Safehold Inc. 10-Q

Item 1. Financial Statements Safehold Inc. Consolidated Balance Sheets (1) (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 ASSETS ​ ​ Net investment in sales-type leases ($ 7,697 and $ 6,821 of allowances as of March 31, 2025 and December 31, 2024, respectively) ​ $ 3,471,953 ​ $ 3,454,953 Ground Lease receivables, net ($ 5,213 and $ 3,664 of allowances as of March 31, 2025 and December 31, 2024, respectively) ​ 1,854,395 ​ 1,833,398 Real estate ​ ​ Real estate, at cost ​ ​ 740,971 ​ ​ 740,971 Less: accumulated depreciation ​ ( 47,935 ) ​ ( 46,428 ) Real estate, net ​ 693,036 ​ 694,543 Real estate-related intangible assets, net ​ 207,350 ​ 208,731 Real estate available and held for sale ​ ​ 5,894 ​ ​ 7,233 Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale ​ 906,280 ​ 910,507 Loans receivable, net - related party ($ 2,194 and $ 2,311 of allowances as of March 31, 2025 and December 31, 2024, respectively) ​ ​ 112,520 ​ ​ 112,359 Equity investments ​ 245,958 ​ 250,034 Cash and cash equivalents ​ 17,296 ​ 8,346 Restricted cash ​ 8,687 ​ 8,772 Deferred tax asset, net ​ ​ 4,345 ​ ​ 5,222 Deferred operating lease income receivable ​ 218,388 ​ 210,773 Deferred expenses and other assets, net (2) ​ 89,533 ​ 105,015 Total assets ​ $ 6,929,355 ​ $ 6,899,379 LIABILITIES AND EQUITY ​ ​ Liabilities: ​ ​ Accounts payable, accrued expenses and other liabilities ​ $ 143,981 ​ $ 144,991 Real estate-related intangible liabilities, net ​ 62,714 ​ 62,922 Debt obligations, net ​ 4,341,484 ​ 4,317,439 Total liabilities ​ 4,548,179 ​ 4,525,352 Commitments and contingencies (refer to Note 10) ​ ​ Equity: ​ ​ Safehold Inc. shareholders' equity: ​ ​ Common stock, $ 0.01 par value, 400,000 shares authorized, 71,723 and 71,440 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively ​ 717 ​ 714 Additional paid-in capital ​ 2,195,721 ​ 2,191,840 Retained earnings ​ 119,034 ​ 102,472 Accumulated other comprehensive income (loss) ​ 35,360 ​ 48,992 Total Safehold Inc. shareholders' equity ​ 2,350,832 ​ 2,344,018 Noncontrolling interests ​ 30,344 ​ 30,009 Total equity ​ 2,381,176 ​ 2,374,027 Total liabilities and equity ​ $ 6,929,355 ​ $ 6,899,379 (1) Refer to Note 2 for details on the Company’s consolidated variable interest entities (“VIEs”). (2) As of March 31, 2025 and December 31, 2024, includes $ 3.7 million and $ 3.8 million, respectively, due from related parties. ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 1 Table of Contents Safehold Inc. Consolidated Statements of Operations (In thousands, except per share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 Revenues: ​ ​ Interest income from sales-type leases ​ $ 69,664 ​ $ 63,218 Operating lease income ​ ​ 21,382 ​ ​ 21,003 Interest income - related party (1) ​ ​ 2,333 ​ ​ 2,357 Other income (2) ​ 4,298 ​ 6,635 Total revenues ​ 97,677 ​ 93,213 Costs and expenses: ​ ​ Interest expense ​ 50,426 ​ 48,631 Real estate expense ​ 1,158 ​ 1,079 Depreciation and amortization ​ 2,196 ​ 2,487 General and administrative ​ 14,132 ​ 15,628 Provision for (recovery of) credit losses ​ ​ 2,296 ​ ​ 709 Other expense ​ 2,168 ​ 91 Total costs and expenses ​ 72,376 ​ 68,625 Income (loss) from operations before other items ​ 25,301 ​ 24,588 Earnings (losses) from equity method investments ​ 4,992 ​ 6,912 Net income (loss) before income taxes ​ 30,293 ​ 31,500 Income tax expense ​ ​ ( 883 ) ​ ​ ( 471 ) Net income (loss) ​ ​ 29,410 ​ ​ 31,029 Net (income) loss attributable to noncontrolling interests ​ ( 46 ) ​ ( 301 ) Net income (loss) attributable to Safehold Inc. common shareholders ​ $ 29,364 ​ $ 30,728 ​ ​ ​ ​ ​ ​ ​ Per common share data: ​ ​ Net income (loss) ​ ​ Basic ​ $ 0.41 ​ $ 0.43 Diluted ​ $ 0.41 ​ $ 0.43 Weighted average number of common shares: ​ ​ Basic ​ 71,521 ​ 71,170 Diluted ​ 71,635 ​ 71,240 (1) Refer to Note 6. (2) For the three months ended March 31, 2025 and 2024, includes $ 3.6 million and $ 5.5 million, respectively, of management fees from related parties. ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 2 Table of Contents Safehold Inc. Consolidated Statements of Comprehensive Income (Loss) (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 Net income (loss) ​ $ 29,410 ​ $ 31,029 Other comprehensive income (loss): ​ ​ Reclassification of (gains) losses on derivatives into earnings ​ ( 519 ) ​ ( 1,615 ) Unrealized gain (loss) on derivatives ​ ( 13,113 ) ​ 29,410 Other comprehensive income (loss): ​ ( 13,632 ) ​ 27,795 Comprehensive income (loss) ​ 15,778 ​ 58,824 Comprehensive (income) loss attributable to noncontrolling interests ​ ( 46 ) ​ ( 301 ) Comprehensive income (loss) attributable to Safehold Inc. ​ $ 15,732 ​ $ 58,523 ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 3 Table of Contents Safehold Inc. Consolidated Statements of Changes in Equity (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Retained ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ Redeemable ​ ​ Common ​ Additional ​ Earnings ​ Other ​ ​ ​ ​ ​ ​ ​ ​ Noncontrolling ​ ​ Stock at ​ Paid-In ​ (Accumulated ​ Comprehensive ​ Noncontrolling ​ Total ​ Interests (1) ​ ​ Par Capital Deficit) Income (Loss) Interests Equity ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2024 ​ $ — ​ ​ $ 714 ​ $ 2,191,840 ​ $ 102,472 ​ $ 48,992 ​ $ 30,009 ​ $ 2,374,027 Net income (loss) ​ — ​ ​ — ​ — ​ 29,364 ​ — ​ 46 ​ 29,410 Issuance of common stock, net / amortization ​ — ​ ​ 3 ​ 3,990 ​ — ​ — ​ 329 ​ 4,322 Dividends declared ($ 0.177 per share) ​ — ​ ​ — ​ — ​ ( 12,802 ) ​ — ​ — ​ ( 12,802 ) Change in accumulated other comprehensive income (loss) ​ — ​ ​ — ​ — ​ — ​ ( 13,632 ) ​ — ​ ( 13,632 ) Distributions to noncontrolling interests ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 24 ) ​ ​ ( 24 ) Redemption of noncontrolling interests ​ ​ — ​ ​ ​ — ​ ​ ( 109 ) ​ ​ — ​ ​ — ​ ​ ( 16 ) ​ ​ ( 125 ) Balance at March 31, 2025 ​ $ — ​ ​ $ 717 ​ $ 2,195,721 ​ $ 119,034 ​ $ 35,360 ​ $ 30,344 ​ $ 2,381,176 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2023 ​ $ 19,011 ​ ​ $ 711 ​ $ 2,184,299 ​ $ 47,580 ​ $ ( 1,337 ) ​ $ 45,412 ​ $ 2,276,665 Net income (loss) ​ ​ — ​ ​ — ​ — ​ 30,728 ​ — ​ 301 ​ 31,029 Issuance of common stock, net / amortization ​ ​ — ​ ​ 3 ​ 6,372 ​ — ​ — ​ 373 ​ 6,748 Dividends declared ($ 0.177 per share) ​ ​ — ​ ​ — ​ — ​ ( 12,678 ) ​ — ​ — ​ ( 12,678 ) Change in accumulated other comprehensive income (loss) ​ ​ — ​ ​ — ​ — ​ — ​ 27,795 ​ — ​ 27,795 Change in noncontrolling interests ​ ​ — ​ ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 123 ​ ​ 123 Distributions to noncontrolling interests ​ ​ — ​ ​ — ​ — ​ — ​ — ​ ( 171 ) ​ ( 171 ) Balance at March 31, 2024 ​ $ 19,011 ​ ​ $ 714 ​ $ 2,190,671 ​ $ 65,630 ​ $ 26,458 ​ $ 46,038 ​ $ 2,329,511 ​ ​ (1) Refer to Note 3. ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 4 Table of Contents Safehold Inc. Consolidated Statements of Cash Flows (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ ​ March 31, ​ ​ 2025 2024 Cash flows from operating activities: ​ ​ Net income (loss) ​ $ 29,410 ​ $ 31,029 ​ Adjustments to reconcile net income to cash flows from operating activities: ​ ​ ​ ​ Depreciation and amortization ​ 2,196 ​ 2,487 ​ Stock-based compensation expense ​ 3,487 ​ 4,765 ​ Deferred operating lease income ​ ( 7,615 ) ​ ( 7,718 ) ​ Non-cash interest income from sales-type leases ​ ( 24,389 ) ​ ( 21,857 ) ​ Non-cash interest expense ​ 2,721 ​ 2,878 ​ Amortization of real estate-related intangibles, net ​ 578 ​ 577 ​ Write-off of investment in preferred equity ​ ​ 1,945 ​ ​ — ​ Provision for credit losses ​ ​ 2,296 ​ ​ 709 ​ Earnings from equity method investments ​ ( 4,992 ) ​ ( 6,912 ) ​ Distributions from operations of equity method investments ​ 3,215 ​ 3,647 ​ Amortization of premium, discount and deferred financing costs on debt obligations, net ​ 2,051 ​ 1,862 ​ Other operating activities ​ ( 723 ) ​ ( 1,877 ) ​ Changes in assets and liabilities: ​ ​ ​ ​ Changes in deferred expenses and other assets, net ​ ( 2,770 ) ​ ( 1,992 ) ​ Changes in accounts payable, accrued expenses and other liabilities ​ 1,491 ​ ( 10,662 ) ​ Cash flows provided by (used in) operating activities ​ 8,901 ​ ( 3,064 ) ​ Cash flows from investing activities: ​ ​ ​ Origination/acquisition of net investment in sales-type leases and Ground Lease receivables ​ ( 16,129 ) ​ ( 79,201 ) ​ Contributions to equity method investments ​ ​ ( 3,675 ) ​ ​ ( 9,192 ) ​ Distributions from equity method investments ​ ​ 9,528 ​ ​ 19,465 ​ Net proceeds received from sale of real estate available and held for sale ​ ​ 1,209 ​ ​ — ​ Funding of cash collateral for debt obligations ​ ​ — ​ ​ ( 19,112 ) ​ Proceeds received from derivative transactions ​ ​ 1,677 ​ ​ 2,957 ​ Proceeds received from the settlement of derivative transactions ​ ​ — ​ ​ 9,687 ​ Other investing activities ​ 389 ​ 693 ​ Cash flows provided by (used in) investing activities ​ ( 7,001 ) ​ ( 74,703 ) ​ Cash flows from financing activities: ​ ​ ​ Proceeds from debt obligations ​ 216,000 ​ 416,871 ​ Repayments of debt obligations ​ ( 193,000 ) ​ ( 326,000 ) ​ Payments for deferred financing costs ​ ( 441 ) ​ ( 4,281 ) ​ Dividends paid to common shareholders ​ ( 12,651 ) ​ ( 12,572 ) ​ Payment of offering costs ​ — ​ ( 51 ) ​ Payments for withholding taxes upon vesting for stock-based compensation ​ ​ ( 2,794 ) ​ ​ ( 3,594 ) ​ Redemption of noncontrolling interests ​ ​ ( 125 ) ​ ​ — ​ Distributions to noncontrolling interests ​ ( 24 ) ​ ( 171 ) ​ Cash flows provided by (used in) financing activities ​ 6,965 ​ 70,202 ​ Changes in cash, cash equivalents and restricted cash ​ 8,865 ​ ( 7,565 ) ​ Cash, cash equivalents and restricted cash at beginning of period ​ 17,118 ​ 46,740 ​ Cash, cash equivalents and restricted cash at end of period ​ $ 25,983 ​ $ 39,175 ​ ​ ​ ​ ​ ​ ​ ​ ​ Reconciliation of cash and cash equivalents and restricted cash presented on the consolidated statements of cash flows ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 17,296 ​ $ 11,284 Restricted cash ​ ​ 8,687 ​ ​ 27,891 Total cash and cash equivalents and restricted cash ​ $ 25,983 ​ $ 39,175 Supplemental disclosure of non-cash investing and financing activity: ​ ​ Dividends declared to common shareholders ​ $ 12,794 ​ $ 12,672 Accruals for payments of withholding taxes upon vesting for stock-based compensation ​ ​ 1,181 ​ ​ 1,465 Accrued finance costs ​ — ​ 326 ​ ​ The accompanying notes are an integral part of the consolidated financial statements. ​ ​ 5 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 1—Business and Organization Business —On March 31, 2023, Safehold Inc. (“Old Safe”) merged with and into iStar Inc. (“iStar”), at which time Old Safe ceased to exist and iStar continued as the surviving corporation and changed its name to “Safehold Inc.” (the “Merger”). Unless context otherwise requires, references to “the Company” refer to the business and operations of Old Safe and its consolidated subsidiaries prior to the Merger, and to Safehold Inc. (formerly iStar) and its consolidated subsidiaries following the consummation of the Merger. The Company is internally managed and operates its business through one reportable segment by acquiring, managing and capitalizing ground leases. The Company also manages entities focused on ground leases (refer to Note 7) and a wholly-owned subsidiary of the Company serves as external manager to Star Holdings (“Star Holdings”), a Maryland statutory trust that holds the legacy non-ground lease assets held by iStar prior to the Merger as well as shares of common stock of the Company. Ground leases are long-term contracts between the landlord (the Company) and a tenant or leaseholder. Ground leases generally represent ownership of the land underlying commercial real estate projects that is net leased by the fee owner of the land to the owners/operators of the real estate projects built thereon (“Ground Leases”). Under a Ground Lease, the tenant is generally responsible for all property operating expenses, such as maintenance, real estate taxes and insurance and is also responsible for development costs and capital expenditures. Ground Leases are typically long-term (base terms ranging from 30 to 99 years , often with tenant renewal options) and have contractual base rent increases (either at a specified percentage or consumer price index (“CPI”) based, or both) and sometimes include percentage rent participations. The Company’s CPI lookbacks are generally capped between 3.0 % - 3.5 % and generally start between years 11 and 21 of the lease term. In the event cumulative inflation growth for the lookback period exceeds the cap, these rent adjustments may not keep up fully with changes in inflation. ​ The Company intends to target investments in long-term Ground Leases in which: (i) the initial cost of its Ground Lease represents 30 % to 45 % of the combined value of the land and buildings and improvements thereon as if there was no Ground Lease on the land (“Combined Property Value”); (ii) the ratio of property net operating income to the Ground Lease payment due the Company (“Ground Rent Coverage”) is between 2.0 x to 4.5 x, and for this purpose the Company uses estimates of the stabilized property net operating income if it does not receive current tenant information and for properties under construction or in transition, in each case based on leasing activity at the property and available market information, including leasing activity at comparable properties in the relevant market; and (iii) the Ground Lease contains contractual rent escalation clauses or percentage rent that participates in gross revenues generated by the commercial real estate on the land. As Ground Lease lessor, the Company typically has the right to regain possession of its land and take ownership of the buildings and improvements thereon upon tenant default and the termination of the Ground Lease on account of such default. The Company believes that the Ground Lease structure provides an opportunity for potential value accretion through the reversion to the Company, as the Ground Lease owner, of the buildings and improvements on the land at the expiration or earlier termination of the lease, for no additional consideration from the Company. Organization —The Company is a Maryland corporation and its