 million, $24.0 million and $19.6 million from these services, net of our ownership share of the joint ventures, for the years ended December 31, 2023, 2022, and 2021, respectively. In addition, we have the ability to share of the joint ventures, for the years ended December 31, 2023, 2022, and 2021, respectively. In addition, we have the ability to earn incentive fees based on the ultimate financial performance of certain of the joint venture properties. earn incentive fees based on the ultimate financial performance of certain of the joint venture properties. The combined balance sheets for the unconsolidated joint ventures, as of December 31, 2023 and 2022, are as follows (in The combined balance sheets for the unconsolidated joint ventures, as of December 31, 2023 and 2022, are as follows (in One Vanderbilt Avenue One Vanderbilt Avenue 71.01 % 71.01 % July 2031 July 2031 July 2031 July 2031 2.95% 2.95% 3,000,000 3,000,000 2,130,300 2,130,300 3,000,000 3,000,000 2,130,300 2,130,300 Tenant and other receivables, related party receivables, and deferred rents receivable Tenant and other receivables, related party receivables, and deferred rents receivable Other assets Other assets thousands): thousands): Assets (1) Commercial real estate property, net Assets (1) Commercial real estate property, net Cash and restricted cash Cash and restricted cash Total assets Total assets Liabilities and equity (1) Mortgages and other loans payable, net Liabilities and equity (1) Mortgages and other loans payable, net Deferred revenue Deferred revenue Lease liabilities Lease liabilities Other liabilities Other liabilities Equity Equity Total liabilities and equity Total liabilities and equity Company's investments in unconsolidated joint ventures Company's investments in unconsolidated joint ventures December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022 $ $ 18,467,340 $ 18,467,340 $ 15,989,642 15,989,642 656,038 656,038 673,532 673,532 709,299 709,299 601,552 601,552 2,584,765 2,584,765 2,551,426 2,551,426 $ $ 22,381,675 $ 22,381,675 $ 19,851,919 19,851,919 $ $ 14,799,277 $ 14,799,277 $ 12,348,954 12,348,954 1,108,180 1,108,180 990,276 990,276 447,705 447,705 5,036,237 5,036,237 1,077,901 1,077,901 1,000,356 1,000,356 456,537 456,537 4,968,171 4,968,171 $ $ $ $ 22,381,675 $ 22,381,675 $ 19,851,919 19,851,919 2,983,313 $ 2,983,313 $ 3,190,137 3,190,137 (1) (1) As of December 31, 2023, $545.6 million of net unamortized basis differences between the amount at which our investments are carried and our share of equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining life of the underlying items having given rise to the differences. As of December 31, 2023, $545.6 million of net unamortized basis differences between the amount at which our investments are carried and our share of equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining life of the underlying items having given rise to the differences. 60 60 61 61 79305_SLG 10K_r1.indd 61 79305_SLG 10K_r1.indd 61 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended 7. Deferred Costs December 31, 2023, 2022, and 2021 are as follows (unaudited, in thousands): December 31, 2023, 2022, and 2021 are as follows (unaudited, in thousands): Deferred costs as of December 31, 2023 and 2022 consisted of the following (in thousands): Total revenues Total revenues Operating expenses Operating expenses Real estate taxes Real estate taxes Operating lease rent Operating lease rent Interest expense, net of interest income Interest expense, net of interest income Amortization of deferred financing costs Amortization of deferred financing costs Depreciation and amortization Depreciation and amortization Total expenses Total expenses Loss on early extinguishment of debt Loss on early extinguishment of debt Net loss before (loss) gain on sale Net loss before (loss) gain on sale Company's equity in net loss from unconsolidated joint ventures Company's equity in net loss from unconsolidated joint ventures Year Ended December 31, Year Ended December 31, 2023 2023 2022 2022 2021 2021 $ $ 1,525,044 $ 1,525,044 $ 1,339,364 $ 1,339,364 $ 1,228,364 1,228,364 253,630 253,630 287,462 287,462 29,048 29,048 574,032 574,032 28,157 28,157 516,466 516,466 240,002 240,002 252,806 252,806 26,152 26,152 431,865 431,865 27,754 27,754 465,100 465,100 203,332 203,332 225,104 225,104 22,576 22,576 342,910 342,910 31,423 31,423 484,130 484,130 $ $ 1,688,795 $ 1,688,795 $ 1,443,679 $ 1,443,679 $ 1,309,475 1,309,475 — — (467) (467) (2,017) (2,017) $ $ $ $ (163,751) $ (163,751) $ (104,782) $ (104,782) $ (83,128) (83,128) (76,509) $ (76,509) $ (57,958) $ (57,958) $ (55,402) (55,402) Deferred leasing costs Less: accumulated amortization Deferred costs, net 8. Mortgages and Other Loans Payable December 31, 2023 December 31, 2022 $ $ 399,224 $ (287,761) 111,463 $ 407,188 (286,031) 121,157 The mortgages and other loans payable collateralized by the respective properties and assignment of leases or debt investments as of December 31, 2023 and 2022, respectively, were as follows (dollars in thousands): Maturity Date Final Maturity Date (1) Interest Rate (2) December 31, 2023 December 31, 2022 Property Fixed Rate Debt: 420 Lexington Avenue 100 Church Street 7 Dey / 185 Broadway Landmark Square 485 Lexington Avenue 719 Seventh Avenue 245 Park Avenue Total fixed rate debt Floating Rate Debt: 690 Madison Avenue (3) 719 Seventh Avenue (3) 7 Dey / 185 Broadway Total floating rate debt October 2024 October 2040 3.99% $ 277,238 $ June 2025 June 2027 November 2025 November 2026 January 2027 January 2027 February 2027 February 2027 5.89% 6.65% 4.90% 4.25% 370,000 190,148 100,000 450,000 — — $ 1,387,386 $ July 2024 July 2025 S+ 0.50% $ 60,000 $ December 2024 December 2024 S+ 1.31% 283,064 370,000 200,000 100,000 450,000 50,000 1,712,750 3,165,814 60,000 — 10,148 70,148 50,000 — 110,000 $ $ $ $ 1,497,386 $ 3,235,962 (6,067) (8,399) 1,491,319 $ 3,227,563 Total mortgages and other loans payable Deferred financing costs, net of amortization Total mortgages and other loans payable, net the property. (1) (2) (3) spread over Term SOFR ("S"), unless otherwise specified. Included in the Company's alternative strategy portfolio. Reflects exercise of all available options. The ability to exercise extension options may be subject to certain tests based on the operating performance of Interest rate as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated As of December 31, 2023 and 2022, the gross book value of the properties collateralizing the mortgages and other loans payable was approximately $1.9 billion and $3.8 billion, respectively. 79305_SLG 10K_r1.indd 62 79305_SLG 10K_r1.indd 62 4/16/24 11:21 AM 4/16/24 11:21 AM 62 62 63 Table of Contents Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) Notes to Consolidated Financial Statements (cont.) December 31, 2023 December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended 7. Deferred Costs December 31, 2023, 2022, and 2021 are as follows (unaudited, in thousands): December 31, 2023, 2022, and 2021 are as follows (unaudited, in thousands): Deferred costs as of December 31, 2023 and 2022 consisted of the following (in thousands): Deferred leasing costs Less: accumulated amortization Deferred costs, net 8. Mortgages and Other Loans Payable December 31, 2023 December 31, 2022 $ $ 399,224 $ (287,761) 111,463 $ 407,188 (286,031) 121,157 The mortgages and other loans payable collateralized by the respective properties and assignment of leases or debt investments as of December 31, 2023 and 2022, respectively, were as follows (dollars in thousands): Total revenues Total revenues Operating expenses Operating expenses Real estate taxes Real estate taxes Operating lease rent Operating lease rent Interest expense, net of interest income Interest expense, net of interest income Amortization of deferred financing costs Amortization of deferred financing costs Depreciation and amortization Depreciation and amortization Total expenses Total expenses Loss on early extinguishment of debt Loss on early extinguishment of debt Net loss before (loss) gain on sale Net loss before (loss) gain on sale Year Ended December 31, Year Ended December 31, 2023 2023 2022 2022 2021 2021 $ $ 1,525,044 $ 1,525,044 $ 1,339,364 $ 1,339,364 $ 1,228,364 1,228,364 253,630 253,630 287,462 287,462 29,048 29,048 574,032 574,032 28,157 28,157 516,466 516,466 240,002 240,002 252,806 252,806 26,152 26,152 431,865 431,865 27,754 27,754 465,100 465,100 203,332 203,332 225,104 225,104 22,576 22,576 342,910 342,910 31,423 31,423 484,130 484,130 $ $ 1,688,795 $ 1,688,795 $ 1,443,679 $ 1,443,679 $ 1,309,475 1,309,475 — — (467) (467) (2,017) (2,017) (163,751) $ (163,751) $ (104,782) $ (104,782) $ (83,128) (83,128) $ $ $ $ Company's equity in net loss from unconsolidated joint ventures Company's equity in net loss from unconsolidated joint ventures (76,509) $ (76,509) $ (57,958) $ (57,958) $ (55,402) (55,402) Maturity Date Final Maturity Date (1) Interest Rate (2) December 31, 2023 December 31, 2022 Property Fixed Rate Debt: 420 Lexington Avenue 100 Church Street 7 Dey / 185 Broadway Landmark Square 485 Lexington Avenue 719 Seventh Avenue 245 Park Avenue Total fixed rate debt Floating Rate Debt: 690 Madison Avenue (3) 719 Seventh Avenue (3) 7 Dey / 185 Broadway Total floating rate debt Total mortgages and other loans payable Deferred financing costs, net of amortization Total mortgages and other loans payable, net October 2024 October 2040 3.99% $ 277,238 $ June 2025 June 2027 November 2025 November 2026 January 2027 January 2027 February 2027 February 2027 5.89% 6.65% 4.90% 4.25% 370,000 190,148 100,000 450,000 — — $ 1,387,386 $ July 2024 July 2025 S+ 0.50% $ 60,000 $ December 2024 December 2024 S+ 1.31% $ $ $ 50,000 — 110,000 $ 1,497,386 $ 3,235,962 (6,067) (8,399) 1,491,319 $ 3,227,563 283,064 370,000 200,000 100,000 450,000 50,000 1,712,750 3,165,814 60,000 — 10,148 70,148 (1) (2) (3) Reflects exercise of all available options. The ability to exercise extension options may be subject to certain tests based on the operating performance of the property. Interest rate as of December 31, 2023, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over Term SOFR ("S"), unless otherwise specified. Included in the Company's alternative strategy portfolio. As of December 31, 2023 and 2022, the gross book value of the properties collateralizing the mortgages and other loans payable was approximately $1.9 billion and $3.8 billion, respectively. 62 62 63 79305_SLG 10K_r1.indd 63 79305_SLG 10K_r1.indd 63 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 9. Corporate Indebtedness 2021 Credit Facility In December 2021, we entered into an amended and restated credit facility, referred to as the 2021 credit facility, that was previously amended by the Company in November 2017, and was originally entered into by the Company in November 2012. As of December 31, 2023, the 2021 credit facility consisted of a $1.25 billion revolving credit facility, a $1.05 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of May 15, 2026, May 15, 2027, and November 21, 2024, respectively. The revolving credit facility has two six-month as-of-right extension options to May 15, 2027. We also have an option, subject to customary conditions, to increase the capacity of the credit facility to $4.5 billion at any time prior to the maturity dates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. As of December 31, 2023, the 2021 credit facility bore interest at a spread over adjusted Term SOFR plus 10 basis points with an interest period of one or three months, as we may elect, ranging from (i) 72.5 basis points to 140 basis points for loans under the revolving credit facility, (ii) 80 basis points to 160 basis points for loans under Term Loan A, and (iii) 85 basis points to 165 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of the Company. In instances where there are either only two ratings available or where there are more than two and the difference between them is one rating category, the applicable rating shall be the highest rating. In instances where there are more than two ratings and the difference between the highest and the lowest is two or more rating categories, then the applicable rating used is the average of the highest two, rounded down if the average is not a recognized category. As of December 31, 2023, the applicable spread over adjusted Term SOFR plus 10 basis points for the 2021 credit facility was 140 basis points for the revolving credit facility, 160 basis points for Term Loan A, and 165 basis points for Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. As of December 31, 2023, the facility fee was 30 basis points. As of December 31, 2023, we had $2.0 million of outstanding letters of credit, $560.0 million drawn under the revolving credit facility and $1.25 billion outstanding under the term loan facilities, with total undrawn capacity of $688.0 million under the 2021 credit facility. As of December 31, 2023 and December 31, 2022, the revolving credit facility had a carrying value of $554.8 million and $443.2 million, respectively, net of deferred financing costs. As of December 31, 2023 and December 31, 2022, the term loan facilities had a carrying value of $1.2 billion and $1.2 billion, respectively, net of deferred financing costs. The Company and the Operating Partnership are borrowers jointly and severally obligated under the 2021 credit facility. The 2021 credit facility includes certain restrictions and covenants (see Restrictive Covenants below). 2022 Term Loan In October 2022, we entered into a term loan agreement, referred to as the 2022 term loan. The 2022 term loan was repaid in full in September 2023. The 2022 term loan consisted of a $425.0 million term loan with a maturity date of October 6, 2023. The 2022 term loan had one six-month as-of-right extension option to April 6, 2024. We also had an option, subject to customary conditions, to increase the capacity of the 2022 term loan to $500.0 million on or before January 7, 2023 without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. In January 2023, the 2022 term loan was increased by $25.0 million to $425.0 million. The 2022 term loan bore interest at a spread over adjusted Term SOFR plus 10 basis points, ranging from 100 basis points to 180 basis points, in each case based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. In instances where there were either only two ratings available or where there was more than two and the difference between them was one rating category, the applicable rating was the highest rating. In instances where there were more than two ratings and the difference between the highest and the lowest were two or more rating categories, then the applicable rating used was the average of the highest two, rounded down if the average was not a recognized category. As of December 31, 2022, the 2022 term loan had a carrying value of $398.2 million, net of deferred financing costs. Senior Unsecured Notes The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 2023 and 2022, respectively, by scheduled maturity date (dollars in thousands): December 31, 2023 December 31, 2022 Issuance December 17, 2015 (2) Deferred financing costs, net Unpaid Principal Balance Accreted Balance Accreted Balance $ $ $ 100,000 $ 100,000 $ — 100,000 $ 100,000 $ (205) 100,000 $ 99,795 $ 100,000 100,000 (308) 99,692 Interest rate as of December 31, 2023. (1) (2) Issued by the Company and the Operating Partnership as co-obligors in a private placement. Restrictive Covenants Initial Term Interest Rate (1) (in Years) Maturity Date 4.27 % 10 December 2025 The terms of the 2021 credit facility and our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 2023 and 2022, we were in compliance with all such covenants. Junior Subordinated Deferrable Interest Debentures In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a floating rate of 26 basis points over the three-month Term SOFR. Interest payments may be deferred for a period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense. Principal Maturities Combined aggregate principal maturities of mortgages and other loans payable, the 2021 credit facility, trust preferred securities, senior unsecured notes and our share of joint venture debt as of December 31, 2023, including as-of-right extension options, were as follows (in thousands): Scheduled Amortization Principal Revolving Credit Facility Unsecured Term Loans Trust Preferred Securities Senior Unsecured Notes Total $ 4,488 $ 382,750 $ — $ 200,000 $ — $ — $ 587,238 $ 1,822,978 — — — — — 370,000 190,148 550,000 — — 560,000 1,050,000 — — — — — — — — — — — — 100,000 100,000 470,000 1,670,861 — — — — 190,148 542,968 2,160,000 1,185,168 — — 100,000 2,130,300 $ 4,488 $ 1,492,898 $ 560,000 $ 1,250,000 $ 100,000 $ 100,000 $ 3,507,386 $ 7,352,275 Company's Share of Joint Venture Debt 2024 2025 2026 2027 2028 Thereafter Total 79305_SLG 10K_r1.indd 64 79305_SLG 10K_r1.indd 64 4/16/24 11:21 AM 4/16/24 11:21 AM 64 65 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 9. Corporate Indebtedness 2021 Credit Facility In December 2021, we entered into an amended and restated credit facility, referred to as the 2021 credit facility, that was previously amended by the Company in November 2017, and was originally entered into by the Company in November 2012. As of December 31, 2023, the 2021 credit facility consisted of a $1.25 billion revolving credit facility, a $1.05 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of May 15, 2026, May 15, 2027, and November 21, 2024, respectively. The revolving credit facility has two six-month as-of-right extension options to May 15, 2027. We also have an option, subject to customary conditions, to increase the capacity of the credit facility to $4.5 billion at any time prior to the maturity dates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. As of December 31, 2023, the 2021 credit facility bore interest at a spread over adjusted Term SOFR plus 10 basis points with an interest period of one or three months, as we may elect, ranging from (i) 72.5 basis points to 140 basis points for loans under the revolving credit facility, (ii) 80 basis points to 160 basis points for loans under Term Loan A, and (iii) 85 basis points to 165 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of the Company. In instances where there are either only two ratings available or where there are more than two and the difference between them is one rating category, the applicable rating shall be the highest rating. In instances where there are more than two ratings and the difference between the highest and the lowest is two or more rating categories, then the applicable rating used is the average of the highest two, rounded down if the average is not a recognized category. As of December 31, 2023, the applicable spread over adjusted Term SOFR plus 10 basis points for the 2021 credit facility was 140 basis points for the revolving credit facility, 160 basis points for Term Loan A, and 165 basis points for Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. As of December 31, 2023, the facility fee was 30 basis points. As of December 31, 2023, we had $2.0 million of outstanding letters of credit, $560.0 million drawn under the revolving credit facility and $1.25 billion outstanding under the term loan facilities, with total undrawn capacity of $688.0 million under the 2021 credit facility. As of December 31, 2023 and December 31, 2022, the revolving credit facility had a carrying value of $554.8 million and $443.2 million, respectively, net of deferred financing costs. As of December 31, 2023 and December 31, 2022, the term loan facilities had a carrying value of $1.2 billion and $1.2 billion, respectively, net of deferred financing costs. The Company and the Operating Partnership are borrowers jointly and severally obligated under the 2021 credit facility. The 2021 credit facility includes certain restrictions and covenants (see Restrictive Covenants below). 2022 Term Loan In October 2022, we entered into a term loan agreement, referred to as the 2022 term loan. The 2022 term loan was repaid in full in September 2023. The 2022 term loan consisted of a $425.0 million term loan with a maturity date of October 6, 2023. The 2022 term loan had one six-month as-of-right extension option to April 6, 2024. We also had an option, subject to customary conditions, to increase the capacity of the 2022 term loan to $500.0 million on or before January 7, 2023 without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions. In January 2023, the 2022 term loan was increased by $25.0 million to $425.0 million. The 2022 term loan bore interest at a spread over adjusted Term SOFR plus 10 basis points, ranging from 100 basis points to 180 basis points, in each case based on the credit rating assigned to the senior unsecured long-term indebtedness of the Company. In instances where there were either only two ratings available or where there was more than two and the difference between them was one rating category, the applicable rating was the highest rating. In instances where there were more than two ratings and the difference between the highest and the lowest were two or more rating categories, then the applicable rating used was the average of the highest two, rounded down if the average was not a recognized category. As of December 31, 2022, the 2022 term loan had a carrying value of $398.2 million, net of deferred financing costs. Senior Unsecured Notes The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 2023 and 2022, respectively, by scheduled maturity date (dollars in thousands): December 31, 2023 December 31, 2022 Issuance December 17, 2015 (2) Deferred financing costs, net Unpaid Principal Balance Accreted Balance Accreted Balance $ $ $ 100,000 $ 100,000 $ — 100,000 $ 100,000 $ (205) 100,000 $ 99,795 $ 100,000 100,000 (308) 99,692 (1) (2) Interest rate as of December 31, 2023. Issued by the Company and the Operating Partnership as co-obligors in a private placement. Restrictive Covenants Interest Rate (1) 4.27 % Initial Term (in Years) Maturity Date 10 December 2025 The terms of the 2021 credit facility and our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 2023 and 2022, we were in compliance with all such covenants. Junior Subordinated Deferrable Interest Debentures In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a floating rate of 26 basis points over the three-month Term SOFR. Interest payments may be deferred for a period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense. Principal Maturities Combined aggregate principal maturities of mortgages and other loans payable, the 2021 credit facility, trust preferred securities, senior unsecured notes and our share of joint venture debt as of December 31, 2023, including as-of-right extension options, were as follows (in thousands): Scheduled Amortization Principal Revolving Credit Facility Unsecured Term Loans Trust Preferred Securities Senior Unsecured Notes Total Company's Share of Joint Venture Debt 2024 2025 2026 2027 2028 Thereafter Total $ 4,488 $ 382,750 $ — $ 200,000 $ — $ — $ 587,238 $ 1,822,978 — — — — — 370,000 190,148 550,000 — — — — — — 560,000 1,050,000 — — — — — — — — 100,000 100,000 470,000 1,670,861 — — — — 190,148 542,968 2,160,000 1,185,168 — — 100,000 2,130,300 $ 4,488 $ 1,492,898 $ 560,000 $ 1,250,000 $ 100,000 $ 100,000 $ 3,507,386 $ 7,352,275 64 65 79305_SLG 10K_r1.indd 65 79305_SLG 10K_r1.indd 65 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Consolidated interest expense, excluding capitalized interest, was comprised of the following (in thousands): Interest expense before capitalized interest $ 228,840 $ 166,493 $ 145,197 Year Ended December 31, 2022 2021 2023 ended December 31, 2023, we recorded $38.9 million of rent expense under the lease, including percentage rent, of which $26.2 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. For the year ended December 31, 2022, we recorded $33.0 million of rent expense under the lease, including percentage rent, of which $22.8 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. See Note 20, "Commitments and Interest on financing leases Interest capitalized Amortization of discount on assumed debt Interest income Interest expense, net 10. Related Party Transactions 4,446 (95,980) 2,842 (3,034) 4,555 (82,444) 1,855 (986) $ 137,114 $ 89,473 $ 5,448 (78,365) — (1,389) 70,891 Cleaning/ Security/ Messenger and Restoration Services Prior to 2023, Alliance Building Services, or Alliance, and its affiliates, which provide services to certain properties owned by us, were previously partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of our Board of Directors. