Safehold Inc. (SAFE) SEC Filings & Earnings Calls

Credit risk from Star Holdings; loan represents exposure to a single borrower.

“Outstanding term loan principal $115M; Star Holdings is borrower.”

Management fee minimums and increased termination fee may create financial obligations for Star Holdings.

“Minimum quarterly management fees of $1.25M and $625K for future periods; termination fee increased to $62.5M.”

Office tenant default and litigation

“The tenant at 135 West 50th Street defaulted on a forbearance agreement in connection with the tenant's failure to pay property taxes, and we sent the tenant a lease termination notice in May 2026. The tenant filed a countersuit and a temporary restraining order has been granted on our lease termination efforts.”

Park Hotels master lease litigation

“On October 22, 2025, we sent the tenant under the Park Hotels master lease a termination notice for all five hotels and commenced litigation... for certain breaches, among other things, related to the maintenance and operations of the hotels.” · word for word

Interest rate and leasehold financing risk

“High interest rates have continued to, and any future increase in interest rates may continue to result in a reduction in the availability or an increase in costs of leasehold financing for Ground Lease tenants, which is critical to the growth of a robust Ground Lease market.” · word for word

Valuation estimates are based on hypothetical assumptions and may not reflect actual market values.

“The hypothetical value incorporates the additional assumption that the entire property is leased at market rent; The market value of each property may vary considerably from the hypothetical value presented.” · word for word

Interest rate sensitivity: floating rate exposure on credit facilities.

“Leasehold loans at SOFR+463; unsecured notes at T+162.5.”

Stairstep coupon increases interest expense over time; restrictive covenants may limit financial flexibility.

“Cash interest rate starts at 4.00% and increases to 6.615% by year 21; includes financial covenants.”

Office tenant default risk

“We entered into a forbearance agreement with a tenant under a significant New York office asset in connection with the tenant’s failure to pay real estate taxes. The tenant defaulted on such agreement and we made a $8.3 million protective tax advance.” · word for word

Interest rate sensitivity

“high interest rates have continued to, and any future increase in interest rates may continue to result in a reduction in the availability or an increase in costs of leasehold financing for Ground Lease tenants, which is critical to the growth of a robust Ground Lease market.” · word for word

Park Hotels litigation risk

“On October 22, 2025, we sent the tenant under the Park Hotels master lease a termination notice for all five hotels and commenced litigation against our tenant and Park Intermediate Holdings LLC, guarantor under the master lease, for certain breaches, among other things, related to the maintenance and operations of the hotels. There are no assurances that we”

Net income slightly decreased Y/Y due to Park Hotels portfolio impact and lower STHO management fee

“Q1 GAAP Net Income and EPS slightly decreased Y/Y primarily due to: -$3.5m net impact from Park Hotels portfolio” · word for word

UCA is based on hypothetical valuations and may not reflect actual market value; subject to assumptions and limitations.

“CBRE reports use hypothetical fee simple value assuming no ground lease; market value may vary considerably.”

Potential overhang from resale of up to 10.35M shares by selling stockholders could pressure stock price.

“Prospectus supplements for resale of up to 10,353,824 shares by selling stockholders.”

Office value decline risk

“Our estimated UCA, Combined Property Value and Ground Rent Coverage, may not reflect current market values, including the decline in office values, and may decline materially in future periods.” · word for word

Interest rate risk

“elevated or rising interest rates and increased investment spreads to treasury bonds in the Ground Lease market may attract new competitors, which may result in higher costs for properties, lower returns and impact our ability to grow our business.” · word for word

Park Hotels litigation risk

“On October 22, 2025, we sent the tenant under the Park Hotels master lease (“Park Tenant”) a termination notice for all five hotels and commenced litigation... The Park Tenant has disputed our right to terminate the lease, and that issue, among others, is subject to the litigation, which includes counterclaims filed by the Park Tenant.” · word for word

Star Holdings concentration risk

“Star Holdings owned approximately 18.8% of the outstanding shares of our common stock... If the market value of our common stock held by Star Holdings drops below certain specified levels, Star Holdings will be required to post additional collateral or... repay the outstanding margin loan amount... which could reduce the market price of our common stock.” · word for word

Non-recurring loss on early extinguishment of debt ($2.2M) impacted net income.

“Non-recurring losses were $2.2m in Q4'25 for loss on early extinguishment of debt.”

No new financial obligations or material risks introduced; covenant alignment is administrative.

“Amendment only conforms covenants; no new debt or material changes.”

Leadership transition risk is low as new President has extensive industry experience.

“Mr. Trachtenberg has over two decades of operational experience in institutional real estate.”

Debt refinancing reduces secured debt but increases unsecured leverage; financial covenants include fixed charge coverage and unencumbered asset ratios

“Ratio of Consolidated EBITDA to annualized fixed charges not less than 1.15:1.00; Ratio of total unencumbered assets to total unsecured debt not less than 1.25:1.00”

Office concentration and vacancy risk

“Moreover, certain office assets currently have material vacancies. If our Ground Lease tenants at such assets fail to re-tenant the building, such Ground Leases may default and we may suffer losses.” · word for word

Tenant forbearance and litigation risk

“We have entered into a forbearance agreement with a tenant under a significant New York office asset. If the tenant defaults on such agreement, we may experience delays in enforcing our rights as a landlord, may suffer losses and may incur substantial costs in protecting our investment.” · word for word

Park Hotels master lease termination risk

“On October 22, 2025, we sent the tenant under the Park Hotels master lease a termination notice for all five hotels and commenced litigation against our tenant and Park Intermediate Holdings LLC, guarantor under the master lease, for certain breaches, among other things, related to the maintenance and operations of the hotels. There are no assurances that we” · word for word

Interest rate and financing risk

“high interest rates have, and any future increase in interest rates may continue to result in a reduction in the availability or an increase in costs of leasehold financing for Ground Lease tenants, which is critical to the growth of a robust Ground Lease market.” · word for word

Subdued consumer demand; volume declines in beer and wine categories.

“Sales volume (in tons) was down as modest growth in the NAB, Food and RTD categories was more than offset by lower Beer and Wine.”