common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “SAFE.” The Company (then known as iStar) elected to be treated as a real estate investment trust (“REIT”) for U.S. federal income tax purposes, commencing with the tax year ended December 31, 1998. The Company conducts all of its business and owns all of its properties through Safehold GL Holdings LLC (“Portfolio Holdings”), which, prior to its conversion into a Delaware limited liability company in connection with the Merger, was named Safehold Operating Partnership LP. The Company, management of the Company, employees and former employees of the Company, affiliates of MSD Partners, L.P. (“MSD Partners”) and other outside investors own the issued and outstanding equity of Portfolio Holdings. ​ Safehold Management Services Inc. (“SpinCo Manager”), a Delaware corporation and a subsidiary of the Company, is party to a management agreement with Star Holdings dated as of March 31, 2023, as amended, pursuant to 6 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ which SpinCo Manager will operate and pursue the orderly monetization of Star Holding’s assets. Star Holdings paid SpinCo Manager an annual management fee of $ 25.0 million for the term ended March 31, 2024 and $ 15.0 million for the term ended March 31, 2025. The annual fee declines to $ 10.0 million and $ 7.5 million (refer to Note 14), respectively, for each of the following annual terms, and adjusts to 2.0 % of the gross book value of Star Holdings’ assets, excluding shares of the Company’s common stock held by Star Holdings, thereafter. The Company and Star Holdings also entered into a governance agreement that places certain restrictions on the transfer and voting of the shares of the Company owned by Star Holdings, and a registration rights agreement under which the Company agreed to register such shares for resale in accordance with applicable securities laws. ​ Note 2—Basis of Presentation and Principles of Consolidation Basis of Presentation —The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. These unaudited consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”). The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Certain prior year amounts have been reclassified in the Company's consolidated financial statements and the related notes to conform to the current period presentation. In the opinion of management, the accompanying consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. Principles of Consolidation —The consolidated financial statements include the accounts and operations of the Company, its wholly-owned subsidiaries and VIEs for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Consolidated VIEs —The Company consolidates VIEs for which it is considered the primary beneficiary. As of March 31, 2025, the total assets of these consolidated VIEs were $ 77.1 million and total liabilities were $ 30.1 million. The classifications of these assets are primarily within “Net investment in sales-type leases,” “Real estate, net,” “Real estate-related intangible assets, net” and “Deferred operating lease income receivable” on the Company’s consolidated balance sheets. The classifications of liabilities are primarily within “Debt obligations, net” and “Accounts payable, accrued expenses and other liabilities” on the Company’s consolidated balance sheets. The liabilities of these VIEs are non-recourse to the Company and can only be satisfied from each VIE’s respective assets. The Company has provided no financial support to VIEs that it was not previously contractually required to provide and did not have any unfunded commitments related to consolidated VIEs as of March 31, 2025. ​ 7 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 3—Summary of Significant Accounting Policies Significant Accounting Policies ​ Fair Values —The Company is required to disclose fair value information with regard to its financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The Financial Accounting Standards Board (“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. The following fair value hierarchy prioritizes the inputs to be used in valuation techniques to measure fair value: Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). The Company determines the estimated fair values of financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the Company and the Company’s own assumptions about market participant assumptions. The following table presents the carrying value and fair value for the Company’s financial instruments ($ in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of March 31, 2025 ​ As of December 31, 2024 ​ ​ Carrying ​ Fair ​ Carrying ​ Fair ​ Value Value Value Value Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investment in sales-type leases (1) ​ $ 3,472 ​ $ 3,525 ​ $ 3,455 ​ $ 3,680 Ground Lease receivables (1) ​ 1,854 ​ 1,964 ​ 1,833 ​ 2,043 Loans receivable, net - related party (1) ​ ​ 113 ​ ​ 114 ​ ​ 112 ​ ​ 115 Cash and cash equivalents (2) ​ 17 ​ 17 ​ 8 ​ 8 Restricted cash (2) ​ 9 ​ 9 ​ 9 ​ 9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Debt obligations, net (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 ​ ​ 1,427 ​ ​ 1,360 ​ ​ 1,426 ​ ​ 1,335 Level 3 ​ ​ 2,914 ​ ​ 2,379 ​ ​ 2,891 ​ ​ 2,351 Total debt obligations, net ​ ​ 4,341 ​ 3,739 ​ 4,317 ​ 3,686 (1) The fair value of the Company’s net investment in sales-type leases, Ground Lease receivables and loans receivable, net – related party are classified as Level 3 within the fair value hierarchy . The fair value of the Company’s debt obligations traded in secondary markets are classified as Level 1 within the fair value hierarchy and the fair value of the Company’s debt obligations not traded in secondary markets are classified as Level 3 within the fair value hierarchy. (2) The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values and are classified as Level 1 within the fair value hierarchy . ​ Redeemable Noncontrolling Interests —In February 2022, the Company sold 108,571 Caret units of Portfolio Holdings (refer to Note 12) for $ 19.0 million to third-party investors and received a commitment from an existing shareholder (which was affiliated with one of the Company’s independent directors) for the purchase of 28,571 Caret units for $ 5.0 million (which did not close). As part of the sale, the Company agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units, or securities into which they may be exchanged, within two years of the sale. Because public market liquidity was not achieved by February 2024, the investors in the February 2022 transaction had the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at their original purchase price less the amount of distributions previously made on 8 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ such units. During the three months ended March 31, 2024, the redemption option was extended to April 2024. In April 2024, all of the investors in the February 2022 transaction exercised this right and elected to have their Caret units redeemed at the original purchase price less the amount of distributions previously made on such units . The Company classified