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements. Income earned from the profit participation prior to 2023, which is included in Other income on the consolidated statements of operations, was $1.4 million and $1.7 million for the years ended December 31, 2022 and 2021, respectively. We also recorded expenses, inclusive of capitalized expenses, of $8.6 million and $14.0 million for these services (excluding services provided directly to tenants) for the years ended December 31, 2022 and 2021, respectively. One Vanderbilt Avenue Investment Partnership. Our Chairman and CEO, Marc Holliday, and our former President, Andrew Mathias, made investments in our One Vanderbilt project (inclusive of the property and SUMMIT One Vanderbilt), which entitles Mr. Holliday and Mr. Mathias to receive approximately 1.27% and 0.85%, respectively, on account of the property and 1.92% and 1.28%, respectively, on account of SUMMIT One Vanderbilt, of any profits realized by the Company from its One Vanderbilt project in excess of the Company's capital contributions. Mr. Holliday and Mr. Mathias paid $1.4 million and $1.0 million, respectively, which equaled the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained. Messrs. Holliday and Mathias have the right to tender their interests in the project upon stabilization (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the 7-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon a tender of the interests will equal the liquidation value of the interests at the time, with the value being based on the project's sale price, if applicable, or fair market value as determined by an independent third party appraiser. In 2022, stabilization of the property (but not SUMMIT One Vanderbilt) was achieved. Therefore, Messrs. Holiday and Mathias exercised their rights to tender 50% of their interests in the property (but not SUMMIT One Vanderbilt) for liquidation values of $17.9 million and $11.9 million, respectively, which were paid in July 2022. One Vanderbilt Avenue Leases In November 2018, we entered into a lease agreement with the One Vanderbilt Avenue joint venture covering certain floors at the property. In March 2021, the lease commenced and we relocated our corporate headquarters to the leased space. For the years ended December 31, 2023 and 2022 we recorded $3.0 million and $3.0 million, respectively, of rent expense under the lease. Additionally, in June 2021, we, through a consolidated subsidiary, entered into a lease agreement with the One Vanderbilt Avenue joint venture for SUMMIT One Vanderbilt, which commenced operations in October 2021. For the year Contingencies." Other thousands): Due from joint ventures Other Related party receivables We are entitled to receive fees for providing management, leasing, construction supervision, and asset management services to certain of our joint ventures as further described in Note 6, "Investments in Unconsolidated Joint Ventures." Amounts due from joint ventures and related parties as of December 31, 2023 and 2022 consisted of the following (in December 31, 2023 December 31, 2022 $ $ 10,603 $ 1,565 12,168 $ 26,812 540 27,352 11. Noncontrolling Interests on the Company's Consolidated Financial Statements Noncontrolling interests represent the common and preferred units of limited partnership interest in the Operating Partnership not held by the Company as well as third party equity interests in our other consolidated subsidiaries. Noncontrolling interests in the Operating Partnership are shown in the mezzanine equity while the noncontrolling interests in our other consolidated subsidiaries are shown in the equity section of the Company’s consolidated financial statements. Common Units of Limited Partnership Interest in the Operating Partnership As of December 31, 2023 and 2022, the noncontrolling interest unit holders owned 5.75%, or 3,949,448 units, and 5.39%, or 3,670,343 units, of the Operating Partnership, respectively. As of December 31, 2023, 3,949,448 shares of our common stock were reserved for issuance upon the redemption of units of limited partnership interest of the Operating Noncontrolling interests in the Operating Partnership is recorded at the greater of its cost basis or fair market value based on the closing stock price of our common stock at the end of the reporting period. Below is a summary of the activity relating to the noncontrolling interests in the Operating Partnership for the years ended December 31, 2023 and 2022 (in thousands): Balance at beginning of period Distributions Issuance of common units Redemption and conversion of common units Net loss Accumulated other comprehensive income allocation Fair value adjustment Balance at end of period December 31, 2023 December 31, 2022 $ 269,993 $ (14,779) 25,365 (18,589) (37,465) (1,960) 15,486 $ 238,051 $ 344,252 (16,272) 22,855 (40,901) (5,794) 5,827 (39,974) 269,993 79305_SLG 10K_r1.indd 66 79305_SLG 10K_r1.indd 66 4/16/24 11:21 AM 4/16/24 11:21 AM 66 67 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Consolidated interest expense, excluding capitalized interest, was comprised of the following (in thousands): Interest expense before capitalized interest $ 228,840 $ 166,493 $ 145,197 Year Ended December 31, 2023 2022 2021 4,446 (95,980) 2,842 (3,034) 4,555 (82,444) 1,855 (986) $ 137,114 $ 89,473 $ 5,448 (78,365) — (1,389) 70,891 Interest on financing leases Interest capitalized Amortization of discount on assumed debt Interest income Interest expense, net 10. Related Party Transactions Cleaning/ Security/ Messenger and Restoration Services Prior to 2023, Alliance Building Services, or Alliance, and its affiliates, which provide services to certain properties owned by us, were previously partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of our Board of Directors. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements. Income earned from the profit participation prior to 2023, which is included in Other income on the consolidated statements of operations, was $1.4 million and $1.7 million for the years ended December 31, 2022 and 2021, respectively. We also recorded expenses, inclusive of capitalized expenses, of $8.6 million and $14.0 million for these services (excluding services provided directly to tenants) for the years ended December 31, 2022 and 2021, respectively. One Vanderbilt Avenue Investment Our Chairman and CEO, Marc Holliday, and our former President, Andrew Mathias, made investments in our One Vanderbilt project (inclusive of the property and SUMMIT One Vanderbilt), which entitles Mr. Holliday and Mr. Mathias to receive approximately 1.27% and 0.85%, respectively, on account of the property and 1.92% and 1.28%, respectively, on account of SUMMIT One Vanderbilt, of any profits realized by the Company from its One Vanderbilt project in excess of the Company's capital contributions. Mr. Holliday and Mr. Mathias paid $1.4 million and $1.0 million, respectively, which equaled the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained. Messrs. Holliday and Mathias have the right to tender their interests in the project upon stabilization (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the 7-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon a tender of the interests will equal the liquidation value of the interests at the time, with the value being based on the project's sale price, if applicable, or fair market value as determined by an independent third party appraiser. In 2022, stabilization of the property (but not SUMMIT One Vanderbilt) was achieved. Therefore, Messrs. Holiday and Mathias exercised their rights to tender 50% of their interests in the property (but not SUMMIT One Vanderbilt) for liquidation values of $17.9 million and $11.9 million, respectively, which were paid in July 2022. One Vanderbilt Avenue Leases In November 2018, we entered into a lease agreement with the One Vanderbilt Avenue joint venture covering certain floors at the property. In March 2021, the lease commenced and we relocated our corporate headquarters to the leased space. For the years ended December 31, 2023 and 2022 we recorded $3.0 million and $3.0 million, respectively, of rent expense under the lease. Additionally, in June 2021, we, through a consolidated subsidiary, entered into a lease agreement with the One Vanderbilt Avenue joint venture for SUMMIT One Vanderbilt, which commenced operations in October 2021. For the year ended December 31, 2023, we recorded $38.9 million of rent expense under the lease, including percentage rent, of which $26.2 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. For the year ended December 31, 2022, we recorded $33.0 million of rent expense under the lease, including percentage rent, of which $22.8 million was recognized as income as a component of Equity in net loss from unconsolidated joint ventures in our consolidated statements of operations. See Note 20, "Commitments and Contingencies." Other We are entitled to receive fees for providing management, leasing, construction supervision, and asset management services to certain of our joint ventures as further described in Note 6, "Investments in Unconsolidated Joint Ventures." Amounts due from joint ventures and related parties as of December 31, 2023 and 2022 consisted of the following (in thousands): Due from joint ventures Other Related party receivables December 31, 2023 December 31, 2022 $ $ 10,603 $ 1,565 12,168 $ 26,812 540 27,352 11. Noncontrolling Interests on the Company's Consolidated Financial Statements Noncontrolling interests represent the common and preferred units of limited partnership interest in the Operating Partnership not held by the Company as well as third party equity interests in our other consolidated subsidiaries. Noncontrolling interests in the Operating Partnership are shown in the mezzanine equity while the noncontrolling interests in our other consolidated subsidiaries are shown in the equity section of the Company’s consolidated financial statements. Common Units of Limited Partnership Interest in the Operating Partnership As of December 31, 2023 and 2022, the noncontrolling interest unit holders owned 5.75%, or 3,949,448 units, and 5.39%, or 3,670,343 units, of the Operating Partnership, respectively. As of December 31, 2023, 3,949,448 shares of our common stock were reserved for issuance upon the redemption of units of limited partnership interest of the Operating Partnership. Noncontrolling interests in the Operating Partnership is recorded at the greater of its cost basis or fair market value based on the closing stock price of our common stock at the end of the reporting period. Below is a summary of the activity relating to the noncontrolling interests in the Operating Partnership for the years ended December 31, 2023 and 2022 (in thousands): Balance at beginning of period Distributions Issuance of common units Redemption and conversion of common units Net loss Accumulated other comprehensive income allocation Fair value adjustment Balance at end of period December 31, 2023 December 31, 2022 $ 269,993 $ (14,779) 25,365 (18,589) (37,465) (1,960) 15,486 $ 238,051 $ 344,252 (16,272) 22,855 (40,901) (5,794) 5,827 (39,974) 269,993 66 67 79305_SLG 10K_r1.indd 67 79305_SLG 10K_r1.indd 67 4/16/24 11:21 AM 4/16/24 11:21 AM 2023: Issuance Series A (4) Series F Series K Series L Series R Series S Series V (5) Series W (6) Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Preferred Units of Limited Partnership Interest in the Operating Partnership Share Repurchase Program Below is a summary of the preferred units of limited partnership interest in the Operating Partnership as of December 31, In August 2016, our Board of Directors approved a $1.0 billion share repurchase program under which we can buy shares Stated Distribution Rate Number of Units Authorized Number of Units Issued Number of Units Outstanding Annual Dividend Per Unit(1) Liquidation Preference Per Unit(2) Conversion Price Per Unit(3) Date of Issuance 5.00 % 109,161 109,161 109,161 $ 50.0000 $ 1,000.00 $ — August 2015 for the years ended December 31, 2023, 2022 and 2021 as follows: of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, 341,677 372,634 400,000 60 70.0000 1,000.00 29.12 January 2007 7.00 % 60 3.50 % 700,000 4.00 % 500,000 3.50 % 400,000 60 563,954 378,634 400,000 (6) 1 1 1 (6) (6) (6) January 2020 4.00 % 1,077,280 1,077,280 1,077,280 5.00 % 40,000 40,000 40,000 0.8750 1.0000 0.8750 1.0000 1.2500 25.00 25.00 25.00 25.00 25.00 134.67 — 154.89 — — August 2014 August 2014 August 2015 August 2015 May 2019 Period Year ended 2021 Year ended 2022 Year ended 2023 Perpetual Preferred Stock Shares repurchased Average price paid per 4,474,649 1,971,092 — Cumulative number of shares repurchased as part of the repurchase plan or programs 34,136,627 36,107,719 36,107,719 share $75.44 $76.69 $— We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at any time, in whole or from time to time in part, at par for cash. In August 2012, we received $221.9 million in net proceeds from the issuance of the Series I Preferred Stock, which were recorded net of underwriters' discount and issuance costs, and contributed the net proceeds to the Operating Partnership in exchange for 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units. Dividend Reinvestment and Stock Purchase Plan ("DRSPP") In February 2021, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of our The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the years ended December 31, 2023, 2022, and 2021, respectively (dollars in Dividend reinvestments/stock purchases under the DRSPP $ 525 $ 525 $ Year Ended December 31, 2023 2022 2021 17,180 10,839 10,387 738 We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted- average number of common stock shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity. (1) (2) (3) (4) (5) (6) Dividends are cumulative, subject to certain provisions. Units are redeemable at any time at par for cash at the option of the unit holder unless otherwise specified. If applicable, units are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) the amount shown in the table. Issued through a consolidated subsidiary. The units are convertible on a one-for-one basis, into the Series B Preferred Units of limited partnership interest, or the Subsidiary Series B Preferred Units. The Subsidiary Series B Preferred Units can be converted at any time, after July 15, 2024 at the option of the unitholder, into a number of common stock equal to 6.71348 shares of common stock for each Subsidiary Series B Preferred Unit. As such, no Subsidiary Series B Preferred Units have been issued as of December 31, 2023. The Series V Preferred Units are redeemable at any time after January 1, 2025 at par for cash at the option of the unit holder. The Series W preferred unit was issued in January 2020 in exchange for the then-outstanding Series O preferred unit. The holder of the Series W preferred unit is entitled to quarterly dividends in an amount calculated as (i) 1,350 multiplied by (ii) the current distribution per common unit of limited partnership in SL Green Operating Partnership. The holder has the right to require the Operating Partnership to repurchase the Series W unit for cash, or convert the Series W unit for Class B units, in each case at a price that is determined based on the closing price of the Company's common stock at the time such right is exercised. The unit's liquidation preference is the fair market value of the unit plus accrued distributions at the time of a liquidation event. Below is a summary of the activity relating to the preferred units in the Operating Partnership for the years ended common stock under the DRSPP. The DRSPP commenced on September 24, 2001. December 31, 2023 and 2022 (in thousands): Balance at beginning of period Issuance of preferred units Redemption of preferred units Dividends paid on preferred units Accrued dividends on preferred units Balance at end of period 12. Stockholders’ Equity of the Company Common Stock December 31, 2023 December 31, 2022 $ 177,943 $ 196,075 thousands): — (11,700) (6,271) 6,529 $ 166,501 $ — (17,967) (6,198) 6,033 177,943 Shares of common stock issued Earnings per Share Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 2023, 64,726,253 shares of common stock and no shares of excess stock were issued and outstanding. 79305_SLG 10K_r1.indd 68 79305_SLG 10K_r1.indd 68 4/16/24 11:21 AM 4/16/24 11:21 AM 68 69 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Preferred Units of Limited Partnership Interest in the Operating Partnership Share Repurchase Program 5.00 % 109,161 109,161 109,161 $ 50.0000 $ 1,000.00 $ — August 2015 for the years ended December 31, 2023, 2022 and 2021 as follows: In August 2016, our Board of Directors approved a $1.0 billion share repurchase program under which we can buy shares of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, Period Year ended 2021 Year ended 2022 Year ended 2023 Perpetual Preferred Stock Shares repurchased Average price paid per share 4,474,649 1,971,092 — $75.44 $76.69 $— Cumulative number of shares repurchased as part of the repurchase plan or programs 34,136,627 36,107,719 36,107,719 We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at any time, in whole or from time to time in part, at par for cash. In August 2012, we received $221.9 million in net proceeds from the issuance of the Series I Preferred Stock, which were recorded net of underwriters' discount and issuance costs, and contributed the net proceeds to the Operating Partnership in exchange for 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units. Dividend Reinvestment and Stock Purchase Plan ("DRSPP") In February 2021, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of our common stock under the DRSPP. The DRSPP commenced on September 24, 2001. The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the years ended December 31, 2023, 2022, and 2021, respectively (dollars in thousands): Year Ended December 31, 2022 2021 2023 Shares of common stock issued 17,180 10,839 Dividend reinvestments/stock purchases under the DRSPP $ 525 $ 525 $ 10,387 738 Earnings per Share We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted- average number of common stock shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity. Below is a summary of the preferred units of limited partnership interest in the Operating Partnership as of December 31, 2023: Issuance Series A (4) Series F Series K Series L Series R Series S Series V (5) Series W (6) Stated Distribution Rate Number of Units Authorized Number of Units Issued Number of Units Outstanding Annual Dividend Per Unit(1) Liquidation Preference Per Unit(2) Conversion Price Per Unit(3) Date of Issuance 7.00 % 60 3.50 % 700,000 4.00 % 500,000 3.50 % 400,000 60 563,954 378,634 400,000 341,677 372,634 400,000 4.00 % 1,077,280 1,077,280 1,077,280 5.00 % 40,000 40,000 40,000 60 70.0000 1,000.00 29.12 January 2007 0.8750 1.0000 0.8750 1.0000 1.2500 25.00 25.00 25.00 25.00 25.00 134.67 August 2014 — August 2014 154.89 August 2015 — — August 2015 May 2019 (6) 1 1 1 (6) (6) (6) January 2020 (1) (2) (3) (4) (5) (6) Dividends are cumulative, subject to certain provisions. Units are redeemable at any time at par for cash at the option of the unit holder unless otherwise specified. If applicable, units are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) the amount shown in the table. Issued through a consolidated subsidiary. The units are convertible on a one-for-one basis, into the Series B Preferred Units of limited partnership interest, or the Subsidiary Series B Preferred Units. The Subsidiary Series B Preferred Units can be converted at any time, after July 15, 2024 at the option of the unitholder, into a number of common stock equal to 6.71348 shares of common stock for each Subsidiary Series B Preferred Unit. As such, no Subsidiary Series B Preferred Units have been issued as of December 31, 2023. The Series V Preferred Units are redeemable at any time after January 1, 2025 at par for cash at the option of the unit holder. The Series W preferred unit was issued in January 2020 in exchange for the then-outstanding Series O preferred unit. The holder of the Series W preferred unit is entitled to quarterly dividends in an amount calculated as (i) 1,350 multiplied by (ii) the current distribution per common unit of limited partnership in SL Green Operating Partnership. The holder has the right to require the Operating Partnership to repurchase the Series W unit for cash, or convert the Series W unit for Class B units, in each case at a price that is determined based on the closing price of the Company's common stock at the time such right is exercised. The unit's liquidation preference is the fair market value of the unit plus accrued distributions at the time of a liquidation event. Below is a summary of the activity relating to the preferred units in the Operating Partnership for the years ended December 31, 2023 and 2022 (in thousands): Balance at beginning of period Issuance of preferred units Redemption of preferred units Dividends paid on preferred units Accrued dividends on preferred units Balance at end of period 12. Stockholders’ Equity of the Company Common Stock December 31, 2023 December 31, 2022 $ 177,943 $ 196,075 — (11,700) (6,271) 6,529 $ 166,501 $ — (17,967) (6,198) 6,033 177,943 Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 2023, 64,726,253 shares of common stock and no shares of excess stock were issued and outstanding. 68 69 79305_SLG 10K_r1.indd 69 79305_SLG 10K_r1.indd 69 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green's earnings per share for the years ended December 31, 2023, 2022, and 2021 are computed as follows (in Limited Partner Units thousands): Numerator Basic Earnings: Year Ended December 31, 2023 2022 2021 (Loss) income attributable to SL Green common stockholders $ (579,509) $ (93,024) $ 434,804 Less: distributed earnings allocated to participating securities Less: undistributed earnings allocated to participating securities (2,655) — (2,219) — (2,398) (192) Net (loss) income attributable to SL Green common stockholders (numerator for basic earnings per share) Add back: dilutive effect of earnings allocated to participating securities and contingently issuable shares Add back: undistributed earnings allocated to participating securities Add back: effect of dilutive securities (redemption of units to common shares) (Loss) income attributable to SL Green common stockholders (numerator for diluted earnings per share) $ (582,164) $ (95,243) $ 432,214 computed as follows (in thousands): — — — — (37,465) (5,794) 2,039 192 25,457 Numerator Basic Earnings: $ (619,629) $ (101,037) $ 459,902 earnings per unit) Net (loss) income attributable to SLGOP common unitholders (numerator for diluted Year Ended December 31, 2023 2022 2021 Denominator Basic Shares: Weighted average common stock outstanding Effect of Dilutive Securities: Operating Partnership units redeemable for common shares Stock-based compensation plans Contingently issuable shares Year Ended December 31, 2023 2022 2021 63,809 63,917 65,740 4,163 — — 4,012 — — 3,987 705 337 70,769 Diluted weighted average common stock outstanding 67,972 67,929 The Company has excluded 1,273,417 common stock equivalents from the calculation of diluted shares outstanding for the year ended December 31, 2023. The Company has excluded 1,682,236 and 948,017 of common stock equivalents from the calculation of diluted shares outstanding for the years ended December 31, 2022 and 2021, respectively. 13. Partners' Capital of the Operating Partnership The Company is the sole managing general partner of the Operating Partnership and as of December 31, 2023 owned 64,726,253 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Preferred Units. Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income (loss) and distributions. 79305_SLG 10K_r1.indd 70 79305_SLG 10K_r1.indd 70 4/16/24 11:21 AM 4/16/24 11:21 AM 70 71 As of December 31, 2023, limited partners other than SL Green owned 5.75%, or 3,949,448 common units, of the Operating Partnership. Preferred Units Earnings per Unit Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.” The Operating Partnership's earnings per unit for the years ended December 31, 2023, 2022, and 2021 respectively are Less: distributed earnings allocated to participating securities Less: undistributed earnings allocated to participating securities Net (loss) income attributable to SLGOP common unitholders (numerator for basic earnings per unit) Add back: dilutive effect of earnings allocated to participating securities and contingently issuable shares $ (616,974) $ (98,818) $ 460,261 (2,655) — (2,219) — (2,398) (192) $ (619,629) $ (101,037) $ 457,671 — — 2,590 (Loss) income attributable to SLGOP common unitholders $ (619,629) $ (101,037) $ 460,261 Weighted average common units outstanding 67,972 67,929 69,667 Denominator Basic units: Effect of Dilutive Securities: Stock-based compensation plans Contingently issuable units Diluted weighted average common units outstanding Year Ended December 31, 2023 2022 2021 — — — — 765 337 67,972 67,929 70,769 The Operating Partnership has excluded 1,273,417 common unit equivalents from the diluted units outstanding for the years ended December 31, 2023. The Operating Partnership has excluded 1,682,236 and 948,017 common unit equivalents from the diluted units outstanding for the years ended December 31, 2022 and 2021, respectively. 14. Share-based Compensation We have share-based employee and director compensation plans. Our employees are compensated through the Operating Partnership. Under each plan, whenever the Company issues common or preferred stock, the Operating Partnership issues an equivalent number of units of limited partnership interest of a corresponding class to the Company. The Fifth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's Board of Directors in April 2022 and its stockholders in June 2022 at the Company's annual meeting of stockholders. The 2005 Plan authorizes the issuance of stock options, stock appreciation rights, unrestricted and restricted stock, phantom shares, dividend equivalent rights, cash-based awards and other equity-based awards. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 32,210,000 fungible units may be granted under the 2005 Plan. Currently, different types of awards count against the limit on the number of fungible units differently, with (1) full-value awards (i.e., those that deliver the full value of the award upon vesting, such as restricted stock) counting as 2.59 Fungible Units per share subject to such awards, (2) stock options, stock appreciation rights and other awards that do not deliver full value and expire five years from the date of grant counting as 0.84 fungible units per share subject to such awards, and (3) all other awards (e.g., 10-year stock options) counting as 1.0 fungible units per share subject to such awards. Awards thousands): Numerator Basic Earnings: (Loss) income attributable to SL Green common stockholders $ (579,509) $ (93,024) $ 434,804 Less: distributed earnings allocated to participating securities Less: undistributed earnings allocated to participating securities (2,655) — (2,219) — (2,398) (192) Net (loss) income attributable to SL Green common stockholders (numerator for basic earnings per share) Add back: dilutive effect of earnings allocated to participating securities and contingently issuable shares Add back: undistributed earnings allocated to participating securities Add back: effect of dilutive securities (redemption of units to common shares) (37,465) (5,794) (Loss) income attributable to SL Green common stockholders (numerator for diluted earnings per share) $ (619,629) $ (101,037) $ 459,902 Denominator Basic Shares: Weighted average common stock outstanding Effect of Dilutive Securities: Operating Partnership units redeemable for common shares Stock-based compensation plans Contingently issuable shares Year Ended December 31, 2023 2022 2021 63,809 63,917 65,740 4,163 — — 4,012 — — 3,987 705 337 70,769 Diluted weighted average common stock outstanding 67,972 67,929 The Company has excluded 1,273,417 common stock equivalents from the calculation of diluted shares outstanding for the year ended December 31, 2023. The Company has excluded 1,682,236 and 948,017 of common stock equivalents from the calculation of diluted shares outstanding for the years ended December 31, 2022 and 2021, respectively. 13. Partners' Capital of the Operating Partnership The Company is the sole managing general partner of the Operating Partnership and as of December 31, 2023 owned 64,726,253 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income Preferred Units. (loss) and distributions. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green's earnings per share for the years ended December 31, 2023, 2022, and 2021 are computed as follows (in Limited Partner Units Year Ended December 31, 2023 2022 2021 Operating Partnership. Preferred Units As of December 31, 2023, limited partners other than SL Green owned 5.75%, or 3,949,448 common units, of the Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.” Earnings per Unit The Operating Partnership's earnings per unit for the years ended December 31, 2023, 2022, and 2021 respectively are $ (582,164) $ (95,243) $ 432,214 computed as follows (in thousands): — — — — 2,039 192 25,457 Numerator Basic Earnings: Year Ended December 31, 2023 2022 2021 Net (loss) income attributable to SLGOP common unitholders (numerator for diluted earnings per unit) $ Less: distributed earnings allocated to participating securities Less: undistributed earnings allocated to participating securities (616,974) $ (98,818) $ 460,261 (2,655) — (2,219) — (2,398) (192) Net (loss) income attributable to SLGOP common unitholders (numerator for basic earnings per unit) Add back: dilutive effect of earnings allocated to participating securities and contingently issuable shares $ (619,629) $ (101,037) $ 457,671 — — 2,590 (Loss) income attributable to SLGOP common unitholders $ (619,629) $ (101,037) $ 460,261 Denominator Basic units: Year Ended December 31, 2023 2022 2021 Weighted average common units outstanding 67,972 67,929 69,667 Effect of Dilutive Securities: Stock-based compensation plans Contingently issuable units Diluted weighted average common units outstanding — — — — 765 337 67,972 67,929 70,769 The Operating Partnership has excluded 1,273,417 common unit equivalents from the diluted units outstanding for the years ended December 31, 2023. The Operating Partnership has excluded 1,682,236 and 948,017 common unit equivalents from the diluted units outstanding for the years ended December 31, 2022 and 2021, respectively. 14. Share-based Compensation We have share-based employee and director compensation plans. Our employees are compensated through the Operating Partnership. Under each plan, whenever the Company issues common or preferred stock, the Operating Partnership issues an equivalent number of units of limited partnership interest of a corresponding class to the Company. The Fifth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's Board of Directors in April 2022 and its stockholders in June 2022 at the Company's annual meeting of stockholders. The 2005 Plan authorizes the issuance of stock options, stock appreciation rights, unrestricted and restricted stock, phantom shares, dividend equivalent rights, cash-based awards and other equity-based awards. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 32,210,000 fungible units may be granted under the 2005 Plan. Currently, different types of awards count against the limit on the number of fungible units differently, with (1) full-value awards (i.e., those that deliver the full value of the award upon vesting, such as restricted stock) counting as 2.59 Fungible Units per share subject to such awards, (2) stock options, stock appreciation rights and other awards that do not deliver full value and expire five years from the date of grant counting as 0.84 fungible units per share subject to such awards, and (3) all other awards (e.g., 10-year stock options) counting as 1.0 fungible units per share subject to such awards. Awards 70 71 79305_SLG 10K_r1.indd 71 79305_SLG 10K_r1.indd 71 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 granted under the 2005 Plan prior to the approval of the fifth amendment and restatement in June 2022 continue to count against the fungible unit limit based on the ratios that were in effect at the time such awards were granted, which may be different than the current ratios. As a result, depending on the types of awards issued, the 2005 Plan may result in the issuance of more or less than 32,210,000 shares. If a stock option or other award granted under the 2005 Plan expires or terminates, the common stock subject to any portion of the award that expires or terminates without having been exercised or paid, as the case may be, will again become available for the issuance of additional awards. Shares of our common stock distributed under the 2005 Plan may be treasury shares or authorized but unissued shares. Currently, unless the 2005 Plan has been previously terminated by the Company's Board of Directors, new awards may be granted under the 2005 Plan until June 1, 2032, which is the tenth anniversary of the date that the 2005 Plan was most recently approved by the Company's stockholders. As of December 31, 2023, 3.9 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. Stock Options and Class O LTIP Units Options are granted with an exercise price at the fair market value of the Company's common stock on the date of grant and, subject to employment, generally expire five years or ten years from the date of grant, are not transferable other than on death, and generally vest in one year to five years commencing one year from the date of grant. We have also granted Class O LTIP Units, which are a class of LTIP Units in the Operating Partnership structured to provide economics similar to those of stock options. Class O LTIP Units, once vested, may be converted, at the election of the holder, into a number of common units of the Operating Partnership per Class O LTIP Unit determined by the increase in value of a share of the Company’s common stock at the time of conversion over a participation threshold, which equals the fair market value of a share of the Company’s common stock at the time of grant. Class O LTIP Units are entitled to distributions, subject to vesting, equal per unit to 10% of the per unit distributions paid with respect to the common units of the Operating Partnership. The fair value of each stock option or LTIP Unit granted is estimated on the date of grant using the Black-Scholes option pricing model based on historical information. There were no options granted during the years ended December 31, 2023, 2022, and 2021. A summary of the status of the Company's stock options as of December 31, 2023, 2022, and 2021 and changes during the years ended December 31, 2023, 2022, and 2021 are as follows: 2023 Year Ended December 31, 2022 2021 Options Outstanding Weighted Average Exercise Price Options Outstanding Weighted Average Exercise Price Options Outstanding Weighted Average Exercise Price Balance at beginning of year 313,480 $ 97.59 394,089 $ 100.56 761,686 $ 105.76 Exercised Lapsed or canceled Balance at end of year — (197,500) — 84.14 — — (80,609) 112.14 (11,314) (356,283) 72.30 112.56 115,980 $ 103.52 313,480 $ 97.59 394,089 $ 100.56 Options exercisable at end of year 115,980 $ 103.52 313,480 $ 97.59 394,089 $ 100.56 units. The remaining weighted average contractual life of the options outstanding was 3.0 years and the remaining average contractual life of the options exercisable was 3.0 years. During the years ended December 31, 2023, 2022, and 2021, we recognized no compensation expense related to options. As of December 31, 2023, there was no unrecognized compensation cost related to unvested stock options. Restricted Shares Shares are granted to certain employees, including our executives, and vesting occurs upon the completion of a service period or our meeting established financial performance criteria. Vesting occurs at rates ranging from 15% to 35% once performance criteria are reached. A summary of the Company's restricted stock as of December 31, 2023, 2022, and 2021 and changes during the years ended December 31, 2023, 2022, and 2021 are as follows: Balance at beginning of year Granted Canceled Balance at end of year Vested during the year Compensation expense recorded Total fair value of restricted stock granted during the year Year Ended December 31, 2023 2022 2021 3,758,174 337,350 (6,350) 4,089,174 147,915 3,459,363 3,337,545 314,995 (16,184) 3,758,174 118,255 141,515 (19,697) 3,459,363 122,759 $ $ 7,766,055 $ 10,133,905 $ 8,497,054 15,789,540 $ 16,804,931 $ 9,214,531 The fair value of restricted stock that vested during the years ended December 31, 2023, 2022, and 2021 was $10.2 million, $9.7 million and $11.3 million, respectively. As of December 31, 2023, there was $20.2 million of total unrecognized compensation cost related to restricted stock, which is expected to be recognized over a weighted average period of 2.3 years. We granted LTIP Units, which include bonus, time-based and performance-based awards, with a fair value of $38.1 million and $45.0 million during the years ended December 31, 2023 and 2022, respectively. The grant date fair value of the LTIP Unit awards was calculated in accordance with ASC 718. A third-party consultant determined that the fair value of the LTIP Units has a discount to our common stock price. The discount was calculated by considering the inherent uncertainty that the LTIP Units will reach parity with other common partnership units and the illiquidity due to transfer restrictions. As of December 31, 2023, there was $27.1 million of total unrecognized compensation expense related to the time-based and performance-based awards, which is expected to be recognized over a weighted average period of 1.6 years. During the years ended December 31, 2023, 2022, and 2021, we recorded compensation expense related to bonus, time- based and performance-based awards of $50.4 million, $43.5 million, and $41.9 million, respectively. For the years ended December 31, 2023, 2022, and 2021, $1.4 million, $1.8 million, and $2.1 million, respectively, was capitalized to assets associated with compensation expense related to our long-term compensation plans, restricted stock and stock options. Deferred Compensation Plan for Directors Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly using the closing price of our common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock During the year ended December 31, 2023, 39,302 phantom stock units and 27,739 shares of common stock were issued to our Board of Directors. We recorded compensation expense of $2.7 million during the year ended December 31, 2023 related to the Deferred Compensation Plan. As of December 31, 2023, there were 230,295 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program. 79305_SLG 10K_r1.indd 72 79305_SLG 10K_r1.indd 72 4/16/24 11:21 AM 4/16/24 11:21 AM 72 73 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 granted under the 2005 Plan prior to the approval of the fifth amendment and restatement in June 2022 continue to count A summary of the Company's restricted stock as of December 31, 2023, 2022, and 2021 and changes during the years against the fungible unit limit based on the ratios that were in effect at the time such awards were granted, which may be ended December 31, 2023, 2022, and 2021 are as follows: different than the current ratios. As a result, depending on the types of awards issued, the 2005 Plan may result in the issuance of more or less than 32,210,000 shares. If a stock option or other award granted under the 2005 Plan expires or terminates, the common stock subject to any portion of the award that expires or terminates without having been exercised or paid, as the case may be, will again become available for the issuance of additional awards. Shares of our common stock distributed under the 2005 Plan may be treasury shares or authorized but unissued shares. Currently, unless the 2005 Plan has been previously terminated by the Company's Board of Directors, new awards may be granted under the 2005 Plan until June 1, 2032, which is the tenth anniversary of the date that the 2005 Plan was most recently approved by the Company's stockholders. As of December 31, 2023, 3.9 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. Stock Options and Class O LTIP Units Options are granted with an exercise price at the fair market value of the Company's common stock on the date of grant and, subject to employment, generally expire five years or ten years from the date of grant, are not transferable other than on death, and generally vest in one year to five years commencing one year from the date of grant. We have also granted Class O LTIP Units, which are a class of LTIP Units in the Operating Partnership structured to provide economics similar to those of stock options. Class O LTIP Units, once vested, may be converted, at the election of the holder, into a number of common units of the Operating Partnership per Class O LTIP Unit determined by the increase in value of a share of the Company’s common stock at the time of conversion over a participation threshold, which equals the fair market value of a share of the Company’s common stock at the time of grant. Class O LTIP Units are entitled to distributions, subject to vesting, equal per unit to 10% of the per unit distributions paid with respect to the common units of the Operating Partnership. The fair value of each stock option or LTIP Unit granted is estimated on the date of grant using the Black-Scholes option pricing model based on historical information. There were no options granted during the years ended December 31, 2023, 2022, and 2021. A summary of the status of the Company's stock options as of December 31, 2023, 2022, and 2021 and changes during the years ended December 31, 2023, 2022, and 2021 are as follows: Year Ended December 31, 2023 2022 2021 Options Outstanding Options Outstanding Options Outstanding Weighted Average Exercise Price Weighted Average Exercise Price Weighted Average Exercise Price Balance at beginning of year 313,480 $ 97.59 394,089 $ 100.56 761,686 $ 105.76 Exercised Lapsed or canceled Balance at end of year — (197,500) — 84.14 — — (80,609) 112.14 (11,314) (356,283) 72.30 112.56 115,980 $ 103.52 313,480 $ 97.59 394,089 $ 100.56 Options exercisable at end of year 115,980 $ 103.52 313,480 $ 97.59 394,089 $ 100.56 The remaining weighted average contractual life of the options outstanding was 3.0 years and the remaining average contractual life of the options exercisable was 3.0 years. During the years ended December 31, 2023, 2022, and 2021, we recognized no compensation expense related to options. As of December 31, 2023, there was no unrecognized compensation cost related to unvested stock options. Restricted Shares performance criteria are reached. Shares are granted to certain employees, including our executives, and vesting occurs upon the completion of a service period or our meeting established financial performance criteria. Vesting occurs at rates ranging from 15% to 35% once Balance at beginning of year Granted Canceled Balance at end of year Vested during the year Compensation expense recorded Total fair value of restricted stock granted during the year Year Ended December 31, 2022 2021 2023 3,758,174 337,350 (6,350) 4,089,174 147,915 3,459,363 3,337,545 314,995 (16,184) 3,758,174 118,255 141,515 (19,697) 3,459,363 122,759 $ $ 7,766,055 $ 10,133,905 $ 8,497,054 15,789,540 $ 16,804,931 $ 9,214,531 The fair value of restricted stock that vested during the years ended December 31, 2023, 2022, and 2021 was $10.2 million, $9.7 million and $11.3 million, respectively. As of December 31, 2023, there was $20.2 million of total unrecognized compensation cost related to restricted stock, which is expected to be recognized over a weighted average period of 2.3 years. We granted LTIP Units, which include bonus, time-based and performance-based awards, with a fair value of $38.1 million and $45.0 million during the years ended December 31, 2023 and 2022, respectively. The grant date fair value of the LTIP Unit awards was calculated in accordance with ASC 718. A third-party consultant determined that the fair value of the LTIP Units has a discount to our common stock price. The discount was calculated by considering the inherent uncertainty that the LTIP Units will reach parity with other common partnership units and the illiquidity due to transfer restrictions. As of December 31, 2023, there was $27.1 million of total unrecognized compensation expense related to the time-based and performance-based awards, which is expected to be recognized over a weighted average period of 1.6 years. During the years ended December 31, 2023, 2022, and 2021, we recorded compensation expense related to bonus, time- based and performance-based awards of $50.4 million, $43.5 million, and $41.9 million, respectively. For the years ended December 31, 2023, 2022, and 2021, $1.4 million, $1.8 million, and $2.1 million, respectively, was capitalized to assets associated with compensation expense related to our long-term compensation plans, restricted stock and stock options. Deferred Compensation Plan for Directors Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly using the closing price of our common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock units. During the year ended December 31, 2023, 39,302 phantom stock units and 27,739 shares of common stock were issued to our Board of Directors. We recorded compensation expense of $2.7 million during the year ended December 31, 2023 related to the Deferred Compensation Plan. As of December 31, 2023, there were 230,295 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program. 72 73 79305_SLG 10K_r1.indd 73 79305_SLG 10K_r1.indd 73 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Employee Stock Purchase Plan 16. Fair Value Measurements In 2007, the Company's Board of Directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to provide equity- based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2023, 224,159 shares of our common stock had been issued under the ESPP. 15. Accumulated Other Comprehensive Income The following tables set forth the changes in accumulated other comprehensive income by component as of December 31, entirety requires judgment and considers factors specific to the asset or liability. 2023, 2022 and 2021 (in thousands): Net unrealized gain (loss) on derivative instruments (1) SL Green’s share of joint venture net unrealized gain (loss) on derivative instruments (2) Net unrealized (loss) gain on marketable securities Total Balance at December 31, 2020 $ (57,415) $ (10,853) $ 1,021 $ Other comprehensive income (loss) before reclassifications 14,908 (18,015) Amounts reclassified from accumulated other comprehensive loss Balance at December 31, 2021 Other comprehensive income (loss) before reclassifications Amounts reclassified from accumulated other comprehensive income Balance at December 31, 2022 Other comprehensive (loss) income before reclassifications Amounts reclassified from accumulated other comprehensive income 16,626 (25,881) 78,300 (4,619) 47,800 17,269 6,874 (21,994) 23,405 635 2,046 6,950 Balance at December 31, 2023 $ 25,352 $ (6,084) $ (1,791) $ (39,717) (15,080) — 96 — 1,117 (1,359) — (242) (1,549) (67,247) (3,011) 23,500 (46,758) 100,346 (3,984) 49,604 22,670 (54,797) 17,477 (1) (2) Amount reclassified from accumulated other comprehensive income is included in interest expense in the respective consolidated statements of operations. As of December 31, 2023 and 2022, the deferred net gains from these terminated hedges, which is included in accumulated other comprehensive income relating to net unrealized gain (loss) on derivative instruments, was ($0.4 million) and ($0.5 million), respectively. Amount reclassified from accumulated other comprehensive income is included in equity in net loss from unconsolidated joint ventures in the respective consolidated statements of operations. 