these redeemable Caret units in accordance with Accounting Standards Codification (“ASC”) 480: Distinguishing Liabilities from Equity. ASC 480-10-S99-3A requires that equity securities redeemable at the option of the holder be classified outside of permanent stockholders’ equity. The Company classified redeemable Caret units as “Redeemable noncontrolling interests” in its consolidated balance sheets and consolidated statements of changes in equity. The redeemable noncontrolling interest’s carrying amount was equal to the higher of (i) the initial carrying amount, increased or decreased for the redeemable noncontrolling interest’s share of net income or loss and dividends; or (ii) the redemption value. ​ Note 4—Net Investment in Sales-type Leases and Ground Lease Receivables The Company classifies certain of its Ground Leases as sales-type leases and records the leases within “Net investment in sales-type leases” on the Company’s consolidated balance sheets and records interest income in “Interest income from sales-type leases” in the Company’s consolidated statements of operations. In addition, the Company may enter into transactions whereby it acquires land and enters into Ground Leases directly with the seller. These Ground Leases qualify as sales-type leases and, as such, do not qualify for sale leaseback accounting and are accounted for as financing receivables in accordance with ASC 310 - Receivables and are included in “Ground Lease receivables” on the Company’s consolidated balance sheets. The Company records interest income from Ground Lease receivables in “Interest income from sales-type leases” in the Company’s consolidated statements of operations. In May 2023, the Company entered into a joint venture with a sovereign wealth fund, which is also an existing shareholder, focused on new acquisitions for certain Ground Lease investments. The Company committed approximately $ 275 million for a 55 % controlling interest in the joint venture and the sovereign wealth fund committed approximately $ 225 million for a 45 % noncontrolling interest in the joint venture. Each party’s commitment is discretionary. The joint venture is a voting interest entity and the Company consolidates the joint venture in its financial statements due to its controlling interest. The Company receives a management fee, measured on an asset-by-asset basis, equal to 25 basis points on invested equity for such asset for the first five years following its acquisition, and 15 basis points on invested equity thereafter. The Company will also receive a promote of 15 % over a 9 % internal rate of return, subject to a 1.275 x multiple on invested capital. On August 30, 2024, the Company acquired its partners’ share of the outstanding commitment for all existing Ground Leases in the venture for $ 48.3 million. The excess of the purchase price and related transaction costs over the carrying value of $ 46.0 million was recorded as a reduction to additional paid-in capital in the Company’s consolidated statement of changes in equity. Since formation through August 30, 2024, the joint venture acquired nine Ground Leases for an aggregate purchase price of $ 170.4 million, of which $ 101.2 million had been funded as of August 30, 2024. The venture remains in place, and the partner's participation right in certain qualifying Ground Lease investment opportunities expired on September 30, 2024. ​ In January 2024, the Company acquired a Ground Lease from the Ground Lease Plus Fund for $ 38.3 million, excluding amounts funded by the Company pursuant to a leasehold improvement allowance (refer to Note 7 and Note 14). ​ 9 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ The Company’s net investment in sales-type leases were comprised of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 December 31, 2024 Total undiscounted cash flows (1) ​ $ 32,956,740 ​ $ 32,934,705 Unguaranteed estimated residual value (1) ​ 3,039,649 ​ 3,039,649 Present value discount ​ ( 32,516,739 ) ​ ( 32,512,580 ) Allowance for credit losses ​ ​ ( 7,697 ) ​ ​ ( 6,821 ) Net investment in sales-type leases ​ $ 3,471,953 ​ $ 3,454,953 (1) As of March 31, 2025, total discounted cash flows were approximately $ 3,447 million and the discounted unguaranteed estimated residual value was $ 32.3 million. As of December 31, 2024, total discounted cash flows were approximately $ 3,430 million and the discounted unguaranteed estimated residual value was $ 32.0 million. ​ The following table presents a rollforward of the Company’s net investment in sales-type leases and Ground Lease receivables for the three months ended March 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment in ​ Ground Lease ​ ​ ​ ​ Sales-type Leases Receivables Total Three Months Ended March 31, 2025 ​ ​ ​ Beginning balance ​ $ 3,454,953 ​ $ 1,833,398 ​ $ 5,288,351 Origination/acquisition/fundings (1) ​ 2,060 ​ 13,972 ​ 16,032 Accretion ​ 15,815 ​ 8,574 ​ 24,389 (Provision for) recovery of credit losses ​ ​ ( 875 ) ​ ​ ( 1,549 ) ​ ​ ( 2,424 ) Ending balance (2) ​ $ 3,471,953 ​ $ 1,854,395 ​ $ 5,326,348 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment in ​ Ground Lease ​ ​ ​ ​ Sales-type Leases Receivables Total Three Months Ended March 31, 2024 ​ ​ ​ Beginning balance ​ $ 3,255,195 ​ $ 1,622,298 ​ $ 4,877,493 Origination/acquisition/fundings (1) ​ 71,978 ​ 32,158 ​ 104,136 Accretion ​ ​ 14,927 ​ ​ 6,930 ​ ​ 21,857 (Provision for) recovery of credit losses ​ ( 442 ) ​ ( 323 ) ​ ( 765 ) Ending balance (2) ​ $ 3,341,658 ​ $ 1,661,063 ​ $ 5,002,721 (1) The net investment in sales-type leases is initially measured at the present value of the fixed and determinable lease payments, including any guaranteed or unguaranteed estimated residual value of the asset at the end of the lease, discounted at the rate implicit in the lease. For newly originated or acquired Ground Leases, the Company’s estimate of residual value equals the fair value of the land at lease commencement. (2) As of March 31, 2025 and December 31, 2024, all of the Company’s net investment in sales-type leases and Ground Lease receivables were current in their payment status. As of March 31, 2025, the Company’s weighted average accrual rate for its net investment in sales-type leases and Ground Lease receivables was 5.3 % and 5.6 % , respectively. As of March 31, 2025, the weighted average remaining life of the Company’s 41 Ground Lease receivables was 97.0 years. 