79305_SLG 10K_r1.indd 74 79305_SLG 10K_r1.indd 74 4/16/24 11:21 AM 4/16/24 11:21 AM 74 75 We are required to disclose fair value information with regard to certain of our financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The FASB guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. We measure and/or disclose the estimated fair value of certain financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. This hierarchy consists of three broad levels: Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date; Level 2 - inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and Level 3 - unobservable inputs for the asset or liability that are used when little or no market data is available. We follow this hierarchy for our assets and liabilities measured at fair value on a recurring and nonrecurring basis. In instances in which the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level of input that is significant to the fair value measurement in its entirety. Our assessment of the significance of the particular input to the fair value measurement in its The following tables set forth the assets and liabilities that we measure at fair value on a recurring and non-recurring basis by their levels in the fair value hierarchy as of December 31, 2023 and 2022 (in thousands): December 31, 2023 Total Level 1 Level 2 Level 3 $ $ $ $ $ $ Assets: assets) Liabilities: liabilities) Assets: assets) Liabilities: liabilities) — — — — — — Marketable securities available-for-sale 9,591 $ — $ 9,591 $ Interest rate cap and swap agreements (included in Other 33,456 $ — $ 33,456 $ Interest rate cap and swap agreements (included in Other 17,108 $ — $ 17,108 $ December 31, 2022 Total Level 1 Level 2 Level 3 Marketable securities available-for-sale 11,240 $ — $ 11,240 $ Interest rate cap and swap agreements (included in Other 57,660 $ — $ 57,660 $ Interest rate cap and swap agreements (included in Other 10,142 $ — $ 10,142 $ We evaluate real estate investments and debt and preferred equity investments, including intangibles, for potential impairment primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. All of which are classified as Level 3 inputs. In June 2023, the Company sold a 49.9% interest in its 245 Park Avenue investment, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture agreement. In September 2022, the Company recorded at fair value the assets acquired and liabilities assumed at 245 Park Avenue. This fair value was determined using a third-party valuation which primarily utilized cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts, all of which are classified as Level 3 inputs. In 2007, the Company's Board of Directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to provide equity- based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2023, 224,159 shares of our common stock had been issued under the ESPP. 15. Accumulated Other Comprehensive Income 2023, 2022 and 2021 (in thousands): The following tables set forth the changes in accumulated other comprehensive income by component as of December 31, Net unrealized gain (loss) on derivative instruments (1) SL Green’s share of joint venture net unrealized gain (loss) on derivative instruments (2) Net unrealized (loss) gain on marketable securities Total Other comprehensive income (loss) before reclassifications 14,908 (18,015) Amounts reclassified from accumulated other comprehensive loss Balance at December 31, 2021 Other comprehensive income (loss) before reclassifications Amounts reclassified from accumulated other comprehensive income Balance at December 31, 2022 Other comprehensive (loss) income before reclassifications Amounts reclassified from accumulated other comprehensive income 16,626 (25,881) 78,300 (4,619) 47,800 17,269 6,874 (21,994) 23,405 635 2,046 6,950 96 — 1,117 (1,359) — (242) (1,549) Balance at December 31, 2023 $ 25,352 $ (6,084) $ (1,791) $ (39,717) (15,080) — (67,247) (3,011) 23,500 (46,758) 100,346 (3,984) 49,604 22,670 (54,797) 17,477 (1) Amount reclassified from accumulated other comprehensive income is included in interest expense in the respective consolidated statements of operations. As of December 31, 2023 and 2022, the deferred net gains from these terminated hedges, which is included in accumulated other comprehensive income relating to net unrealized gain (loss) on derivative instruments, was ($0.4 million) and ($0.5 million), respectively. (2) Amount reclassified from accumulated other comprehensive income is included in equity in net loss from unconsolidated joint ventures in the respective consolidated statements of operations. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Employee Stock Purchase Plan 16. Fair Value Measurements We are required to disclose fair value information with regard to certain of our financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The FASB guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. We measure and/or disclose the estimated fair value of certain financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. This hierarchy consists of three broad levels: Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date; Level 2 - inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and Level 3 - unobservable inputs for the asset or liability that are used when little or no market data is available. We follow this hierarchy for our assets and liabilities measured at fair value on a recurring and nonrecurring basis. In instances in which the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level of input that is significant to the fair value measurement in its entirety. Our assessment of the significance of the particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The following tables set forth the assets and liabilities that we measure at fair value on a recurring and non-recurring basis by their levels in the fair value hierarchy as of December 31, 2023 and 2022 (in thousands): Balance at December 31, 2020 $ (57,415) $ (10,853) $ 1,021 $ Assets: Marketable securities available-for-sale Interest rate cap and swap agreements (included in Other assets) Liabilities: Interest rate cap and swap agreements (included in Other liabilities) Assets: Marketable securities available-for-sale Interest rate cap and swap agreements (included in Other assets) Liabilities: Interest rate cap and swap agreements (included in Other liabilities) December 31, 2023 Total Level 1 Level 2 Level 3 9,591 $ — $ 9,591 $ 33,456 $ — $ 33,456 $ 17,108 $ — $ 17,108 $ December 31, 2022 Total Level 1 Level 2 Level 3 11,240 $ — $ 11,240 $ 57,660 $ — $ 57,660 $ 10,142 $ — $ 10,142 $ — — — — — — $ $ $ $ $ $ We evaluate real estate investments and debt and preferred equity investments, including intangibles, for potential impairment primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. All of which are classified as Level 3 inputs. In June 2023, the Company sold a 49.9% interest in its 245 Park Avenue investment, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and deconsolidation of the 50.1% interest we retained. We recorded our investment at fair value which resulted in the recognition of a fair value adjustment of ($17.0 million) during the year ended December 31, 2023. The fair value of our investment was determined by the terms of the joint venture agreement. In September 2022, the Company recorded at fair value the assets acquired and liabilities assumed at 245 Park Avenue. This fair value was determined using a third-party valuation which primarily utilized cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts, all of which are classified as Level 3 inputs. 74 75 79305_SLG 10K_r1.indd 75 79305_SLG 10K_r1.indd 75 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Marketable securities classified as Level 1 are derived from quoted prices in active markets. The valuation technique used to measure the fair value of marketable securities classified as Level 2 were valued based on quoted market prices or model driven valuations using the significant inputs derived from or corroborated by observable market data. We do not intend to sell these securities and it is not more likely than not that we will be required to sell the investments before recovery of their amortized cost bases. The fair value of derivative instruments is based on current market data received from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well-recognized financial principles and reasonable estimates about relevant future market conditions, which are classified as Level 2 inputs. The financial assets and liabilities that are not measured at fair value on our consolidated balance sheets include cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, debt and preferred equity investments, mortgages and other loans payable and other secured and unsecured debt. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued expenses reported in our consolidated balance sheets approximates fair value due to the short-term nature of these instruments. The fair value of debt and preferred equity investments, which is classified as Level 3, is estimated by discounting the future cash flows using current interest rates at which similar loans with the same maturities would be made to borrowers with similar credit ratings. The fair value of borrowings, which is classified as Level 3, is estimated by discounting the contractual cash flows of each debt instrument to their present value using adjusted market interest rates, which is provided by a third-party specialist. The following table provides the carrying value and fair value of these financial instruments as of December 31, 2023 and December 31, 2022 (in thousands): December 31, 2023 December 31, 2022 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Debt and preferred equity investments Fixed rate debt Variable rate debt (3) Total debt $ $ $ 346,745 (2) $ 623,280 (2) 3,237,386 $ 3,184,338 $ 5,015,814 $ 270,000 268,787 520,148 3,507,386 $ 3,453,125 $ 5,535,962 $ 4,784,691 519,669 5,304,360 (1) (2) (3) Amounts exclude net deferred financing costs. As of December 31, 2023, debt and preferred equity investments had an estimated fair value of approximately $0.3 billion. As of December 31, 2022, debt and preferred equity investments had an estimated fair value ranging between $0.6 billion and $0.6 billion. As of December 31, 2023, variable rate debt with a carrying value of $110.0 million and fair value of $108.6 million is included in the Company's alternative strategy portfolio. Disclosures regarding fair value of financial instruments was based on pertinent information available to us as of December 31, 2023 and 2022. Such amounts have not been comprehensively revalued for purposes of these financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein. 17. Financial Instruments: Derivatives and Hedging In the normal course of business, we use a variety of commonly used derivative instruments, including, but not limited to, interest rate swaps, caps, collars and floors, to manage, or hedge interest rate risk. We hedge our exposure to variability in future cash flows for forecasted transactions in addition to anticipated future interest payments on existing debt. We recognize all derivatives on the balance sheet at fair value. Derivatives that are not hedges are adjusted to fair value through earnings. If a derivative is a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedge asset, liability, or firm commitment through earnings, or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. Reported net income and equity may increase or decrease prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows. Currently, all of our designated derivative instruments are effective hedging instruments. The following table summarizes the notional value at inception and fair value of our consolidated derivative financial instruments as of December 31, 2023 based on Level 2 information. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands). Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Notional Value Strike Rate Effective Date Expiration Date Balance Sheet Location Fair Value 2.600 % December 2021 January 2024 Other Assets $ 150,000 200,000 200,000 370,000 370,000 150,000 200,000 100,000 100,000 200,000 300,000 150,000 370,000 300,000 100,000 4.490 % November 2022 January 2024 Other Assets 4.411 % November 2022 January 2024 Other Assets 3.250 % 3.250 % June 2023 June 2023 June 2024 Other Assets June 2024 Other Liabilities 2.621 % December 2021 January 2026 Other Assets 2.662 % December 2021 January 2026 Other Assets 2.903 % February 2023 February 2027 Other Assets 2.733 % February 2023 February 2027 Other Assets 2.591 % February 2023 February 2027 Other Assets 2.866 % 3.524 % July 2023 May 2027 Other Assets January 2024 May 2027 Other Assets 3.888 % November 2022 June 2027 Other Liabilities 4.487 % November 2024 November 2027 Other Liabilities 3.756 % January 2023 January 2028 Other Liabilities 50,000 2.463 % February 2023 February 2027 Other Assets 11 5 5 3,158 (3,145) 4,011 5,196 2,281 2,775 1,781 6,378 7,306 549 (3,044) (10,273) (646) $ 16,348 During the year ended December 31, 2023, we recorded a loss of $10.4 million based on the changes in the fair value of an interest rate cap we sold and a forward-starting interest rate swap, which is included in Purchase price and other fair value adjustments in the consolidated statements of operations. During the year ended December 31, 2022, we recorded a loss of $1.7 million based on the changes in the fair value of an interest rate cap we sold. No interest rate caps were sold or forward- starting interest rate swaps entered into during the year ended December 31, 2021. During the years ended December 31, 2023, 2022, and 2021, we recorded losses of $0.2 million, $0.3 million, and $0.0 million, respectively, on the changes in the fair value, which is included in interest expense in the consolidated statements of operations. Certain agreements the Company has with each of its derivative counterparties contain a provision where if the Company defaults on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. As of December 31, 2023, the fair value of derivatives in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $17.5 million. As of December 31, 2023, the Company was not required to post any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of $18.3 million as of December 31, 2023. Gains and losses on terminated hedges are included in accumulated other comprehensive income, and are recognized into earnings over the term of the related obligation. Over time, the realized and unrealized gains and losses held in accumulated other comprehensive income will be reclassified into earnings as an adjustment to interest expense in the same periods in which the hedged interest payments affect earnings. We estimate that ($32.5 million) of the current balance held in accumulated other comprehensive income will be reclassified into interest expense and ($7.6 million) of the portion related to our share of joint venture accumulated other comprehensive income (loss) will be reclassified into equity in net loss from unconsolidated joint ventures within the next 12 months. The following table presents our derivative financial instruments and our share of our joint ventures' derivative financial instruments that are designated and qualify as hedging instruments on the consolidated statements of operations for the years ended December 31, 2023, 2022, and 2021, respectively (in thousands): 79305_SLG 10K_r1.indd 76 79305_SLG 10K_r1.indd 76 4/16/24 11:21 AM 4/16/24 11:21 AM 76 77 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Marketable securities classified as Level 1 are derived from quoted prices in active markets. The valuation technique used to measure the fair value of marketable securities classified as Level 2 were valued based on quoted market prices or model driven valuations using the significant inputs derived from or corroborated by observable market data. We do not intend to sell these securities and it is not more likely than not that we will be required to sell the investments before recovery of their amortized cost bases. The fair value of derivative instruments is based on current market data received from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well-recognized financial principles and reasonable estimates about relevant future market conditions, which are classified as Level 2 inputs. The financial assets and liabilities that are not measured at fair value on our consolidated balance sheets include cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, debt and preferred equity investments, mortgages and other loans payable and other secured and unsecured debt. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued expenses reported in our consolidated balance sheets approximates fair value due to the short-term nature of these instruments. The fair value of debt and preferred equity investments, which is classified as Level 3, is estimated by discounting the future cash flows using current interest rates at which similar loans with the same maturities would be made to borrowers with similar credit ratings. The fair value of borrowings, which is classified as Level 3, is estimated by discounting the contractual cash flows of each debt instrument to their present value using adjusted market interest rates, which is provided by a third-party specialist. The following table provides the carrying value and fair value of these financial instruments as of December 31, 2023 and December 31, 2022 (in thousands): December 31, 2023 December 31, 2022 Carrying Value (1) Fair Value Carrying Value (1) Fair Value $ $ $ Debt and preferred equity investments 346,745 (2) $ 623,280 (2) Fixed rate debt Variable rate debt (3) Total debt 3,237,386 $ 3,184,338 $ 5,015,814 $ 270,000 268,787 520,148 3,507,386 $ 3,453,125 $ 5,535,962 $ 4,784,691 519,669 5,304,360 (1) (2) (3) Amounts exclude net deferred financing costs. As of December 31, 2023, debt and preferred equity investments had an estimated fair value of approximately $0.3 billion. As of December 31, 2022, debt and preferred equity investments had an estimated fair value ranging between $0.6 billion and $0.6 billion. As of December 31, 2023, variable rate debt with a carrying value of $110.0 million and fair value of $108.6 million is included in the Company's alternative strategy portfolio. Disclosures regarding fair value of financial instruments was based on pertinent information available to us as of December 31, 2023 and 2022. Such amounts have not been comprehensively revalued for purposes of these financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein. 17. Financial Instruments: Derivatives and Hedging In the normal course of business, we use a variety of commonly used derivative instruments, including, but not limited to, interest rate swaps, caps, collars and floors, to manage, or hedge interest rate risk. We hedge our exposure to variability in future cash flows for forecasted transactions in addition to anticipated future interest payments on existing debt. We recognize all derivatives on the balance sheet at fair value. Derivatives that are not hedges are adjusted to fair value through earnings. If a derivative is a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedge asset, liability, or firm commitment through earnings, or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings. Reported net income and equity may increase or decrease prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows. Currently, all of our designated derivative instruments are effective hedging instruments. The following table summarizes the notional value at inception and fair value of our consolidated derivative financial instruments as of December 31, 2023 based on Level 2 information. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands). Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Interest Rate Swap Notional Value Strike Rate Effective Date Expiration Date Balance Sheet Location Fair Value 150,000 200,000 200,000 370,000 370,000 150,000 200,000 100,000 100,000 2.600 % December 2021 January 2024 Other Assets $ 4.490 % November 2022 January 2024 Other Assets 4.411 % November 2022 January 2024 Other Assets 3.250 % 3.250 % June 2023 June 2023 June 2024 Other Assets June 2024 Other Liabilities 2.621 % December 2021 January 2026 Other Assets 2.662 % December 2021 January 2026 Other Assets 2.903 % February 2023 February 2027 Other Assets 2.733 % February 2023 February 2027 Other Assets 50,000 2.463 % February 2023 February 2027 Other Assets 200,000 300,000 150,000 370,000 300,000 100,000 2.591 % February 2023 February 2027 Other Assets 2.866 % 3.524 % July 2023 May 2027 Other Assets January 2024 May 2027 Other Assets 3.888 % November 2022 June 2027 Other Liabilities 4.487 % November 2024 November 2027 Other Liabilities 3.756 % January 2023 January 2028 Other Liabilities 11 5 5 3,158 (3,145) 4,011 5,196 2,281 2,775 1,781 6,378 7,306 549 (3,044) (10,273) (646) $ 16,348 During the year ended December 31, 2023, we recorded a loss of $10.4 million based on the changes in the fair value of an interest rate cap we sold and a forward-starting interest rate swap, which is included in Purchase price and other fair value adjustments in the consolidated statements of operations. During the year ended December 31, 2022, we recorded a loss of $1.7 million based on the changes in the fair value of an interest rate cap we sold. No interest rate caps were sold or forward- starting interest rate swaps entered into during the year ended December 31, 2021. During the years ended December 31, 2023, 2022, and 2021, we recorded losses of $0.2 million, $0.3 million, and $0.0 million, respectively, on the changes in the fair value, which is included in interest expense in the consolidated statements of operations. Certain agreements the Company has with each of its derivative counterparties contain a provision where if the Company defaults on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. As of December 31, 2023, the fair value of derivatives in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $17.5 million. As of December 31, 2023, the Company was not required to post any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of $18.3 million as of December 31, 2023. Gains and losses on terminated hedges are included in accumulated other comprehensive income, and are recognized into earnings over the term of the related obligation. Over time, the realized and unrealized gains and losses held in accumulated other comprehensive income will be reclassified into earnings as an adjustment to interest expense in the same periods in which the hedged interest payments affect earnings. We estimate that ($32.5 million) of the current balance held in accumulated other comprehensive income will be reclassified into interest expense and ($7.6 million) of the portion related to our share of joint venture accumulated other comprehensive income (loss) will be reclassified into equity in net loss from unconsolidated joint ventures within the next 12 months. The following table presents our derivative financial instruments and our share of our joint ventures' derivative financial instruments that are designated and qualify as hedging instruments on the consolidated statements of operations for the years ended December 31, 2023, 2022, and 2021, respectively (in thousands): 76 77 79305_SLG 10K_r1.indd 77 79305_SLG 10K_r1.indd 77 4/16/24 11:21 AM 4/16/24 11:21 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Amount of Gain (Loss) Recognized in Other Comprehensive (Loss) Income Year Ended December 31, Location of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Derivative 2023 2022 2021 Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Year Ended December 31, 2023 2022 2021 Interest Rate Swaps/Caps Share of unconsolidated joint ventures' derivative instruments $ 18,484 $ 83,162 $ 15,643 7,399 24,783 (19,400) $ 25,883 $ 107,945 $ (3,757) Interest expense Equity in net loss from unconsolidated joint ventures $ 42,270 $ 4,989 $ (17,602) Amortization of acquired above and below-market leases 16,050 (673) (7,582) $ 58,320 $ 4,316 $ (25,184) The following table summarizes the notional value at inception and fair value of our joint ventures' derivative financial instruments as of December 31, 2023 based on Level 2 information. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands). (1) Amounts include $196.5 million and $222.1 million of sublease income for the years ended December 31, 2023 and 2022, respectively. The table below summarizes our investment in sales-type leases as of December 31, 2023: Notional Value Strike Rate Effective Date Expiration Date Classification Fair Value In August 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company for the building at 15 Beekman. Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap 18. Lease Income $ 220,000 484,069 484,069 505,412 272,000 477,783 278,161 278,161 250,000 250,000 177,000 4.000 % February 2023 February 2024 May 2024 May 2024 June 2024 0.490 % February 2022 0.490 % February 2022 June 2023 3.000 % 4.000 % August 2023 August 2024 3.500 % September 2023 September 2024 4.000 % 4.000 % 3.608 % 3.608 % May 2024 November 2024 May 2024 November 2024 April 2023 February 2026 April 2023 February 2026 1.555 % December 2022 February 2026 $ Asset Asset Asset Asset Asset Asset Asset Asset Asset Asset Asset 318 8,331 8,330 4,948 1,675 5,213 948 948 1,819 1,818 8,686 $ 43,034 The Operating Partnership is the lessor and the sublessor to tenants under operating and sales-type leases. The minimum rental amounts due under the leases are generally subject to scheduled fixed increases or adjustments. The leases generally also require that the tenants reimburse us for increases in certain operating costs and real estate taxes above their base year costs. Future minimum rents to be received over the next five years and thereafter for operating leases in effect at December 31, 2023 are as follows (in thousands): 2024 2025 2026 2027 2028 Thereafter $ 496,311 470,673 426,247 371,117 316,789 1,339,758 $ 3,420,895 The components of lease income from operating leases in effect at December 31, 2023, 2022 and 2021 were as follows (in thousands): (1) This amount is included in Other assets in our consolidated balance sheets. The components of lease income from sales-type leases during the years ended December 31, 2023, 2022 and 2021 were (1) These amounts are included in Other income in our consolidated statements of operations. Year Ended December 31, 2023 2022 2021 $ 4,444 $ 4,389 $ 4,422 79305_SLG 10K_r1.indd 78 79305_SLG 10K_r1.indd 78 4/16/24 11:22 AM 4/16/24 11:22 AM 78 79 Future minimum lease payments to be received over the next five years and thereafter for our sales-type leases with initial terms in excess of one year as of December 31, 2023 are as follows (in thousands): Year Ended December 31, 2023 2022 2021 $ $ $ 589,469 $ 583,107 $ 608,793 79,641 82,676 73,543 669,110 $ 665,783 $ 682,336 14,225 5,717 (4,160) 683,335 $ 671,500 $ 678,176 Year of Current Expiration Year of Final Expiration (1) 2089 2089 Sales-type leases 3,180 3,228 3,276 3,325 3,375 196,794 213,178 (107,544) 105,634 $ $ $ Fixed lease payments Variable lease payments Total lease payments (1) Total rental revenue Property 15 Beekman (2) (1) (2) Reflects exercise of all available renewal options. See Note 6, "Investments in Unconsolidated Joint Ventures." 