10 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Allowance for Credit Losses —Changes in the Company’s allowance for credit losses on net investment in sales-type leases for the three months ended March 31, 2025 and 2024 were as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investment in sales-type leases ​ ​ Stabilized ​ Development ​ Unfunded ​ ​ Three Months Ended March 31, 2025 ​ Properties ​ Properties ​ Commitments ​ Total Allowance for credit losses at beginning of period ​ $ 6,385 ​ $ 436 ​ $ — ​ $ 6,821 Provision for (recovery of) credit losses (1) ​ ​ 843 ​ 33 ​ — ​ 876 Allowance for credit losses at end of period (2) ​ $ 7,228 ​ $ 469 ​ $ — ​ $ 7,697 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ 387 ​ $ 78 ​ $ — ​ $ 465 Provision for (recovery of) credit losses (1) ​ ​ 325 ​ 117 ​ 11 ​ 453 Allowance for credit losses at end of period (2) ​ $ 712 ​ $ 195 ​ $ 11 ​ $ 918 (1) During the three months ended March 31, 2025, the Company recorded a provision for credit losses on net investment in sales-type leases of $ 0.9 million. The provision for credit losses for the three months ended March 31, 2025 was due primarily to current market conditions, including an increase in the Ground Lease cost to value ratio on the Company’s portfolio of Ground Leases since December 31, 2024, and growth in the carrying value of the portfolio during the period. During the three months ended March 31, 2024, the Company recorded a provision for credit losses on net investment in sales-type leases of $ 0.5 million. The provision for credit losses was due primarily to current market conditions, including an increase in the Ground Lease cost to value ratio on the Company’s portfolio of Ground Leases since December 31, 2023. (2) Allowance for credit losses on unfunded commitments is recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets. ​ Changes in the Company’s allowance for credit losses on Ground Lease receivables for the three months ended March 31, 2025 and 2024 were as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ground Lease receivables ​ ​ Stabilized ​ Development ​ Unfunded ​ ​ Three Months Ended March 31, 2025 ​ Properties ​ Properties ​ Commitments ​ Total Allowance for credit losses at beginning of period ​ $ 2,652 ​ $ 1,012 ​ $ 37 ​ $ 3,701 Provision for (recovery of) credit losses (1) ​ ​ 1,464 ​ 85 ​ ( 11 ) ​ 1,538 Allowance for credit losses at end of period (2) ​ $ 4,116 ​ $ 1,097 ​ $ 26 ​ $ 5,239 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses at beginning of period ​ $ 123 ​ $ 246 ​ $ 37 ​ $ 406 Provision for (recovery of) credit losses (1) ​ ​ 111 ​ 212 ​ 1 ​ 324 Allowance for credit losses at end of period (2) ​ $ 234 ​ $ 458 ​ $ 38 ​ $ 730 (1) During the three months ended March 31, 2025, the Company recorded a provision for credit losses on Ground Lease receivables of $ 1.5 million. The provision for credit losses for the three months ended March 31, 2025 was due primarily to current market conditions, including an increase in the Ground Lease cost to value ratio on the Company’s portfolio of Ground Leases since December 31, 2024, and growth in the carrying value of the portfolio during the period. During the three months ended March 31, 2024, the Company recorded a provision for credit losses on Ground Lease receivables of $ 0.3 million. The provision for credit losses was due primarily to current market conditions, including an increase in the Ground Lease cost to value ratio on the Company’s portfolio of Ground Leases since December 31, 2023. (2) Allowance for credit losses on unfunded commitments is recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets. 11 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ The Company’s amortized cost basis in net investment in sales-type leases and Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of March 31, 2025 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ 2025 2024 2023 2022 2021 Prior to 2021 Total Net investment in sales-type leases ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ — ​ $ 35,917 ​ $ 50,453 ​ $ 656,569 ​ $ 1,103,117 ​ $ 1,310,588 ​ $ 3,156,644 Development properties ​ — ​ 112,050 ​ 22,168 ​ 38,663 ​ 121,977 ​ 28,148 ​ 323,006 Total ​ $ — ​ $ 147,967 ​ $ 72,621 ​ $ 695,232 ​ $ 1,225,094 ​ $ 1,338,736 ​ $ 3,479,650 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ 2025 2024 2023 2022 2021 Prior to 2021 Total Ground Lease receivables ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ — ​ $ — ​ $ 19,629 ​ $ 156,672 ​ $ 201,735 ​ $ 646,113 ​ $ 1,024,149 Development properties ​ — ​ 101,132 ​ 24,533 ​ 630,802 ​ 78,992 ​ — ​ 835,459 Total ​ $ — ​ $ 101,132 ​ $ 44,162 ​ $ 787,474 ​ $ 280,727 ​ $ 646,113 ​ $ 1,859,608 ​ The Company’s amortized cost basis in net investment in sales-type leases and Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of December 31, 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ 2024 2023 2022 2021 2020 Prior to 2020 Total Net investment in sales-type leases ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ 35,730 ​ $ 50,191 ​ $ 653,702 ​ $ 1,096,444 ​ $ 214,396 ​ $ 1,089,992 ​ $ 3,140,455 Development properties ​ 111,329 ​ 22,062 ​ 38,488 ​ 121,412 ​ — ​ 28,028 ​ 321,319 Total ​ $ 147,059 ​ $ 72,253 ​ $ 692,190 ​ $ 1,217,856 ​ $ 214,396 ​ $ 1,118,020 ​ $ 3,461,774 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year of Origination ​ ​ 2024 2023 2022 2021 2020 Prior to 2020 Total Ground Lease receivables ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stabilized properties ​ $ — ​ $ 19,524 ​ $ 155,921 ​ $ 200,819 ​ $ 184,071 ​ $ 458,982 ​ $ 1,019,317 Development properties ​ 87,601 ​ 23,487 ​ 628,029 ​ 78,628 ​ — ​ — ​ 817,745 Total ​ $ 87,601 ​ $ 43,011 ​ $ 783,950 ​ $ 279,447 ​ $ 184,071 ​ $ 458,982 ​ $ 1,837,062 ​ Future Minimum Lease Payments under Sales-type Leases —Future minimum lease payments to be collected under sales-type leases accounted for under ASC 842 - Leases, excluding lease payments that are not fixed and determinable, in effect as of March 31, 2025, are as follows by year ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ with ​ ​ ​ ​ ​ with Inflation ​ Fixed ​ Percentage ​ ​ ​ ​ Adjustments Bumps Rent Total 2025 (remaining nine months) ​ $ 89,535 ​ $ 3,899 ​ $ 439 ​ $ 93,873 2026 ​ 112,523 ​ 5,696 ​ 586 ​ 118,805 2027 ​ 114,558 ​ 6,378 ​ 586 ​ 121,522 2028 ​ 116,594 ​ 6,595 ​ 637 ​ 123,826 2029 ​ ​ 119,189 ​ ​ 6,724 ​ ​ 644 ​ ​ 126,557 Thereafter ​ 30,161,729 ​ 2,112,039 ​ 98,389 ​ 32,372,157 Total undiscounted cash flows ​ $ 30,714,128 ​ $ 2,141,331 ​ $ 101,281 ​ $ 32,956,740 ​ 12 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ During the three months ended March 31, 2025 and 2024, the Company recognized interest income from sales-type leases in its consolidated statements of operations as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment ​ Ground ​ ​ ​ ​ ​ in Sales-type ​ Lease ​ ​ ​ Three Months Ended March 31, 2025 Leases Receivables Total Cash ​ $ 28,903 ​ $ 16,372 ​ $ 45,275 Non-cash ​ 15,815 ​ 8,574 ​ 24,389 Total interest income from sales-type leases ​ $ 44,718 ​ $ 24,946 ​ $ 69,664 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Investment Ground ​ ​ ​ ​ in Sales-type ​ Lease ​ ​ ​ Three Months Ended March 31, 2024 ​ Leases ​ Receivables ​ Total Cash ​ $ 27,270 ​ $ 14,091 ​ $ 41,361 Non-cash ​ 14,927 ​ 6,930 ​ 21,857 Total interest income from sales-type leases ​ $ 42,197 ​ $ 21,021 ​ $ 63,218 ​ ​ ​ ​ 13 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 5—Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale The Company’s real estate assets consist of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ March 31, 2025 December 31, 2024 Land and land improvements, at cost ​ $ 547,739 ​ $ 547,739 Buildings and improvements, at cost ​ 193,232 ​ 193,232 Less: accumulated depreciation ​ ( 47,935 ) ​ ( 46,428 ) Total real estate, net ​ $ 693,036 ​ $ 694,543 Real estate-related intangible assets, net ​ 207,350 ​ 208,731 Real estate available and held for sale ​ ​ 5,894 ​ ​ 7,233 Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale ​ $ 906,280 ​ $ 910,507 ​ Real estate-related intangible assets, net consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of March 31, 2025 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Above-market lease assets, net (1) ​ $ 186,002 ​ $ ( 22,307 ) ​ $ 163,695 In-place lease assets, net (2) ​ 69,631 ​ ( 26,672 ) ​ 42,959 Other intangible assets, net ​ 750 ​ ( 54 ) ​ 696 Total ​ $ 256,383 ​ $ ( 49,033 ) ​ $ 207,350 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Gross ​ Accumulated ​ Carrying ​ Intangible Amortization Value Above-market lease assets, net (1) ​ $ 186,002 ​ $ ( 21,524 ) ​ $ 164,478 In-place lease assets, net (2) ​ 69,631 ​ ( 26,076 ) ​ 43,555 Other intangible assets, net ​ 750 ​ ( 52 ) ​ 698 Total ​ $ 256,383 ​ $ ( 47,652 ) ​ $ 208,731 (1) Above-market lease assets are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease is less than the present value of the contractual in-place rental cash flows. Above-market lease assets are amortized over the non-cancelable term of the leases. (2) In-place lease assets are recognized during asset acquisitions and are estimated based on the value associated with the costs avoided in originating leases comparable to the acquired in-place leases as well as the value associated with lost rental revenue during the assumed lease-up period. In-place lease assets are amortized over the non-cancelable term of the leases . 14 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ The amortization of real estate-related intangible assets had the following impact on the Company’s consolidated statements of operations for the three months ended March 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income Statement ​ For the Three Months Ended March 31, ​ Intangible asset Location 2025 2024 ​ Above-market lease assets (decrease to income) Operating lease income ​ $ 784 ​ $ 784 ​ In-place lease assets (decrease to income) Depreciation and amortization ​ 595 ​ 876 ​ Other intangible assets (decrease to income) Operating lease income ​ 2 ​ 2 ​ ​ ​ The estimated amortization of real estate-related intangible assets for each of the five succeeding fiscal years is as follows ($ in thousands): (1) ​ ​ ​ ​ Year Amount 2025 (remaining nine months) ​ $ 4,143 2026 ​ ​ 3,529 2027 ​ 3,529 2028 ​ 3,522 2029 ​ 3,522 (1) As of March 31, 2025, the weighted average amortization period for the Company’s real estate-related intangible assets was approximately 81.4 years. Real estate-related intangible liabilities, net consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of March 31, 2025 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Below-market lease liabilities (1) ​ $ 68,618 ​ $ ( 5,904 ) ​ $ 62,714 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Gross ​ Accumulated ​ Carrying ​ ​ Intangible ​ Amortization ​ Value Below-market lease liabilities (1) ​ $ 68,618 ​ $ ( 5,696 ) ​ $ 62,922 (1) Below-market lease liabilities are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease exceeds the present value of the contractual in-place rental cash flows. Below-market lease liabilities are amortized over the non-cancelable term of the leases. 15 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ The amortization of real estate-related intangible liabilities had the following impact on the Company’s consolidated statements of operations for the three months ended March 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income Statement For the Three Months Ended March 31, ​ Intangible liability Location 2025 2024 Below-market lease liabilities (increase to income) Operating lease income ​ $ 208 ​ $ 208 ​ Future Minimum Operating Lease Payments —Future minimum lease payments to be collected under non-cancelable operating leases, excluding lease payments that are not fixed and determinable, in effect as of March 31, 2025, are as follows by year ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed Bumps ​ ​ ​ ​ Fixed ​ ​ ​ ​ ​ ​ ​ with ​ ​ ​ ​ ​ ​ ​ Bumps with ​ ​ ​ ​ ​ Inflation- ​ Inflation ​ Fixed ​ Percentage ​ Percentage ​ ​ ​ Year Linked Adjustments Bumps Rent (1) Rent Total 2025 (remaining nine months) ​ $ 4,355 ​ $ 13,603 ​ $ 1,738 ​ $ 9,135 ​ $ 316 ​ $ 29,147 2026 ​ 5,807 ​ 18,469 ​ 2,357 ​ 7,399 ​ 421 ​ 34,453 2027 ​ 5,807 ​ 18,856 ​ 2,388 ​ ​ 7,399 ​ 421 ​ 34,871 2028 ​ 5,807 ​ 19,203 ​ ​ 2,421 ​ ​ 7,399 ​ ​ 304 ​ 35,134 2029 ​ ​ 5,807 ​ ​ 19,558 ​ ​ 2,453 ​ ​ 7,399 ​ ​ — ​ ​ 35,217 Thereafter ​ 423,318 ​ 4,287,241 ​ 428,235 ​ 28,105 ​ — ​ 5,166,899 (1) During the three months ended March 31, 2025 and 2024, the Company recognized $ 4.9 million and $ 4.6 million, respectively, of percentage rent in “Operating lease income” in the Company’s consolidated statements of operations. ​ Note 6 — Loan Receivable, net – Related Party On March 31, 2023, the Company, as lender and as administrative agent, and Star Holdings, as borrower, entered into a senior secured term loan facility, which was amended on October 4, 2023 and March 28, 2025, in an aggregate principal amount of $ 115.0 million (the “Secured Term Loan Facility”) and an additional commitment amount of up to $ 25.0 million at Star Holding’s election (the “Incremental Term Loan Facility”, together with the Secured Term Loan Facility, as amended, the “Star Holdings Term Loan Facility”). During the three months ended March 31, 2025 and 2024, the Company recorded $ 2.3 million and $ 2.4 million, respectively, of interest income on the Star Holdings Term Loan Facility, which is recorded in “Interest income – related party” in the Company’s consolidated statements of operations. As of each of March 31, 2025 and December 31, 2024, the Star Holdings Term Loan Facility had a principal balance of $ 115.0 million. The Star Holdings Term Loan Facility is a secured credit facility. Borrowings under the Star Holdings Term Loan Facility bear interest at a fixed rate of 8.00 % per annum, which may increase to 10.00 % per annum if any loans remain outstanding under the Incremental Term Loan Facility. On March 28, 2025, the Company and Star Holdings entered into an amendment to the Star Holdings Term Loan Facility that extended the maturity date by one year to March 31, 2028, provides that Star Holdings may re-borrow amounts that have been repaid on the Incremental Term Loan Facility and permits Star Holdings to repurchase up to $ 10.0 million in shares of its common stock, subject to certain conditions. The Star Holdings Term Loan Facility is secured by a first-priority perfected security pledge of all the equity interests in Star Holding’s primary real estate subsidiary. Starting in the first quarter of 2024, within five business days after Star Holdings has delivered its unaudited quarterly financial statements, Star Holdings must apply any unrestricted cash on its balance sheet in excess of the aggregate of (i) an operating reserve; and (ii) $ 50 million, to prepay the Star Holdings Term Loan Facility or alternatively, with the consent of the Company, Star Holdings may apply such cash to prepay its margin loan facility in lieu of any prepayment of the Star Holdings Term Loan Facility. The operating reserve will be calculated quarterly and is equal to the aggregate of projected operating expenses (including payments to the Star Holdings local property consultants but excluding management fees and public company costs), projected land carry costs, projected 16 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ capital expenditure and projected interest expense on the margin loan facility with Morgan Stanley Bank, N.A., which is secured by Star Holdings’ shares of the Company’s common stock, and the Star Holdings Term Loan Facility for the next twelve months; less the projected operating revenues for the next twelve months consistent with the operating budget approved by the Company. ​ The Star Holdings Term Loan Facility contains certain customary covenants, including affirmative covenants on reporting, maintenance of property, continued ownership of interests in the Company as well as negative covenants relating to investments, indebtedness and liens, fundamental changes, asset dispositions, repayments, distributions and affiliate transactions. Furthermore, the Star Holdings Term Loan Facility contains customary events of default, including payment defaults, failure to perform covenants, cross-default and cross acceleration to other indebtedness, including the margin loan facility, impairment of security interests and change of control. ​ During the three months ended March 31, 2025 and 2024, the Company recorded a recovery of credit losses of $ 0.1 million and $ 0.1 million, respectively, on the Star Holdings Term Loan Facility, including amounts on the Incremental Term Loan Facility, which was undrawn as of March 31, 2025 and December 31, 2024. The Company did not have any accrued interest receivable from the Star Holdings Term Loan Facility as of March 31, 2025 and December 31, 2024. The Company did not reverse any accrued interest on its loan asset during the three months ended March 31, 2025 and 2024. ​ ​ Note 7—Equity Investments The Company’s equity investments and its proportionate share of earnings (losses) from equity investments were as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings (losses) from ​ ​ Carrying Value ​ Equity Method Investments ​ ​ as of ​ For The Three Months Ended ​ ​ March 31, ​ December 31, ​ March 31, ​ ​ 2025 2024 2025 2024 Equity investment ​ ​ ​ ​ ​ ​ ​ 425 Park Avenue ​ $ 137,958 ​ $ 137,348 ​ $ 886 ​ $ 879 32 Old Slip ​ 58,879 ​ 57,574 ​ 1,430 ​ 1,425 Ground Lease Plus Fund (1) ​ ​ 30,258 ​ ​ 30,103 ​ ​ 484 ​ ​ 889 Leasehold Loan Fund (2) ​ ​ 18,863 ​ ​ 25,009 ​ ​ 2,192 ​ ​ 3,719 Total ​ $ 245,958 ​ $ 250,034 ​ $ 4,992 ​ $ 6,912 (1) As of March 31, 2025, the Company has a basis difference of $ 19.5 million in the Ground Lease Plus Fund that will be amortized over a weighted average remaining term of 105.3 years using the effective interest method. During the three months ended March 31, 2025 and 2024, ($ 0.1 ) million and $ 0.2 million, respectively, of the basis difference was amortized as a (decrease) increase to earnings from equity method investments. (2) As of March 31, 2025, the Company has a basis difference of $ 5.8 million in the Leasehold Loan Fund that will be amortized over a weighted average remaining term of 2.0 years using the effective interest method. During the three months ended March 31, 2025 and 2024, $ 0.7 million and $ 1.0 million, respectively, of the basis difference was amortized as an increase to earnings from equity method investments. ​ 425 Park Avenue —In August 2019, the Company formed a venture with a sovereign wealth fund that is an existing shareholder of the Company to acquire the existing Ground Lease at 425 Park Avenue in New York City. The venture acquired the Ground Lease in November 2019. The Company has a 54.8 % noncontrolling equity interest in the venture and is the manager of the venture. ​ 32 Old Slip —In June 2021, the Company acquired a 29.2 % noncontrolling equity interest in a Ground Lease at an office property in New York City. ​ 17 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Ground Lease Plus Fund —The Company manages a fund that targets the origination and acquisition of Ground Leases for commercial real estate projects that are in a pre-development phase (the “Ground Lease Plus Fund”). The Company owns a 53.2 % noncontrolling equity interest in the Ground Lease Plus Fund. The Company does not have a controlling interest in the Ground Lease Plus Fund due to the substantive participating rights of its partner and accounts for this investment as an equity method investment. The Company receives a fee from its partner in exchange for managing the entity and is also entitled to a promote payment on investments in the Ground Lease Plus Fund. In November 2021, iStar acquired land for $ 33.3 million and simultaneously structured and entered into a Ground Lease on which a multi-family project will be constructed (refer also to Note 14). In December 2021, iStar sold the Ground Lease to the Ground Lease Plus Fund and recognized no gain or loss on the sale. At the time of iStar’s acquisition in November 2021, the Company and iStar entered into an agreement pursuant to which the Company would acquire the land and related Ground Lease from the Ground Lease Plus Fund when certain construction related conditions are met by a specified time period. In January 2024, the Company acquired the Ground Lease from the Ground Lease Plus Fund for $ 38.3 million, excluding amounts funded by the Company pursuant to a leasehold improvement allowance (refer to Note 14). Leasehold Loan Fund —The Company manages a fund that targets customers that may require a mortgage leasehold loan as well as a Ground Lease (the “Leasehold Loan Fund”). The Company owns a 53.2 % noncontrolling equity interest in the Leasehold Loan Fund. The Company does not have a controlling interest in the Leasehold Loan Fund due to the substantive participating rights of its partner. The Company accounts for this investment as an equity method investment and receives a fixed annual administrative fee and an asset management fee from its partner in exchange for managing the entity. The Company is also entitled to a promote payment on certain investments in the Leasehold Loan Fund. In February 2022, the Leasehold Loan Fund committed to provide a $ 130.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a life science property. As of March 31, 2025, the Leasehold Loan Fund funded $ 4.7 million of the commitment. In June 2022, the Leasehold Loan Fund committed to provide a $ 105.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a mixed-use property. As of March 31, 2025, the Leasehold Loan Fund funded $ 42.4 million of the commitment. In July 2024, the Leasehold Loan Fund committed to provide a $ 31.5 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s construction of a student housing property. As of March 31, 2025, the Leasehold Loan Fund funded $ 1.4 million of the commitment. 