2024 2025 2026 2027 2028 Thereafter Total minimum lease payments Amount representing interest Investment in sales-type leases (1) as follows (in thousands): Interest income (1) Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Amount of Gain (Loss) Recognized in Other Comprehensive (Loss) Income Year Ended December 31, Location of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Derivative 2023 2022 2021 Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Year Ended December 31, 2023 2022 2021 Fixed lease payments Variable lease payments Total lease payments (1) Interest Rate Swaps/Caps $ 18,484 $ 83,162 $ 15,643 Interest expense $ 42,270 $ 4,989 $ (17,602) Amortization of acquired above and below-market leases Total rental revenue Year Ended December 31, 2023 2022 2021 $ $ $ 589,469 $ 583,107 $ 608,793 79,641 82,676 73,543 669,110 $ 665,783 $ 682,336 14,225 5,717 (4,160) 683,335 $ 671,500 $ 678,176 (1) Amounts include $196.5 million and $222.1 million of sublease income for the years ended December 31, 2023 and 2022, respectively. The table below summarizes our investment in sales-type leases as of December 31, 2023: Property 15 Beekman (2) Year of Current Expiration Year of Final Expiration (1) 2089 2089 (1) (2) Reflects exercise of all available renewal options. In August 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company for the building at 15 Beekman. See Note 6, "Investments in Unconsolidated Joint Ventures." Future minimum lease payments to be received over the next five years and thereafter for our sales-type leases with initial terms in excess of one year as of December 31, 2023 are as follows (in thousands): 2024 2025 2026 2027 2028 Thereafter Total minimum lease payments Amount representing interest Investment in sales-type leases (1) Sales-type leases 3,180 3,228 3,276 3,325 3,375 196,794 213,178 (107,544) 105,634 $ $ $ The Operating Partnership is the lessor and the sublessor to tenants under operating and sales-type leases. The minimum rental amounts due under the leases are generally subject to scheduled fixed increases or adjustments. The leases generally also require that the tenants reimburse us for increases in certain operating costs and real estate taxes above their base year costs. Future minimum rents to be received over the next five years and thereafter for operating leases in effect at December 31, 2023 are as follows (in thousands): (1) This amount is included in Other assets in our consolidated balance sheets. The components of lease income from sales-type leases during the years ended December 31, 2023, 2022 and 2021 were as follows (in thousands): Interest income (1) (1) These amounts are included in Other income in our consolidated statements of operations. Year Ended December 31, 2023 2022 2021 $ 4,444 $ 4,389 $ 4,422 The components of lease income from operating leases in effect at December 31, 2023, 2022 and 2021 were as follows (in $ 496,311 470,673 426,247 371,117 316,789 1,339,758 $ 3,420,895 78 79 79305_SLG 10K_r1.indd 79 79305_SLG 10K_r1.indd 79 4/16/24 11:22 AM 4/16/24 11:22 AM Share of unconsolidated joint ventures' derivative instruments Equity in net loss from unconsolidated joint 7,399 24,783 (19,400) ventures 16,050 (673) (7,582) $ 25,883 $ 107,945 $ (3,757) $ 58,320 $ 4,316 $ (25,184) The following table summarizes the notional value at inception and fair value of our joint ventures' derivative financial instruments as of December 31, 2023 based on Level 2 information. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (dollars in Notional Value Strike Rate Effective Date Expiration Date Classification Fair Value $ 4.000 % February 2023 February 2024 $ 220,000 484,069 484,069 505,412 272,000 477,783 278,161 278,161 250,000 250,000 177,000 0.490 % February 2022 0.490 % February 2022 June 2023 May 2024 May 2024 June 2024 August 2023 August 2024 3.500 % September 2023 September 2024 May 2024 November 2024 May 2024 November 2024 April 2023 February 2026 April 2023 February 2026 1.555 % December 2022 February 2026 3.000 % 4.000 % 4.000 % 4.000 % 3.608 % 3.608 % Asset Asset Asset Asset Asset Asset Asset Asset Asset Asset Asset 318 8,331 8,330 4,948 1,675 5,213 948 948 1,819 1,818 8,686 $ 43,034 thousands). Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Cap Interest Rate Swap Interest Rate Swap Interest Rate Swap 18. Lease Income 2024 2025 2026 2027 2028 Thereafter thousands): Table of Contents 19. Benefit Plans SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 The building employees are covered by multi-employer defined benefit pension plans and post-retirement health and welfare plans. We participate in the Building Service 32BJ, or Union, Pension Plan and Health Plan. The Pension Plan is a multi-employer, non-contributory defined benefit pension plan that was established under the terms of collective bargaining agreements between the Service Employees International Union, Local 32BJ, the Realty Advisory Board on Labor Relations, Inc. and certain other employees. This Pension Plan is administered by a joint board of trustees consisting of union trustees and employer trustees and operates under employer identification number 13-1879376. The Pension Plan year runs from July 1 to June 30. Employers contribute to the Pension Plan at a fixed rate on behalf of each covered employee. Separate actuarial information regarding such pension plans is not made available to the contributing employers by the union administrators or trustees, since the plans do not maintain separate records for each reporting unit. However, on September 28, 2021, September 28, 2022 and September 28, 2023, the actuary certified that for the plan years beginning July 1, 2021, July 1, 2022 and July 1, 2023, the Pension Plan was in critical or endangered status under the Pension Protection Act of 2006. The Pension Plan trustees adopted a rehabilitation plan consistent with this requirement. No surcharges have been paid to the Pension Plan as of December 31, 2023. For the Pension Plan years ended June 30, 2023, 2022 and 2021, the plan received contributions from employers totaling $317.9 million, $305.7 million and $290.1 million, respectively. Our contributions to the Pension Plan represent less than 5.0% of total contributions to the plan. The Health Plan was established under the terms of collective bargaining agreements between the Union, the Realty Advisory Board on Labor Relations, Inc. and certain other employers. The Health Plan provides health and other benefits to eligible participants employed in the building service industry who are covered under collective bargaining agreements, or other written agreements, with the Union. The Health Plan is administered by a Board of Trustees with equal representation by the employers and the Union and operates under employer identification number 13-2928869. The Health Plan receives contributions in accordance with collective bargaining agreements or participation agreements. Generally, these agreements provide that the employers contribute to the Health Plan at a fixed rate on behalf of each covered employee. For the Health Plan years ended, June 30, 2023, 2022 and 2021, the plan received contributions from employers totaling $1.9 billion, $1.6 billion and $1.5 billion, respectively. Our contributions to the Health Plan represent less than 5.0% of total contributions to the plan. Contributions we made to the multi-employer plans for the years ended December 31, 2023, 2022 and 2021 are included in the table below (in thousands): Benefit Plan Pension Plan Health Plan Other plans Total plan contributions 401(K) Plan Year Ended December 31, 2022 2021 2023 $ 2,111 $ 1,952 $ 7,191 789 6,386 807 $ 10,091 $ 9,145 $ 1,994 6,333 849 9,176 In August 1997, we implemented a 401(K) Savings/Retirement Plan, or the 401(K) Plan, to cover eligible employees of ours, and any designated affiliate. The 401(K) Plan permits eligible employees to defer up to 15% of their annual compensation, subject to certain limitations imposed by the Code. The employees' elective deferrals are immediately vested and non- forfeitable upon contribution to the 401(K) Plan. During 2003, we amended our 401(K) Plan to provide for discretionary matching contributions only. For 2023, 2022 and 2021, a matching contribution equal to 100% of the first 4% of annual compensation was made. For the years ended December 31, 2023, 2022 and 2021, we made matching contributions of $1.8 million, $1.5 million, and $1.5 million, respectively. 20. Commitments and Contingencies Legal Proceedings could have a material adverse impact on us. Environmental Matters Employment Agreements salary, totals $2.4 million for 2024. Insurance As of December 31, 2023, the Company and the Operating Partnership were not involved in any material litigation nor, to management's knowledge, was any material litigation threatened against us or our portfolio which if adversely determined Our management believes that the properties are in compliance in all material respects with applicable Federal, state and local ordinances and regulations regarding environmental issues. Management is not aware of any environmental liability that it believes would have a materially adverse impact on our financial position, results of operations or cash flows. Management is unaware of any instances in which it would incur significant environmental cost if any of our properties were sold. We have entered into employment agreements with certain executives, which expire between January 2025 and January 2026. The minimum cash-based compensation associated with these employment agreements, which is comprised only of base We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR"), within two property insurance programs and liability insurance. Separate property and liability coverage may be purchased on a stand-alone basis for certain assets, such as development projects. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, Ticonderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the loss to the extent of required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. Further, if we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments contain customary covenants requiring us to maintain insurance and we could default under our debt instruments if the cost and/or availability of certain types of insurance make it impractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the Company or its affiliates. Furthermore, with respect to certain of our properties, including properties held by joint ventures or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of loss. Belmont had loss reserves of $3.3 million and $3.1 million as of December 31, 2023 and 2022, respectively. Ticonderoga had no loss reserves as of December 31, 2023 and 2022. Lease Arrangements We are a tenant under leases for certain properties, including ground leases. These leases have expirations from 2033 to 2119, or 2043 to 2119 as fully extended. Certain leases offer extension options which we assess against relevant economic factors to determine whether we are reasonably certain of exercising or not exercising the option. Lease payments associated with renewal periods that we are reasonably certain will be exercised, if any, are included in the measurement of the corresponding lease liability and right of use asset. Certain of our leases are subject to rent resets, generally based on a percentage of the then fair market value, a fixed amount, or a percentage of the preceding rent at specified future dates. Rent resets will be recognized in the periods in which they are incurred. Additionally, certain of our leases are subject to percentage rent arrangements based on thresholds established in the lease agreement, such as percentage of sales at the property. Percentage rents will be recognized in the periods in which they are incurred. The table below summarizes our current lease arrangements as of December 31, 2023: 79305_SLG 10K_r1.indd 80 79305_SLG 10K_r1.indd 80 4/16/24 11:22 AM 4/16/24 11:22 AM 80 81 Table of Contents 19. Benefit Plans SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 20. Commitments and Contingencies The building employees are covered by multi-employer defined benefit pension plans and post-retirement health and Legal Proceedings welfare plans. We participate in the Building Service 32BJ, or Union, Pension Plan and Health Plan. The Pension Plan is a multi-employer, non-contributory defined benefit pension plan that was established under the terms of collective bargaining agreements between the Service Employees International Union, Local 32BJ, the Realty Advisory Board on Labor Relations, Inc. and certain other employees. This Pension Plan is administered by a joint board of trustees consisting of union trustees and employer trustees and operates under employer identification number 13-1879376. The Pension Plan year runs from July 1 to June 30. Employers contribute to the Pension Plan at a fixed rate on behalf of each covered employee. Separate actuarial information regarding such pension plans is not made available to the contributing employers by the union administrators or trustees, since the plans do not maintain separate records for each reporting unit. However, on September 28, 2021, September 28, 2022 and September 28, 2023, the actuary certified that for the plan years beginning July 1, 2021, July 1, 2022 and July 1, 2023, the Pension Plan was in critical or endangered status under the Pension Protection Act of 2006. The Pension Plan trustees adopted a rehabilitation plan consistent with this requirement. No surcharges have been paid to the Pension Plan as of December 31, 2023. For the Pension Plan years ended June 30, 2023, 2022 and 2021, the plan received contributions from employers totaling $317.9 million, $305.7 million and $290.1 million, respectively. Our contributions to the Pension Plan represent less than 5.0% of total contributions to the plan. The Health Plan was established under the terms of collective bargaining agreements between the Union, the Realty Advisory Board on Labor Relations, Inc. and certain other employers. The Health Plan provides health and other benefits to eligible participants employed in the building service industry who are covered under collective bargaining agreements, or other written agreements, with the Union. The Health Plan is administered by a Board of Trustees with equal representation by the employers and the Union and operates under employer identification number 13-2928869. The Health Plan receives contributions in accordance with collective bargaining agreements or participation agreements. Generally, these agreements provide that the employers contribute to the Health Plan at a fixed rate on behalf of each covered employee. For the Health Plan years ended, June 30, 2023, 2022 and 2021, the plan received contributions from employers totaling $1.9 billion, $1.6 billion and $1.5 billion, respectively. Our contributions to the Health Plan represent less than 5.0% of total contributions to the plan. Contributions we made to the multi-employer plans for the years ended December 31, 2023, 2022 and 2021 are included in the table below (in thousands): Benefit Plan Pension Plan Health Plan Other plans Total plan contributions 401(K) Plan Year Ended December 31, 2023 2022 2021 $ 2,111 $ 1,952 $ 7,191 789 6,386 807 $ 10,091 $ 9,145 $ 1,994 6,333 849 9,176 In August 1997, we implemented a 401(K) Savings/Retirement Plan, or the 401(K) Plan, to cover eligible employees of ours, and any designated affiliate. The 401(K) Plan permits eligible employees to defer up to 15% of their annual compensation, subject to certain limitations imposed by the Code. The employees' elective deferrals are immediately vested and non- forfeitable upon contribution to the 401(K) Plan. During 2003, we amended our 401(K) Plan to provide for discretionary matching contributions only. For 2023, 2022 and 2021, a matching contribution equal to 100% of the first 4% of annual compensation was made. For the years ended December 31, 2023, 2022 and 2021, we made matching contributions of $1.8 million, $1.5 million, and $1.5 million, respectively. As of December 31, 2023, the Company and the Operating Partnership were not involved in any material litigation nor, to management's knowledge, was any material litigation threatened against us or our portfolio which if adversely determined could have a material adverse impact on us. Environmental Matters Our management believes that the properties are in compliance in all material respects with applicable Federal, state and local ordinances and regulations regarding environmental issues. Management is not aware of any environmental liability that it believes would have a materially adverse impact on our financial position, results of operations or cash flows. Management is unaware of any instances in which it would incur significant environmental cost if any of our properties were sold. Employment Agreements We have entered into employment agreements with certain executives, which expire between January 2025 and January 2026. The minimum cash-based compensation associated with these employment agreements, which is comprised only of base salary, totals $2.4 million for 2024. Insurance We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR"), within two property insurance programs and liability insurance. Separate property and liability coverage may be purchased on a stand-alone basis for certain assets, such as development projects. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, Ticonderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the loss to the extent of required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. Further, if we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments contain customary covenants requiring us to maintain insurance and we could default under our debt instruments if the cost and/or availability of certain types of insurance make it impractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the Company or its affiliates. Furthermore, with respect to certain of our properties, including properties held by joint ventures or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of loss. Belmont had loss reserves of $3.3 million and $3.1 million as of December 31, 2023 and 2022, respectively. Ticonderoga had no loss reserves as of December 31, 2023 and 2022. Lease Arrangements We are a tenant under leases for certain properties, including ground leases. These leases have expirations from 2033 to 2119, or 2043 to 2119 as fully extended. Certain leases offer extension options which we assess against relevant economic factors to determine whether we are reasonably certain of exercising or not exercising the option. Lease payments associated with renewal periods that we are reasonably certain will be exercised, if any, are included in the measurement of the corresponding lease liability and right of use asset. Certain of our leases are subject to rent resets, generally based on a percentage of the then fair market value, a fixed amount, or a percentage of the preceding rent at specified future dates. Rent resets will be recognized in the periods in which they are incurred. Additionally, certain of our leases are subject to percentage rent arrangements based on thresholds established in the lease agreement, such as percentage of sales at the property. Percentage rents will be recognized in the periods in which they are incurred. The table below summarizes our current lease arrangements as of December 31, 2023: 80 81 79305_SLG 10K_r1.indd 81 79305_SLG 10K_r1.indd 81 4/16/24 11:22 AM 4/16/24 11:22 AM (1) (2) These amounts are included in Interest expense, net of interest income in our consolidated statements of operations. These amounts are included in Depreciation and amortization in our consolidated statements of operations. As of December 31, 2023, the weighted-average discount rate used to calculate the lease liabilities was 4.46%. As of December 31, 2023, the weighted-average remaining lease term was 28 years, inclusive of purchase options expected to be exercised. Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Property (1) 711 Third Avenue (3) 1185 Avenue of the Americas SL Green Headquarters at One Vanderbilt Avenue (4) 420 Lexington Avenue SUMMIT One Vanderbilt 15 Beekman (5)(6) Year of Current Expiration Year of Final Expiration (2) 2033 2043 2043 2050 2058 2119 2083 2043 2048 2080 2070 2119 Financing Lease Costs Interest on financing leases capitalized Interest on financing leases, net (1) Amortization of right-of-use assets (2) Financing lease costs, net Year Ended December 31, 2023 2022 2021 — 4,446 — — 4,555 — $ 4,446 $ 4,555 $ 5,448 — 5,448 660 6,108 Interest on financing leases before capitalized interest $ 4,446 $ 4,555 $ (1) (2) (3) (4) (5) (6) All leases are classified as operating leases unless otherwise specified. Reflects exercise of all available extension options. The Company owns 50% of the fee interest. In March 2021, the Company commenced its lease for its corporate headquarters at One Vanderbilt Avenue. See note 10, "Related Party Transactions." The Company has an option to purchase the ground lease for a fixed price on a specific date. The lease is classified as a financing lease. In August 2020, the Company entered into a long-term sublease with an unconsolidated joint venture as part of the capitalization of the 15 Beekman development project. See Note 6, "Investments in Unconsolidated Joint Ventures." The following is a schedule of future minimum lease payments as evaluated in accordance with ASC 842 for our financing leases and operating leases with initial terms in excess of one year as of December 31, 2023 (in thousands): 2024 2025 2026 2027 2028 Thereafter Total minimum lease payments Amount representing interest Amount discounted using incremental borrowing rate Total lease liabilities excluding liabilities related to assets held for sale Total lease liabilities Financing leases Operating leases $ $ $ $ 3,180 $ 3,228 3,276 3,325 3,375 196,794 213,178 $ (107,647) — 105,531 $ 105,531 $ 53,455 53,595 53,734 53,746 54,211 1,208,864 1,477,605 — (649,913) 827,692 827,692 The following table provides lease cost information for the Company's operating leases for the years ended December 31, 2023, 2022 and 2021 (in thousands): Operating Lease Costs Operating lease costs before capitalized operating lease costs Operating lease costs capitalized Operating lease costs, net (1) Year Ended December 31, 2023 2022 2021 $ $ 29,637 $ 33,773 $ (2,345) (6,830) 27,292 $ 26,943 $ 30,270 (3,716) 26,554 (1) This amount is included in Operating lease rent in our consolidated statements of operations. The following table provides lease cost information for the Company's financing leases for the years ended December 31, 2023, 2022 and 2021 (in thousands): 79305_SLG 10K_r1.indd 82 79305_SLG 10K_r1.indd 82 4/16/24 11:22 AM 4/16/24 11:22 AM 82 83 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 Year of Current Expiration Year of Final Expiration (2) Financing Lease Costs Year Ended December 31, 2023 2022 2021 2033 2043 2043 2050 2058 2119 2083 2043 2048 2080 2070 2119 Interest on financing leases before capitalized interest $ 4,446 $ 4,555 $ Interest on financing leases capitalized Interest on financing leases, net (1) Amortization of right-of-use assets (2) Financing lease costs, net — 4,446 — — 4,555 — $ 4,446 $ 4,555 $ 5,448 — 5,448 660 6,108 (1) (2) These amounts are included in Interest expense, net of interest income in our consolidated statements of operations. These amounts are included in Depreciation and amortization in our consolidated statements of operations. As of December 31, 2023, the weighted-average discount rate used to calculate the lease liabilities was 4.46%. As of December 31, 2023, the weighted-average remaining lease term was 28 years, inclusive of purchase options expected to be exercised. All leases are classified as operating leases unless otherwise specified. Reflects exercise of all available extension options. The Company owns 50% of the fee interest. In March 2021, the Company commenced its lease for its corporate headquarters at One Vanderbilt Avenue. See note 10, "Related Party Transactions." The Company has an option to purchase the ground lease for a fixed price on a specific date. The lease is classified as a financing lease. In August 2020, the Company entered into a long-term sublease with an unconsolidated joint venture as part of the capitalization of the 15 Beekman development project. See Note 6, "Investments in Unconsolidated Joint Ventures." The following is a schedule of future minimum lease payments as evaluated in accordance with ASC 842 for our financing leases and operating leases with initial terms in excess of one year as of December 31, 2023 (in thousands): Property (1) 711 Third Avenue (3) 1185 Avenue of the Americas 420 Lexington Avenue SUMMIT One Vanderbilt 15 Beekman (5)(6) SL Green Headquarters at One Vanderbilt Avenue (4) (1) (2) (3) (4) (5) (6) 2024 2025 2026 2027 2028 Thereafter Total minimum lease payments Amount representing interest Amount discounted using incremental borrowing rate Total lease liabilities excluding liabilities related to assets held for sale Total lease liabilities Operating Lease Costs Operating lease costs before capitalized operating lease costs Operating lease costs capitalized Operating lease costs, net (1) Financing leases Operating leases 3,180 $ 3,228 3,276 3,325 3,375 196,794 213,178 $ (107,647) — 105,531 $ 105,531 $ 53,455 53,595 53,734 53,746 54,211 1,208,864 1,477,605 — (649,913) 827,692 827,692 Year Ended December 31, 2023 2022 2021 29,637 $ 33,773 $ (2,345) (6,830) 27,292 $ 26,943 $ 30,270 (3,716) 26,554 $ $ $ $ $ $ The following table provides lease cost information for the Company's operating leases for the years ended December 31, 2023, 2022 and 2021 (in thousands): (1) This amount is included in Operating lease rent in our consolidated statements of operations. The following table provides lease cost information for the Company's financing leases for the years ended December 31, 2023, 2022 and 2021 (in thousands): 82 83 79305_SLG 10K_r1.indd 83 79305_SLG 10K_r1.indd 83 4/16/24 11:22 AM 4/16/24 11:22 AM SL Green Realty Corp. and SL Green Operating Partnership, L.P. Schedule III - Real Estate and Accumulated Depreciation December 31, 2023 (in thousands) Column D Cost Capitalized Subsequent To Acquisition (1) Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 21. Segment Information The Company has three reportable segments, real estate, debt and preferred equity investments, and SUMMIT. In the fourth quarter of 2023, due to quantitative thresholds, SUMMIT was identified as a reportable segment. As such, prior period segment data has been restated to reflect SUMMIT as a reportable segment for comparative purposes. We evaluate real estate performance and allocate resources based on earnings contributions. The primary sources of revenue are generated from tenant rents, escalations and reimbursement revenue. Real estate property operating expenses consist primarily of security, maintenance, utility costs, insurance, real estate taxes and, at certain properties, ground rent expense. See Note 5, "Debt and Preferred Equity Investments," for additional details on our debt and preferred equity investments. SUMMIT currently operates one location at One Vanderbilt Avenue in midtown Manhattan with the primary source of revenue generated from ticket sales. Selected consolidated results of operations for the years ended December 31, 2023, 2022, and 2021, and selected asset information as of December 31, 2023 and 2022, regarding our operating segments are as follows (in thousands): Total revenues Years ended: December 31, 2023 December 31, 2022 December 31, 2021 Net (loss) income Years ended: December 31, 2023 December 31, 2022 December 31, 2021 Total assets As of: December 31, 2023 December 31, 2022 Real Estate SUMMIT Debt and Preferred Equity Total Company $ 760,745 $ 118,260 $ 34,705 $ 749,293 764,659 89,048 16,311 81,113 80,340 $ (612,884) $ 6,101 $ 7,446 $ (128,615) 413,401 (3,668) (1,008) 55,980 68,239 913,710 919,454 861,310 (599,337) (76,303) 480,632 $ 8,716,738 $ 464,799 $ 349,644 $ 11,265,789 461,629 628,376 9,531,181 12,355,794 We allocate loan loss reserves, net of recoveries, and transaction related costs to the debt and preferred equity segment. We do not allocate marketing, general and administrative expenses to the debt and preferred equity segment because that segment does not have dedicated personnel and the use of personnel and resources is dependent on transaction volume between the three segments, which varies between periods. In addition, we base performance on the individual segments prior to allocating marketing, general and administrative expenses. SUMMIT segment incurs its own marketing, general and administrative expenses for its dedicated personnel, which are included in SUMMIT Operator expenses in the consolidated statements of operations. For the years ended, December 31, 2023, 2022, and 2021 marketing, general and administrative expenses totaled $111.4 million, $93.8 million, and $94.9 million respectively. All other expenses, except interest and SUMMIT operator expenses, relate entirely to the real estate assets. There were no transactions between the above three segments other than the SUMMIT lease with our One Vanderbilt Avenue joint venture, which is part of the real estate segment. See Note 10, "Related Party Transactions." — — — — — — — — — — — — — — — — — — — — — — — — — — Column A Column B Column C Initial Cost Column E Gross Amount at Which Carried at Close of Period Column F Column G Column H Column I Encumbrances Land Building & Improvements Land Building & Improvements Land Building & Improvements (3) Total Accumulated Depreciation Date of Date Construction Acquired Depreciation is Computed $ 277,238 $ — $ 333,499 $ $ 242,766 $ — $ 576,265 $ 576,265 $ 227,258 19,844 18,846 — 115,769 140,946 72,821 19,844 188,590 208,434 12,521 18,846 153,467 172,313 88,276 28,873 12,680 28,873 100,956 129,829 51,093 251,523 83,936 51,093 335,459 386,552 112,937 450,000 78,282 452,631 (15,086) 78,282 437,545 515,827 201,735 1956 12/2004 Various 114,077 550,819 5,406 114,077 556,225 670,302 238,462 1970 1/2007 Various — 791,106 139,416 — 930,522 930,522 404,093 1969 1/2007 Various 90,941 431,517 14,566 90,941 446,083 537,024 196,985 1966 1/2007 Various 100,000 27,852 161,343 (6,939) (23,245) 20,913 138,098 159,011 46,789 1973-1984 1/2007 Various Description (2) 420 Lexington Ave 711 Third Avenue 555 W. 57th Street 461 Fifth Avenue 750 Third Avenue 485 Lexington Avenue 810 Seventh Avenue 1185 Avenue of the Americas 1350 Avenue of the Americas 1-6 Landmark Square (4) 7 Landmark Square (4) 100 Church Street 370,000 34,994 11,060 34,994 194,992 229,986 125 Park Avenue 19 East 65th Street 304 Park Avenue 760 Madison Avenue 719 Seventh Avenue (5)(6) 110 Greene Street 7 Dey / 185 Broadway 885 Third Avenue (7) 690 Madison (6) Other (8) Total (1) (2) (3) (4) (5) (6) (7) (8) 284,286 8,314 (2,450) 187,847 281,836 196,161 477,997 4,991 1996/2012 7/2014 Various 50,000 — 41,180 45,120 46,232 228,393 (4,720) 41,180 41,512 82,692 4,578 45,120 232,971 278,091 190,148 45,540 27,865 207,635 45,540 235,500 281,040 12,200 1921 8/2015 Various — 138,444 244,040 (138,444) (125,747) — 118,293 118,293 60,000 — 13,820 20,635 51,732 16,224 — 2,302 28 13,820 51,760 65,580 611,561 22,937 627,785 650,722 $ 1,497,386 $ 1,210,669 $ 4,495,893 $ (117,996) $ 1,467,536 $ 1,092,671 $ 5,963,429 $ 7,056,100 $ 2,035,311 Includes depreciable real estate reserves and impairments recorded subsequent to acquisition. All properties located in New York, New York unless otherwise noted. Includes right of use lease assets. Property located in Connecticut. We own a 75.0% interest in this property. Property is included in the Company's alternative strategy portfolio. In December 2022, the Company sold 414,317 square feet of office leasehold condominium units at the property. The Company retained the remaining 218,796 square feet of the building. Other includes a land development project, tenant improvements of eEmerge, capitalized interest and corporate improvements. Life on Which Various Various Various Various Various 1927 1955 1971 1988 1958 3/1998 5/1998 1/1999 10/2003 7/2004 2007 1959 1923 1929 1930 1927 1910 1986 1879 1/2007 1/2010 10/2010 1/2012 6/2012 7/2014 7/2015 7/2020 9/2021 Various Various Various Various Various Various Various Various Various 91,897 98,508 45,700 695 78,305 5,986 57,067 11,040 3,863 33,669 — 1,721 8,417 (1,338) (6,240) 383 2,177 2,560 120,900 8,603 54,489 183,932 270,598 2,074 90,643 23,312 120,900 293,910 414,810 129,990 3,345 9,096 8,603 54,489 5,419 14,022 7 99,739 154,228 33,134 79305_SLG 10K_r1.indd 84 79305_SLG 10K_r1.indd 84 4/16/24 11:22 AM 4/16/24 11:22 AM 84 85 21. Segment Information The Company has three reportable segments, real estate, debt and preferred equity investments, and SUMMIT. In the fourth quarter of 2023, due to quantitative thresholds, SUMMIT was identified as a reportable segment. As such, prior period segment data has been restated to reflect SUMMIT as a reportable segment for comparative purposes. We evaluate real estate performance and allocate resources based on earnings contributions. The primary sources of revenue are generated from tenant rents, escalations and reimbursement revenue. Real estate property operating expenses consist primarily of security, maintenance, utility costs, insurance, real estate taxes and, at certain properties, ground rent expense. See Note 5, "Debt and Preferred Equity Investments," for additional details on our debt and preferred equity investments. SUMMIT currently operates one location at One Vanderbilt Avenue in midtown Manhattan with the primary source of revenue generated from ticket sales. Selected consolidated results of operations for the years ended December 31, 2023, 2022, and 2021, and selected asset information as of December 31, 2023 and 2022, regarding our operating segments are as follows (in thousands): Real Estate SUMMIT Equity Total Company Debt and Preferred $ 760,745 $ 118,260 $ 34,705 $ 749,293 764,659 89,048 16,311 $ (612,884) $ 6,101 $ 7,446 $ (128,615) 413,401 (3,668) (1,008) 81,113 80,340 55,980 68,239 913,710 919,454 861,310 (599,337) (76,303) 480,632 Total revenues Years ended: December 31, 2023 December 31, 2022 December 31, 2021 Net (loss) income Years ended: December 31, 2023 December 31, 2022 December 31, 2021 Total assets As of: December 31, 2023 December 31, 2022 $ 8,716,738 $ 464,799 $ 349,644 $ 11,265,789 461,629 628,376 9,531,181 12,355,794 We allocate loan loss reserves, net of recoveries, and transaction related costs to the debt and preferred equity segment. We do not allocate marketing, general and administrative expenses to the debt and preferred equity segment because that segment does not have dedicated personnel and the use of personnel and resources is dependent on transaction volume between the three segments, which varies between periods. In addition, we base performance on the individual segments prior to allocating marketing, general and administrative expenses. SUMMIT segment incurs its own marketing, general and administrative expenses for its dedicated personnel, which are included in SUMMIT Operator expenses in the consolidated statements of operations. For the years ended, December 31, 2023, 2022, and 2021 marketing, general and administrative expenses totaled $111.4 million, $93.8 million, and $94.9 million respectively. All other expenses, except interest and SUMMIT operator expenses, relate entirely to the real estate assets. There were no transactions between the above three segments other than the SUMMIT lease with our One Vanderbilt Avenue joint venture, which is part of the real estate segment. See Note 10, "Related Party Transactions." Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Notes to Consolidated Financial Statements (cont.) December 31, 2023 SL Green Realty Corp. and SL Green Operating Partnership, L.P. Schedule III - Real Estate and Accumulated Depreciation December 31, 2023 (in thousands) Column A Column B Column C Initial Cost Column D Cost Capitalized Subsequent To Acquisition (1) Column E Gross Amount at Which Carried at Close of Period Column F Column G Column H Column I Encumbrances Land Building & Improvements Land Building & Improvements Land Building & Improvements (3) Total Accumulated Depreciation Date of Construction Date Acquired $ 277,238 $ — $ 333,499 $ $ 242,766 $ — $ 576,265 $ 576,265 $ 227,258 19,844 18,846 — 115,769 140,946 72,821 19,844 188,590 208,434 12,521 18,846 153,467 172,313 88,276 28,873 12,680 28,873 100,956 129,829 51,093 251,523 83,936 51,093 335,459 386,552 112,937 Life on Which Depreciation is Computed Various Various Various Various Various 1927 1955 1971 1988 1958 3/1998 5/1998 1/1999 10/2003 7/2004 450,000 78,282 452,631 — — — 114,077 550,819 — 791,106 90,941 431,517 (15,086) 78,282 437,545 515,827 201,735 1956 12/2004 Various 5,406 114,077 556,225 670,302 238,462 1970 1/2007 Various 139,416 — 930,522 930,522 404,093 1969 1/2007 Various 14,566 90,941 446,083 537,024 196,985 1966 1/2007 Various 100,000 27,852 161,343 (6,939) (23,245) 20,913 138,098 159,011 46,789 1973-1984 1/2007 Various — — — — — — — — 91,897 98,508 45,700 695 78,305 100 Church Street 370,000 34,994 11,060 34,994 194,992 229,986 — 1,721 8,417 (1,338) (6,240) 383 2,177 2,560 120,900 8,603 54,489 183,932 270,598 2,074 90,643 — — — — 23,312 120,900 293,910 414,810 129,990 3,345 9,096 8,603 54,489 5,419 14,022 7 99,739 154,228 33,134 2007 1959 1923 1929 1930 1/2007 1/2010 10/2010 1/2012 6/2012 Various Various Various Various Various — — — — — — — — 284,286 8,314 (2,450) 187,847 281,836 196,161 477,997 4,991 1996/2012 7/2014 Various 50,000 — 41,180 45,120 46,232 228,393 190,148 45,540 27,865 — — — (4,720) 41,180 41,512 82,692 4,578 45,120 232,971 278,091 5,986 57,067 1927 1910 7/2014 7/2015 Various Various 207,635 45,540 235,500 281,040 12,200 1921 8/2015 Various — 138,444 244,040 (138,444) (125,747) — 118,293 118,293 60,000 — 13,820 20,635 51,732 16,224 — 2,302 28 13,820 51,760 65,580 611,561 22,937 627,785 650,722 11,040 3,863 33,669 1986 1879 7/2020 9/2021 Various Various $ 1,497,386 $ 1,210,669 $ 4,495,893 $ (117,996) $ 1,467,536 $ 1,092,671 $ 5,963,429 $ 7,056,100 $ 2,035,311 Description (2) 420 Lexington Ave 711 Third Avenue 555 W. 57th Street 461 Fifth Avenue 750 Third Avenue 485 Lexington Avenue 810 Seventh Avenue 1185 Avenue of the Americas 1350 Avenue of the Americas 1-6 Landmark Square (4) 7 Landmark Square (4) 125 Park Avenue 19 East 65th Street 304 Park Avenue 760 Madison Avenue 719 Seventh Avenue (5)(6) 110 Greene Street 7 Dey / 185 Broadway 885 Third Avenue (7) 690 Madison (6) Other (8) Total (1) (2) (3) (4) (5) (6) (7) (8) Includes depreciable real estate reserves and impairments recorded subsequent to acquisition. All properties located in New York, New York unless otherwise noted. Includes right of use lease assets. Property located in Connecticut. We own a 75.0% interest in this property. Property is included in the Company's alternative strategy portfolio. In December 2022, the Company sold 414,317 square feet of office leasehold condominium units at the property. The Company retained the remaining 218,796 square feet of the building. Other includes a land development project, tenant improvements of eEmerge, capitalized interest and corporate improvements. 84 85 79305_SLG 10K_r1.indd 85 79305_SLG 10K_r1.indd 85 4/16/24 11:22 AM 4/16/24 11:22 AM Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Schedule III - Real Estate and Accumulated Depreciation December 31, 2023 (in thousands) To the Shareholders and the Board of Directors of SL Green Realty Corp. Report of Independent Registered Public Accounting Firm The changes in real estate for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands): Opinion on the Financial Statements Balance at beginning of year Property acquisitions Improvements Retirements/disposals/deconsolidation Balance at end of year Year Ended December 31, 2022 2021 2023 $ 9,198,799 $ 7,650,907 $ 7,355,079 — 1,900,042 241,213 (2,383,912) 335,413 (687,563) 124,103 296,876 (125,151) We have audited the accompanying consolidated balance sheets of SL Green Realty Corp. (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income, equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in $ 7,056,100 $ 9,198,799 $ 7,650,907 conformity with U.S. generally accepted accounting principles. The aggregate cost of land, buildings and improvements, before depreciation, for Federal income tax purposes as of December 31, 2023 was $4.4 billion (unaudited). The changes in accumulated depreciation, exclusive of amounts relating to equipment, autos, and furniture and fixtures, for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands): We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 23, 2024 expressed an unqualified opinion thereon. Balance at beginning of year Depreciation for year Retirements/disposals/deconsolidation Balance at end of year Year Ended December 31, 2022 2021 2023 $ 2,039,554 $ 1,896,199 $ 1,956,077 199,576 (203,819) 175,465 (32,110) 174,219 (234,097) $ 2,035,311 $ 2,039,554 $ 1,896,199 Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Joint Venture Consolidation Assessment Description of the Matter The Company accounted for certain investments in real estate joint ventures under the equity method of accounting and consolidated certain other investments in real estate joint ventures. At December 31, 2023, the Company’s investments in unconsolidated joint ventures was $3.0 billion and noncontrolling interests in consolidated other partnerships was $69.6 million. As discussed in Note 2 to the consolidated financial statements, for each joint venture, the Company evaluated the rights provided to each party in the venture to assess the consolidation of the venture. 79305_SLG 10K_r1.indd 86 79305_SLG 10K_r1.indd 86 4/16/24 11:22 AM 4/16/24 11:22 AM 86 87 Table of Contents Table of Contents SL Green Realty Corp. and SL Green Operating Partnership, L.P. Schedule III - Real Estate and Accumulated Depreciation December 31, 2023 (in thousands) To the Shareholders and the Board of Directors of SL Green Realty Corp. Report of Independent Registered Public Accounting Firm The changes in real estate for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands): Opinion on the Financial Statements Balance at beginning of year Property acquisitions Improvements Retirements/disposals/deconsolidation Balance at end of year Balance at beginning of year Depreciation for year Retirements/disposals/deconsolidation Balance at end of year Year Ended December 31, 2023 2022 2021 $ 9,198,799 $ 7,650,907 $ 7,355,079 — 1,900,042 241,213 (2,383,912) 335,413 (687,563) 124,103 296,876 (125,151) $ 7,056,100 $ 9,198,799 $ 7,650,907 Year Ended December 31, 2023 2022 2021 $ 2,039,554 $ 1,896,199 $ 1,956,077 199,576 (203,819) 175,465 (32,110) 174,219 (234,097) $ 2,035,311 $ 2,039,554 $ 1,896,199 The aggregate cost of land, buildings and improvements, before depreciation, for Federal income tax purposes as of December 31, 2023 was $4.4 billion (unaudited). The changes in accumulated depreciation, exclusive of amounts relating to equipment, autos, and furniture and fixtures, for the years ended December 31, 2023, 2022 and 2021 are as follows (in thousands): We have audited the accompanying consolidated balance sheets of SL Green Realty Corp. (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income, equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Description of the Matter Joint Venture Consolidation Assessment The Company accounted for certain investments in real estate joint ventures under the equity method of accounting and consolidated certain other investments in real estate joint ventures. At December 31, 2023, the Company’s investments in unconsolidated joint ventures was $3.0 billion and noncontrolling interests in consolidated other partnerships was $69.6 million. As discussed in Note 2 to the consolidated financial statements, for each joint venture, the Company evaluated the rights provided to each party in the venture to assess the consolidation of the venture. 86 87 79305_SLG 10K_r1.indd 87 79305_SLG 10K_r1.indd 87 4/16/24 11:22 AM 4/16/24 11:22 AM Table of Contents /s/ Ernst & Young LLP New York, New York February 23, 2024 We have served as the Company‘s auditor since 1997. Table of Contents How We Addressed the Matter in Our Audit Auditing management’s joint venture consolidation analyses was complex and highly judgmental due to the subjectivity in assessing which activities most significantly impact a joint venture’s economic performance based on the purpose and design of the entity over the duration of its expected life and assessing which party has rights to direct those activities. We tested the Company’s controls over the assessment of joint venture consolidation. For example, we tested controls over management's review of the consolidation analyses for newly formed ventures as well as controls over management's identification of reconsideration events which could trigger modified consolidation conclusions for existing ventures. To test the Company’s consolidation assessment for real estate joint ventures, our procedures included, among others, reviewing new and amended joint venture agreements and discussing with management the nature of the rights conveyed to the Company through the joint venture agreements as well as the business purpose of the joint venture transactions. We reviewed management’s assessment of the activities that would most significantly impact the joint venture’s economic performance and evaluated whether the joint venture agreements provided participating or protective rights to the Company. We also evaluated transactions with the joint ventures for events which would require a reconsideration of previous consolidation conclusions. Description of the Matter Impairment of Commercial Real Estate Properties and Investments in Unconsolidated Joint Ventures At December 31, 2023, the Company’s commercial real estate properties, at cost totaled approximately $5.0 billion. As described in Note 2 to the consolidated financial statements, real estate properties are periodically reviewed for impairment when circumstances indicate that the carrying value of a property may not be recoverable. For the year ended December 31, 2023, the Company recognized $249.5 million of impairment losses on its commercial real estate properties, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. How We Addressed the Matter in Our Audit At December 31, 2023, the Company’s investments in unconsolidated joint ventures was $3.0 billion. As described in Note 2 to the consolidated financial statements, investments in unconsolidated joint ventures are assessed for recoverability, and if it is determined that a loss in value of the investment is other than temporary, the investment is written down to its fair value. For the year ended December 31, 2023, the Company recognized $132.9 million of other than temporary impairment losses on its investments in unconsolidated joint ventures, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. Auditing the Company’s accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures was especially challenging and involved a high degree of subjectivity as a result of the assumptions and estimates inherent in the determination of estimated future cash flows and the estimated fair value of commercial real estate properties and investments in unconsolidated joint ventures. In particular, management’s assumptions and estimates included estimated revenue and expense growth rates, discount rates and capitalization rates, which were sensitive to expectations about future operations, market or economic conditions, demand and competition. We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s commercial real estate properties and investments in unconsolidated joint ventures impairment process. This included testing of controls over management's review of the significant assumptions and data inputs utilized in the estimation of expected future cash flows and the determination of fair value. To test the Company's accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures, we performed audit procedures that included, among others, evaluating the methodologies applied and testing the significant assumptions discussed above and the underlying data used by the Company in its impairment analyses. We held discussions with management about the current status of potential transactions and the Company’s intent and ability to fund future operations of investments in unconsolidated joint ventures. We also discussed management’s judgments to understand the probability of future events that could affect the holding period and other cash flow assumptions for the properties. In certain cases, we involved our valuation specialists to assist in performing these procedures. We compared the significant assumptions used by management to historical data and observable market-specific data. We also assessed management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in estimated future cash flows that would result from changes in the assumptions. In addition, we assessed information and events subsequent to the balance sheet date to corroborate certain of the key assumptions utilized by management. 79305_SLG 10K_r1.indd 88 79305_SLG 10K_r1.indd 88 4/16/24 11:22 AM 4/16/24 11:22 AM 88 89 Table of Contents /s/ Ernst & Young LLP We have served as the Company‘s auditor since 1997. New York, New York February 23, 2024 Table of Contents How We Addressed the Matter in Our Audit Auditing management’s joint venture consolidation analyses was complex and highly judgmental due to the subjectivity in assessing which activities most significantly impact a joint venture’s economic performance based on the purpose and design of the entity over the duration of its expected life and assessing which party has rights to direct those activities. We tested the Company’s controls over the assessment of joint venture consolidation. For example, we tested controls over management's review of the consolidation analyses for newly formed ventures as well as controls over management's identification of reconsideration events which could trigger modified consolidation conclusions for existing ventures. To test the Company’s consolidation assessment for real estate joint ventures, our procedures included, among others, reviewing new and amended joint venture agreements and discussing with management the nature of the rights conveyed to the Company through the joint venture agreements as well as the business purpose of the joint venture transactions. We reviewed management’s assessment of the activities that would most significantly impact the joint venture’s economic performance and evaluated whether the joint venture agreements provided participating or protective rights to the Company. We also evaluated transactions with the joint ventures for events which would require a reconsideration of previous consolidation conclusions. Description of At December 31, 2023, the Company’s commercial real estate properties, at cost totaled approximately $5.0 Impairment of Commercial Real Estate Properties and Investments in Unconsolidated Joint Ventures the Matter billion. As described in Note 2 to the consolidated financial statements, real estate properties are periodically reviewed for impairment when circumstances indicate that the carrying value of a property may not be recoverable. For the year ended December 31, 2023, the Company recognized $249.5 million of impairment losses on its commercial real estate properties, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. How We Addressed the Matter in Our Audit At December 31, 2023, the Company’s investments in unconsolidated joint ventures was $3.0 billion. As described in Note 2 to the consolidated financial statements, investments in unconsolidated joint ventures are assessed for recoverability, and if it is determined that a loss in value of the investment is other than temporary, the investment is written down to its fair value. For the year ended December 31, 2023, the Company recognized $132.9 million of other than temporary impairment losses on its investments in unconsolidated joint ventures, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. Auditing the Company’s accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures was especially challenging and involved a high degree of subjectivity as a result of the assumptions and estimates inherent in the determination of estimated future cash flows and the estimated fair value of commercial real estate properties and investments in unconsolidated joint ventures. In particular, management’s assumptions and estimates included estimated revenue and expense growth rates, discount rates and capitalization rates, which were sensitive to expectations about future operations, market or economic conditions, demand and competition. We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s commercial real estate properties and investments in unconsolidated joint ventures impairment process. This included testing of controls over management's review of the significant assumptions and data inputs utilized in the estimation of expected future cash flows and the determination of fair value. To test the Company's accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures, we performed audit procedures that included, among others, evaluating the methodologies applied and testing the significant assumptions discussed above and the underlying data used by the Company in its impairment analyses. We held discussions with management about the current status of potential transactions and the Company’s intent and ability to fund future operations of investments in unconsolidated joint ventures. We also discussed management’s judgments to understand the probability of future events that could affect the holding period and other cash flow assumptions for the properties. In certain cases, we involved our valuation specialists to assist in performing these procedures. We compared the significant assumptions used by management to historical data and observable market-specific data. We also assessed management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in estimated future cash flows that would result from changes in the assumptions. In addition, we assessed information and events subsequent to the balance sheet date to corroborate certain of the key assumptions utilized by management. 88 89 79305_SLG 10K_r1.indd 89 79305_SLG 10K_r1.indd 89 4/16/24 11:22 AM 4/16/24 11:22 AM Table of Contents Table of Contents Report of Independent Registered Public Accounting Firm Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of SL Green Realty Corp. Opinion on Internal Control Over Financial Reporting To the Partners of SL Green Operating Partnership, L.P. Opinion on the Financial Statements We have audited SL Green Realty Corp.'s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Realty Corp. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2023 consolidated financial statements of the Company and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP New York, New York February 23, 2024 We have audited the accompanying consolidated balance sheets of SL Green Operating Partnership, L.P. (the Operating Partnership) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income, capital and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Operating Partnership at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Operating Partnership's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Operating Partnership's management. Our responsibility is to express an opinion on the Operating Partnership's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Joint Venture Consolidation Assessment Description of The Operating Partnership accounted for certain investments in real estate joint ventures under the equity the Matter method of accounting and consolidated certain other investments in real estate joint ventures. At December 31, 2023, the Operating Partnership’s investments in unconsolidated joint ventures was $3.0 billion and noncontrolling interests in consolidated other partnerships was $69.6 million. As discussed in Note 2 to the consolidated financial statements, for each joint venture, the Operating Partnership evaluated the rights provided to each party in the venture to assess the consolidation of the venture. 79305_SLG 10K_r1.indd 90 79305_SLG 10K_r1.indd 90 4/16/24 11:22 AM 4/16/24 11:22 AM 90 91 Table of Contents Table of Contents Report of Independent Registered Public Accounting Firm Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of SL Green Realty Corp. Opinion on Internal Control Over Financial Reporting To the Partners of SL Green Operating Partnership, L.P. Opinion on the Financial Statements We have audited SL Green Realty Corp.'s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Realty Corp. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2023 consolidated financial statements of the Company and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP New York, New York February 23, 2024 We have audited the accompanying consolidated balance sheets of SL Green Operating Partnership, L.P. (the Operating Partnership) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income, capital and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Operating Partnership at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Operating Partnership's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Operating Partnership's management. Our responsibility is to express an opinion on the Operating Partnership's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Joint Venture Consolidation Assessment Description of the Matter The Operating Partnership accounted for certain investments in real estate joint ventures under the equity method of accounting and consolidated certain other investments in real estate joint ventures. At December 31, 2023, the Operating Partnership’s investments in unconsolidated joint ventures was $3.0 billion and noncontrolling interests in consolidated other partnerships was $69.6 million. As discussed in Note 2 to the consolidated financial statements, for each joint venture, the Operating Partnership evaluated the rights provided to each party in the venture to assess the consolidation of the venture. 90 91 79305_SLG 10K_r1.indd 91 79305_SLG 10K_r1.indd 91 4/16/24 11:22 AM 4/16/24 11:22 AM Table of Contents /s/ Ernst & Young LLP New York, New York February 23, 2024 We have served as the Operating Partnership's auditor since 2010. Table of Contents How We Addressed the Matter in Our Audit Auditing management’s joint venture consolidation analyses was complex and highly judgmental due to the subjectivity in assessing which activities most significantly impact a joint venture’s economic performance based on the purpose and design of the entity over the duration of its expected life and assessing which party has rights to direct those activities. We tested the Operating Partnership’s controls over the assessment of joint venture consolidation. For example, we tested controls over management's review of the consolidation analyses for newly formed ventures as well as controls over management's identification of reconsideration events which could trigger modified consolidation conclusions for existing ventures. To test the Operating Partnership’s consolidation assessment for real estate joint ventures, our procedures included, among others, reviewing new and amended joint venture agreements and discussing with management the nature of the rights conveyed to the Operating Partnership through the joint venture agreements as well as the business purpose of the joint venture transactions. We reviewed management’s assessment of the activities that would most significantly impact the joint venture’s economic performance and evaluated whether the joint venture agreements provided participating or protective rights to the Operating Partnership. We also evaluated transactions with the joint ventures for events which would require a reconsideration of previous consolidation conclusions. Impairment of Commercial Real Estate Properties and Investments in Unconsolidated Joint Ventures Description of the Matter At December 31, 2023, the Operating Partnership’s commercial real estate properties, at cost totaled approximately $5.0 billion. As described in Note 2 to the consolidated financial statements, real estate properties are periodically reviewed for impairment when circumstances indicate that the carrying value of a property may not be recoverable. For the year ended December 31, 2023, the Operating Partnership recognized $249.5 million of impairment losses on its commercial real estate properties, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. How We Addressed the Matter in Our Audit At December 31, 2023, the Operating Partnership’s investments in unconsolidated joint ventures was $3.0 billion. As described in Note 2 to the consolidated financial statements, investments in unconsolidated joint ventures are assessed for recoverability, and if it is determined that a loss in value of the investment is other than temporary, the investment is written down to its fair value. For the year ended December 31, 2023, the Operating Partnership recognized $132.9 million of other than temporary impairment losses on its investments in unconsolidated joint ventures, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. Auditing the Operating Partnership’s accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures was especially challenging and involved a high degree of subjectivity as a result of the assumptions and estimates inherent in the determination of estimated future cash flows and the estimated fair value of commercial real estate properties and investments in unconsolidated joint ventures. In particular, management’s assumptions and estimates included estimated revenue and expense growth rates, discount rates and capitalization rates, which were sensitive to expectations about future operations, market or economic conditions, demand and competition. We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Operating Partnership’s commercial real estate properties and investments in unconsolidated joint ventures impairment process. This included testing of controls over management's review of the significant assumptions and data inputs utilized in the estimation of expected future cash flows and the determination of fair value. To test the Operating Partnership's accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures, we performed audit procedures that included, among others, evaluating the methodologies applied and testing the significant assumptions discussed above and the underlying data used by the Operating Partnership in its impairment analyses. We held discussions with management about the current status of potential transactions and the Operating Partnership’s intent and ability to fund future operations of investments in unconsolidated joint ventures. We also discussed management’s judgments to understand the probability of future events that could affect the holding period and other cash flow assumptions for the properties. In certain cases, we involved our valuation specialists to assist in performing these procedures. We compared the significant assumptions used by management to historical data and observable market-specific data. We also assessed management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in estimated future cash flows that would result from changes in the assumptions. In addition, we assessed information and events subsequent to the balance sheet date to corroborate certain of the key assumptions utilized by management. 79305_SLG 10K_r1.indd 92 79305_SLG 10K_r1.indd 92 4/16/24 11:22 AM 4/16/24 11:22 AM 92 93 Table of Contents /s/ Ernst & Young LLP We have served as the Operating Partnership's auditor since 2010. New York, New York February 23, 2024 Table of Contents How We Addressed the Matter in Our Audit Auditing management’s joint venture consolidation analyses was complex and highly judgmental due to the subjectivity in assessing which activities most significantly impact a joint venture’s economic performance based on the purpose and design of the entity over the duration of its expected life and assessing which party has rights to direct those activities. We tested the Operating Partnership’s controls over the assessment of joint venture consolidation. For example, we tested controls over management's review of the consolidation analyses for newly formed ventures as well as controls over management's identification of reconsideration events which could trigger modified consolidation conclusions for existing ventures. To test the Operating Partnership’s consolidation assessment for real estate joint ventures, our procedures included, among others, reviewing new and amended joint venture agreements and discussing with management the nature of the rights conveyed to the Operating Partnership through the joint venture agreements as well as the business purpose of the joint venture transactions. We reviewed management’s assessment of the activities that would most significantly impact the joint venture’s economic performance and evaluated whether the joint venture agreements provided participating or protective rights to the Operating Partnership. We also evaluated transactions with the joint ventures for events which would require a reconsideration of previous consolidation conclusions. Impairment of Commercial Real Estate Properties and Investments in Unconsolidated Joint Ventures Description of At December 31, 2023, the Operating Partnership’s commercial real estate properties, at cost totaled the Matter approximately $5.0 billion. As described in Note 2 to the consolidated financial statements, real estate properties are periodically reviewed for impairment when circumstances indicate that the carrying value of a property may not be recoverable. For the year ended December 31, 2023, the Operating Partnership recognized $249.5 million of impairment losses on its commercial real estate properties, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. How We Addressed the Matter in Our Audit At December 31, 2023, the Operating Partnership’s investments in unconsolidated joint ventures was $3.0 billion. As described in Note 2 to the consolidated financial statements, investments in unconsolidated joint ventures are assessed for recoverability, and if it is determined that a loss in value of the investment is other than temporary, the investment is written down to its fair value. For the year ended December 31, 2023, the Operating Partnership recognized $132.9 million of other than temporary impairment losses on its investments in unconsolidated joint ventures, which is included in depreciable real estate reserves and impairments in the consolidated statements of operations. Auditing the Operating Partnership’s accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures was especially challenging and involved a high degree of subjectivity as a result of the assumptions and estimates inherent in the determination of estimated future cash flows and the estimated fair value of commercial real estate properties and investments in unconsolidated joint ventures. In particular, management’s assumptions and estimates included estimated revenue and expense growth rates, discount rates and capitalization rates, which were sensitive to expectations about future operations, market or economic conditions, demand and competition. We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Operating Partnership’s commercial real estate properties and investments in unconsolidated joint ventures impairment process. This included testing of controls over management's review of the significant assumptions and data inputs utilized in the estimation of expected future cash flows and the determination of fair value. To test the Operating Partnership's accounting for impairment of commercial real estate properties and investments in unconsolidated joint ventures, we performed audit procedures that included, among others, evaluating the methodologies applied and testing the significant assumptions discussed above and the underlying data used by the Operating Partnership in its impairment analyses. We held discussions with management about the current status of potential transactions and the Operating Partnership’s intent and ability to fund future operations of investments in unconsolidated joint ventures. We also discussed management’s judgments to understand the probability of future events that could affect the holding period and other cash flow assumptions for the properties. In certain cases, we involved our valuation specialists to assist in performing these procedures. We compared the significant assumptions used by management to historical data and observable market-specific data. We also assessed management’s estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in estimated future cash flows that would result from changes in the assumptions. In addition, we assessed information and events subsequent to the balance sheet date to corroborate certain of the key assumptions utilized by management. 92 93 79305_SLG 10K_r1.indd 93 79305_SLG 10K_r1.indd 93 4/16/24 11:22 AM 4/16/24 11:22 AM Table of Contents Report of Independent Registered Public Accounting Firm To the Partners of SL Green Operating Partnership, L.P. Opinion on Internal Control Over Financial Reporting We have audited SL Green Operating Partnership, L.P.'s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Operating Partnership, L.P. (the Operating Partnership) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2023 consolidated financial statements of the Operating Partnership and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Operating Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Operating Partnership's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting financial reporting was effective as of December 31, 2023. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP New York, New York February 23, 2024 79305_SLG 10K_r1.indd 94 79305_SLG 10K_r1.indd 94 4/16/24 11:22 AM 4/16/24 11:22 AM 94 95 CONTROLS AND PROCEDURES SL GREEN REALTY CORP. Evaluation of Disclosure Controls and Procedures The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in our periodic reports. Also, the Company has investments in certain unconsolidated entities. As the Company does not control these entities, its disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those the Company maintains with respect to its consolidated subsidiaries. As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Company's Chief Executive Officer and Chief Financial Officer concluded that its disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Company that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder. Management's Report on Internal Control over Financial Reporting The Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of the Company's management, including our Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023 based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Company concluded that its internal control over Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate. The effectiveness of the Company's internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein. Changes in Internal Control over Financial Reporting There have been no significant changes in the Company's internal control over financial reporting during the year ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting. SL GREEN OPERATING PARTNERSHIP, L.P. Evaluation of Disclosure Controls and Procedures The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Operating Partnership's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Operating Partnership's management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Operating Partnership to disclose material information otherwise required to be set forth in the Operating Partnership's periodic reports. Also, the Operating Partnership has investments in certain unconsolidated entities. As the Operating Partnership does not control these entities, the Operating Partnership's disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those it maintains with respect to its consolidated subsidiaries. Table of Contents Report of Independent Registered Public Accounting Firm To the Partners of SL Green Operating Partnership, L.P. Opinion on Internal Control Over Financial Reporting We have audited SL Green Operating Partnership, L.P.'s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Operating Partnership, L.P. (the Operating Partnership) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2023 consolidated financial statements of the Operating Partnership and our report dated February 23, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Operating Partnership’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Operating Partnership's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP New York, New York February 23, 2024 CONTROLS AND PROCEDURES SL GREEN REALTY CORP. Evaluation of Disclosure Controls and Procedures The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in our periodic reports. Also, the Company has investments in certain unconsolidated entities. As the Company does not control these entities, its disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those the Company maintains with respect to its consolidated subsidiaries. As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Company's Chief Executive Officer and Chief Financial Officer concluded that its disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Company that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder. Management's Report on Internal Control over Financial Reporting The Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of the Company's management, including our Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023 based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Company concluded that its internal control over financial reporting was effective as of December 31, 2023. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate. The effectiveness of the Company's internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein. Changes in Internal Control over Financial Reporting There have been no significant changes in the Company's internal control over financial reporting during the year ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting. SL GREEN OPERATING PARTNERSHIP, L.P. Evaluation of Disclosure Controls and Procedures The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Operating Partnership's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Operating Partnership's management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Operating Partnership to disclose material information otherwise required to be set forth in the Operating Partnership's periodic reports. Also, the Operating Partnership has investments in certain unconsolidated entities. As the Operating Partnership does not control these entities, the Operating Partnership's disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those it maintains with respect to its consolidated subsidiaries. 94 95 79305_SLG 10K_r1.indd 95 79305_SLG 10K_r1.indd 95 4/16/24 11:22 AM 4/16/24 11:22 AM ISSUER PURCHASES OF EQUITY SECURITIES In August 2016, our Board of Directors approved a share repurchase program under which we could buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, during the three months ended December 31, 2023: Period October 1-31 November 1-30 December 1-31 Shares repurchased Average price paid per Cumulative number of shares repurchased as part of the repurchase plan or programs 36,107,719 36,107,719 36,107,719 share $— $— $— — — — SALE OF UNREGISTERED SECURITIES AND REGISTERED SECURITIES; USE OF PROCEEDS FROM REGISTERED SECURITIES During the years ended December 31, 2023, 2022, and 2021 we did not issue any shares of our common stock to holders of units of limited partnership interest in the Operating Partnership upon the redemption of such units pursuant to the partnership agreement of the Operating Partnership. The following table summarizes information, as of December 31, 2023, relating to our equity compensation plans pursuant to which shares of our common stock or other equity securities may be granted from time to time. Number of securities to be issued upon exercise of outstanding options, warrants and rights Weighted average exercise price of outstanding options, warrants and rights (a) (b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) Plan category holders Total (1) (2) (3) (4) Equity compensation plans approved by security holders (1) 4,692,094 (2) $ 103.52 (3) 4,139,076 (4) Equity compensation plans not approved by security — 4,692,094 $ — 103.52 — 4,139,076 Includes our Fifth Amended and Restated 2005 Stock Option and Incentive Plan, Amended 1997 Stock Option and Incentive Plan, as amended, and 2008 Employee Stock Purchase Plan. Includes (i) 115,980 shares of common stock issuable upon the exercise of outstanding options (115,980 of which are vested and exercisable), (ii) 230,295 phantom stock units that may be settled in shares of common stock (230,295 of which are vested), (iii) 2,990,461 LTIP units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to us for redemption and acquired by us for shares of our common stock (1,366,248 of which are vested). Because there is no exercise price associated with restricted stock units, phantom stock units or LTIP units, these awards are not included in the Balance is after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. The number of securities remaining available consists of shares remaining available for issuance under our 2008 Employee Stock Purchase Plan and Fifth Amended and Restated 2005 Stock Option and Incentive Plan. As of the end of the period covered by this report, the Operating Partnership carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, of the effectiveness of the design and operation of the Operating Partnership's disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner concluded that the Operating Partnership's disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Operating Partnership that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder. Management’s Report on Internal Control over Financial Reporting The Operating Partnership is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15 (f) and 15d-15 (f). Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting as of December 31, 2023 based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Operating Partnership concluded that its internal control over financial reporting was effective as of December 31, 2023. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate. The effectiveness of the Operating Partnership's internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein. Changes in Internal Control over Financial Reporting There have been no significant changes in the Operating Partnership's internal control over financial reporting during the year ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting. MARKET FOR REGISTRANTS' COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES SL GREEN REALTY CORP. Our common stock trades on the New York Stock Exchange, or the NYSE, under the symbol "SLG." On February 22, 2024, the reported closing sale price per share of common stock on the NYSE was $46.76 and there were 419 holders of record of our common stock. SL GREEN OPERATING PARTNERSHIP, L.P. As of December 31, 2023, there were 3,949,448 units of limited partnership interest of the Operating Partnership outstanding and held by persons other than the Company, which received distributions per unit of the same amount and in the same manner as dividends per share were distributed to common stockholders. There is no established public trading market for the common units of the Operating Partnership. On February 22, 2024, weighted-average exercise price calculation. there were 52 holders of record and 69,221,575 common units outstanding, 64,799,013 of which were held by SL Green. In order for SL Green to maintain its qualification as a REIT, it must make annual distributions to its stockholders of at least 90% of its taxable income (not including net capital gains). SL Green has adopted a policy of paying regular dividends on its common stock, and the Operating Partnership has adopted a policy of paying regular distributions to its common units in the same amount as dividends paid by SL Green. Cash distributions have been paid on the common stock of SL Green and the common units of the Operating Partnership since the initial public offering of SL Green. Distributions are declared at the discretion of the Board of Directors of SL Green and depend on actual and anticipated cash from operations, financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Internal Revenue Code and other factors SL Green’s Board of Directors may consider relevant. Each time SL Green issues shares of stock (other than in exchange for common units of limited partnership interest of the Operating Partnership, or OP Units, when such OP Units are presented for redemption), it contributes the proceeds of such issuance to the Operating Partnership in return for an equivalent number of units of limited partnership interest with rights and preferences analogous to the shares issued. 79305_SLG 10K_r1.indd 96 79305_SLG 10K_r1.indd 96 4/16/24 11:22 AM 4/16/24 11:22 AM 96 97 As of the end of the period covered by this report, the Operating Partnership carried out an evaluation, under the ISSUER PURCHASES OF EQUITY SECURITIES supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, of the effectiveness of the design and operation of the Operating Partnership's disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner concluded that the Operating Partnership's disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Operating Partnership that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder. Management’s Report on Internal Control over Financial Reporting The Operating Partnership is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15 (f) and 15d-15 (f). Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting as of December 31, 2023 based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Operating Partnership concluded that its internal control over financial reporting was effective as of December 31, 2023. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate. The effectiveness of the Operating Partnership's internal control over financial reporting as of December 31, 2023 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein. Changes in Internal Control over Financial Reporting There have been no significant changes in the Operating Partnership's internal control over financial reporting during the year ended December 31, 2023 that has materially affected, or is reasonably likely to materially affect, its internal control over MARKET FOR REGISTRANTS' COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER financial reporting. PURCHASES OF EQUITY SECURITIES SL GREEN REALTY CORP. of our common stock. SL GREEN OPERATING PARTNERSHIP, L.P. Our common stock trades on the New York Stock Exchange, or the NYSE, under the symbol "SLG." On February 22, 2024, the reported closing sale price per share of common stock on the NYSE was $46.76 and there were 419 holders of record As of December 31, 2023, there were 3,949,448 units of limited partnership interest of the Operating Partnership outstanding and held by persons other than the Company, which received distributions per unit of the same amount and in the same manner as dividends per share were distributed to common stockholders. There is no established public trading market for the common units of the Operating Partnership. On February 22, 2024, there were 52 holders of record and 69,221,575 common units outstanding, 64,799,013 of which were held by SL Green. In order for SL Green to maintain its qualification as a REIT, it must make annual distributions to its stockholders of at least 90% of its taxable income (not including net capital gains). SL Green has adopted a policy of paying regular dividends on its common stock, and the Operating Partnership has adopted a policy of paying regular distributions to its common units in the same amount as dividends paid by SL Green. Cash distributions have been paid on the common stock of SL Green and the common units of the Operating Partnership since the initial public offering of SL Green. Distributions are declared at the discretion of the Board of Directors of SL Green and depend on actual and anticipated cash from operations, financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Internal Revenue Code and other factors SL Green’s Board of Directors may consider relevant. Each time SL Green issues shares of stock (other than in exchange for common units of limited partnership interest of the Operating Partnership, or OP Units, when such OP Units are presented for redemption), it contributes the proceeds of such issuance to the Operating Partnership in return for an equivalent number of units of limited partnership interest with rights and preferences analogous to the shares issued. In August 2016, our Board of Directors approved a share repurchase program under which we could buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized five separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, fourth quarter of 2019, and fourth quarter of 2020 bringing the total program size to $3.5 billion. The following table summarizes share repurchases executed under the program, excluding the redemption of OP units, during the three months ended December 31, 2023: Period October 1-31 November 1-30 December 1-31 Shares repurchased Average price paid per share — — — $— $— $— Cumulative number of shares repurchased as part of the repurchase plan or programs 36,107,719 36,107,719 36,107,719 SALE OF UNREGISTERED SECURITIES AND REGISTERED SECURITIES; USE OF PROCEEDS FROM REGISTERED SECURITIES During the years ended December 31, 2023, 2022, and 2021 we did not issue any shares of our common stock to holders of units of limited partnership interest in the Operating Partnership upon the redemption of such units pursuant to the partnership agreement of the Operating Partnership. The following table summarizes information, as of December 31, 2023, relating to our equity compensation plans pursuant to which shares of our common stock or other equity securities may be granted from time to time. Number of securities to be issued upon exercise of outstanding options, warrants and rights Weighted average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) Plan category Equity compensation plans approved by security holders (1) Equity compensation plans not approved by security holders Total (a) (b) (c) 4,692,094 (2) $ 103.52 (3) 4,139,076 (4) — 4,692,094 $ — 103.52 — 4,139,076 (1) (2) (3) (4) Includes our Fifth Amended and Restated 2005 Stock Option and Incentive Plan, Amended 1997 Stock Option and Incentive Plan, as amended, and 2008 Employee Stock Purchase Plan. Includes (i) 115,980 shares of common stock issuable upon the exercise of outstanding options (115,980 of which are vested and exercisable), (ii) 230,295 phantom stock units that may be settled in shares of common stock (230,295 of which are vested), (iii) 2,990,461 LTIP units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to us for redemption and acquired by us for shares of our common stock (1,366,248 of which are vested). Because there is no exercise price associated with restricted stock units, phantom stock units or LTIP units, these awards are not included in the weighted-average exercise price calculation. Balance is after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units. The number of securities remaining available consists of shares remaining available for issuance under our 2008 Employee Stock Purchase Plan and Fifth Amended and Restated 2005 Stock Option and Incentive Plan. 96 97 79305_SLG 10K_r1.indd 97 79305_SLG 10K_r1.indd 97 4/16/24 11:22 AM 4/16/24 11:22 AM Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SIGNATURES SL GREEN REALTY CORP. By: /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer Dated: February 23, 2024 ________________________________________________________________________________________________________________________ KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp. hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Realty Corp. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all amendments thereto. RECONCILIATION OF NON-GAAP FINANCIAL MEASURES Funds From Operations (FFO) and Normalized FFO Reconciliations Below are reconciliations of net income attributable to our stockholders to FFO per share and Normalized FFO per share attributable to our stockholders and unit holders for the year ended December 31, 2023 (amounts in thousands, except per share data). Funds From Operations (FFO) and Normalized FFO Reconciliation: Net loss attributable to SL Green common stockholders Add: Depreciation and amortization Joint venture depreciation and noncontrolling interest adjustments Net loss attributable to noncontrolling interests Less: Loss on sale of real estate, net Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments Depreciable real estate reserves Depreciation on non-rental real estate assets FFO attributable to SL Green common stockholders and unit holders Add: Loss on early extinguishment of debt Non-recurring general and administrative charges related to non-renewal of Company's former President Loan loss and other investment reserves, net of recoveries Purchase price and other fair value adjustments Normalized FFO attributable to SL Green common stockholders and unit holders Basic ownership interest: Weighted average REIT common share and common share equivalents Weighted average partnership units held by noncontrolling interests Basic weighted average shares and units outstanding Diluted ownership interest: Weighted average REIT common share and common share equivalents Weighted average partnership units held by noncontrolling interests Diluted weighted average shares and units outstanding FFO per share: Basic Diluted Normalized FFO per share: Basic Diluted Twelve Months Ended December 31, 2023 $ (579,509) 247,810 284,284 (42,033) (32,370) (13,368) (6,813) (382,374) 4,136 341,341 870 18,667 6,890 10,447 378,215 63,809 4,163 67,972 64,869 4,163 69,032 6.71 4.94 5.56 5.48 $ $ $ $ $ $ 79305_SLG 10K_r1.indd 98 79305_SLG 10K_r1.indd 98 4/16/24 11:22 AM 4/16/24 11:22 AM 98 99 RECONCILIATION OF NON-GAAP FINANCIAL MEASURES Funds From Operations (FFO) and Normalized FFO Reconciliations Below are reconciliations of net income attributable to our stockholders to FFO per share and Normalized FFO per share attributable to our stockholders and unit holders for the year ended December 31, 2023 (amounts in thousands, except per share Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SIGNATURES Dated: February 23, 2024 SL GREEN REALTY CORP. By: /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer ________________________________________________________________________________________________________________________ KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp. hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Realty Corp. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all amendments thereto. data). Add: Less: Add: Funds From Operations (FFO) and Normalized FFO Reconciliation: Net loss attributable to SL Green common stockholders Depreciation and amortization Joint venture depreciation and noncontrolling interest adjustments Net loss attributable to noncontrolling interests Loss on sale of real estate, net Equity in net loss on sale of interest in unconsolidated joint venture/real estate Purchase price and other fair value adjustments Depreciable real estate reserves Depreciation on non-rental real estate assets FFO attributable to SL Green common stockholders and unit holders Loss on early extinguishment of debt Non-recurring general and administrative charges related to non-renewal of Company's former President Loan loss and other investment reserves, net of recoveries Purchase price and other fair value adjustments Normalized FFO attributable to SL Green common stockholders and unit holders Basic ownership interest: Weighted average REIT common share and common share equivalents Weighted average partnership units held by noncontrolling interests Basic weighted average shares and units outstanding Diluted ownership interest: Weighted average REIT common share and common share equivalents Weighted average partnership units held by noncontrolling interests Diluted weighted average shares and units outstanding FFO per share: Basic Diluted Basic Diluted Normalized FFO per share: Twelve Months Ended December 31, 2023 $ (579,509) 247,810 284,284 (42,033) (32,370) (13,368) (6,813) (382,374) 4,136 341,341 870 18,667 6,890 10,447 378,215 63,809 4,163 67,972 64,869 4,163 69,032 6.71 4.94 5.56 5.48 $ $ $ $ $ $ 98 99 79305_SLG 10K_r1.indd 99 79305_SLG 10K_r1.indd 99 4/16/24 11:22 AM 4/16/24 11:22 AM Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Signatures Title Date /s/ Marc Holliday Marc Holliday Chairman of the Board of Directors, Chief Executive Officer and Interim President (Principal Executive Officer) February 23, 2024 /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer (Principal Financial and Accounting Officer) /s/ Stephen L. Green Stephen L. Green /s/ Andrew W. Mathias Andrew W. Mathias /s/ John H. Alschuler Jr. John H. Alschuler, Jr. /s/ Edwin T. Burton, III Edwin T. Burton, III /s/ Craig M. Hatkoff Craig M. Hatkoff /s/ Betsy S. Atkins Betsy S. Atkins /s/ Lauren B. Dillard Lauren B. Dillard /s/ Carol Brown Carol Brown Director Director Director Director Director Director Director Director February 23, 2024 February 23, 2024 February 22, 2024 February 23, 2024 February 23, 2024 amendments thereto. February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SIGNATURES By: By: SL GREEN OPERATING PARTNERSHIP, L.P. SL Green Realty Corp. /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer Dated: February 23, 2024 ________________________________________________________________________________________________________________________ KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp., the sole general partner of SL Green Operating Partnership, L.P., hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Operating Partnership, L.P. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all 79305_SLG 10K_r1.indd 100 79305_SLG 10K_r1.indd 100 4/16/24 11:22 AM 4/16/24 11:22 AM 100 101 Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Signatures Title Date /s/ Marc Holliday Marc Holliday Officer) Chairman of the Board of Directors, Chief Executive Officer and Interim President (Principal Executive February 23, 2024 /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer (Principal Financial and Accounting Officer) /s/ Stephen L. Green Stephen L. Green /s/ Andrew W. Mathias Andrew W. Mathias /s/ John H. Alschuler Jr. John H. Alschuler, Jr. /s/ Edwin T. Burton, III Edwin T. Burton, III /s/ Craig M. Hatkoff Craig M. Hatkoff /s/ Betsy S. Atkins Betsy S. Atkins /s/ Lauren B. Dillard Lauren B. Dillard /s/ Carol Brown Carol Brown Director Director Director Director Director Director Director Director February 23, 2024 February 23, 2024 February 22, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 February 23, 2024 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SIGNATURES Dated: February 23, 2024 SL GREEN OPERATING PARTNERSHIP, L.P. By: SL Green Realty Corp. By: /s/ Matthew J. DiLiberto Matthew J. DiLiberto Chief Financial Officer ________________________________________________________________________________________________________________________ KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp., the sole general partner of SL Green Operating Partnership, L.P., hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Operating Partnership, L.P. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all amendments thereto. 100 101 79305_SLG 10K_r1.indd 101 79305_SLG 10K_r1.indd 101 4/16/24 11:22 AM 4/16/24 11:22 AM Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: Signatures Title Date /s/ Marc Holliday Marc Holliday Chairman of the Board of Directors, Chief Executive Officer and Interim President of SL Green, the sole general partner of the Operating Partnership (Principal Executive Officer) February 23, 2024 /s/ Matthew J. DiLiberto Matthew J. DiLiberto /s/ Stephen L. Green Stephen L. Green /s/ Andrew W. Mathias Andrew W. Mathias /s/ John H. Alschuler, Jr. John H. Alschuler, Jr. /s/ Edwin T. Burton, III Edwin T. Burton, III /s/ Craig M. Hatkoff Craig M. Hatkoff /s/ Betsy S. Atkins Betsy S. Atkins /s/ Lauren B. Dillard Lauren B. Dillard /s/ Carol Brown Carol Brown Chief Financial Officer of SL Green, the sole general partner of the Operating Partnership (Principal Financial and Accounting Officer) February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 22, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 Director of SL Green, the sole general partner of the Operating Partnership February 23, 2024 79305_SLG 10K_r1.indd 102 79305_SLG 10K_r1.indd 102 4/16/24 11:22 AM 4/16/24 11:22 AM 102 Corporate Directory m Board of Directors Executive Officers Registrar & Transfer Agent o c . c y n c c d , c c d y b g n i t n i r p d n a t n e m e g a n a m l r o o c , g n i h c u o t e R | e i t s i r h C n a y r B y b p a M | l m o c . b a d n a r b o t t o , b a L d n a r B O T T O y b d e n g i s e D Marc Holliday Chairman, Chief Executive Officer & Interim President Marc Holliday Chairman, Chief Executive Officer & Interim President Stephen L. Green Chairman Emeritus John H. Alschuler Executive Chairman Therme Group US Edwin T. Burton, III Professor of Economics, University of Virginia Andrew W. Mathias Founder, Edge Park Mgmt LLC Craig M. Hatkoff Co-founder, Tribeca Film Festival; Chairman, Turtle Pond Publications LLC Betsy Atkins CEO & Founder, Baja Corporation Matthew J. DiLiberto Chief Financial Officer Andrew S. Levine Chief Legal Officer, General Counsel Counsel Skadden, Arps, Slate, Meagher & Flom LLP New York, NY Auditors Deloitte & Touche LLP 30 Rockefeller Center New York, NY 10112 USA Lauren B. Dillard Total Return to Shareholders Senior Managing Director, (includes reinvestment of dividends) Chief Financial Officer of (Based on $100 investment made. $21.00 at IPO, diluted, in dollars) Vista Equity Partners Carol N. Brown Professor of Real Estate Law, University of Richmond School of Law Five-Year Total Return to Shareholders $250 200 150 100 50 0 DEC ’18 ’19 ’20 ’21 ’22 ’23 SL GREEN REALTY CORP. S&P 500 NASDAQ INDEX DOW JONES INDUSTRIALS INDEX MSCI U.S. REIT INDEX SOURCE: Bloomberg Computershare Investor Services P.O. Box 43078 Providence, RI 02940-3078 866-230-9138 www.computershare.com / investor Stock Listing NYSE Symbol: SLG, SLG PrI Investor Relations One Vanderbilt Avenue New York, NY 10017 investor.relations@slgreen.com www.slgreen.com Annual Meeting Monday, June 3, 2024 10:00 a.m. ET at One Vanderbilt Avenue New York, NY Executive Offices One Vanderbilt Avenue New York, NY 10017 212-594-2700 www.slgreen.com A copy of our Form 10-K as filed with the Securities and Exchange Commission is available on our website and may also be obtained free of charge by directing your request in writing to SL Green Realty Corp., One Vanderbilt Avenue, 28th Floor, New York, New York 10017-3852, Attention: Investor Relations SL GREEN REALTY CORP. One Vanderbilt Avenue New York, NY 10017 212-594-2700 www.slgreen.com 

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