18 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 8—Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities Deferred expenses and other assets, net, consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ March 31, 2025 December 31, 2024 Operating lease right-of-use asset (1) ​ $ 28,594 ​ $ 29,707 Interest rate hedge assets ​ 30,650 ​ 45,439 Deferred finance costs, net (2) ​ 15,215 ​ 16,471 Other assets (3) ​ 14,047 ​ 12,278 Purchase deposits ​ — ​ 42 Leasing costs, net ​ 429 ​ 431 Corporate furniture, fixtures and equipment, net ​ ​ 598 ​ ​ 647 Deferred expenses and other assets, net ​ $ 89,533 ​ $ 105,015 (1) Operating lease right-of-use asset (and operating lease liability below) relates primarily to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $ 0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease. Operating lease right-of-use asset is amortized on a straight-line basis over the term of the lease and is recorded in “Real estate expense” in the Company’s consolidated statements of operations. During both the three months ended March 31, 2025 and 2024, the Company recognized $ 0.1 million in “Real estate expense” and $ 0.1 million in “Other income” from its operating lease right-of-use asset. The related operating lease liability (see table below) equals the present value of the minimum rental payments due under the lease discounted at the Company’s incremental secured borrowing rate for a similar asset estimated to be 5.5 % . The Company also has operating leases for office space. (2) Accumulated amortization of deferred finance costs was $ 4.7 million and $ 3.5 million as of March 31, 2025 and December 31, 2024, respectively. (3) As of March 31, 2025 and December 31, 2024, includes $ 3.5 million and $ 3.7 million, respectively, of management fees due from Star Holdings. Through March 31, 2025, the Company has earned $ 39.8 million of management fees from Star Holdings and as of March 31, 2025, $ 10.2 million of the transaction price is attributable to performance obligations that remain unsatisfied. Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ March 31, 2025 December 31, 2024 Interest payable ​ $ 97,782 ​ $ 87,854 Other liabilities ​ 17,361 ​ 17,105 Dividends declared and payable ​ 13,449 ​ 13,307 Operating lease liabilities (1) ​ 8,980 ​ 10,374 Accrued expenses (2) ​ 6,409 ​ 16,351 Accounts payable, accrued expenses and other liabilities ​ $ 143,981 ​ $ 144,991 (1) Refer to Note 10. (2) As of March 31, 2025 and December 31, 2024, accrued expenses includes accrued compensation, legal, audit and property expenses. ​ 19 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 9—Debt Obligations, net The Company’s outstanding debt obligations consist of the following ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of Interest Scheduled ​ March 31, 2025 December 31, 2024 Rate (1) Maturity Date (2) Secured credit financing: ​ ​ Mortgages ​ $ 1,498,113 ​ $ 1,498,113 3.99 % April 2027 to November 2069 Total secured credit financing (3) ​ 1,498,113 ​ 1,498,113 Unsecured financing: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2.80 % senior notes ​ ​ 400,000 ​ ​ 400,000 ​ 2.80 % June 2031 2.85 % senior notes ​ ​ 350,000 ​ ​ 350,000 ​ 2.85 % January 2032 6.10 % senior notes ​ ​ 300,000 ​ ​ 300,000 ​ 6.10 % April 2034 5.65 % senior notes ​ ​ 400,000 ​ ​ 400,000 ​ 5.65 % January 2035 3.98 % senior notes ​ ​ 475,000 ​ ​ 475,000 ​ 3.98 % February 2052 5.15 % senior notes ​ ​ 160,204 ​ ​ 160,204 ​ 5.15 % May 2052 2024 Unsecured Revolver ​ ​ 712,000 ​ ​ 689,000 ​ Adjusted SOFR plus 0.85 % May 2029 Trust preferred securities ​ ​ 100,000 ​ ​ 100,000 ​ Adjusted SOFR plus 1.50 % October 2035 Total unsecured financing ​ ​ 2,897,204 ​ ​ 2,874,204 ​ ​ ​ ​ Total debt obligations ​ 4,395,317 ​ 4,372,317 Debt premium, discount and deferred financing costs, net ​ ( 53,833 ) ​ ( 54,878 ) Total debt obligations, net ​ $ 4,341,484 ​ $ 4,317,439 (1) For mortgages, represents the weighted average stated interest rate over the term of the debt from funding through maturity based on the contractual payments owed excluding the effect of debt premium, discount and deferred financing costs. As of March 31, 2025, the weighted average cash interest rate for the Company’s consolidated mortgage debt, based on interest rates in effect at that date, was 3.42 % . The difference between the weighted average interest rate and the weighted average cash interest rate is recorded to interest payable within “Accounts payable, accrued expenses, and other liabilities” on the Company’s consolidated balance sheets. As of March 31, 2025, the Company’s combined weighted average stated interest rate and combined weighted average cash interest rate of the Company’s consolidated mortgage debt, the mortgage debt of the Company’s unconsolidated ventures (applying the Company’s percentage interest in the ventures - refer to Note 7), unsecured senior notes and trust preferred securities were 4.18 % and 3.80 % , respectively. (2) Represents the extended maturity date for all debt obligations. (3) As of March 31, 2025, $ 2.1 billion of real estate, at cost, net investment in sales-type leases and Ground Lease receivables served as collateral for the Company’s debt obligations. ​ Mortgages —Mortgages consist of asset specific non-recourse borrowings that are secured by the Company’s real estate and Ground Leases. As of March 31, 2025, the Company’s mortgages are full term interest only, bear interest at a weighted average interest rate of 3.99 % and have maturities between April 2027 and November 2069. Unsecured Notes —In May 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 400.0 million aggregate principal amount of 2.80 % senior notes due June 2031 (the “ 2.80 % Notes”). The 2.80 % Notes were issued at 99.127 % of par. The Company may redeem the 2.80 % Notes in whole at any time or in part from time to time prior to March 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 2.80 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.80 % Notes are redeemed on or after March 15, 2031, the 20 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ redemption price will be equal to 100 % of the principal amount of the 2.80 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ In November 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 350.0 million aggregate principal amount of 2.85 % senior notes due January 2032 (the “ 2.85 % Notes”). The 2.85 % Notes were issued at 99.123 % of par. The Company may redeem the 2.85 % Notes in whole at any time or in part from time to time prior to October 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 2.85 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.85 % Notes are redeemed on or after October 15, 2031, the redemption price will be equal to 100 % of the principal amount of the 2.85 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ In January 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 475.0 million aggregate principal amount of privately-placed 3.98 % senior notes due February 2052 (the “ 3.98 % Notes”). Safehold Operating Partnership LP elected to draw these funds in March 2022. The Company may, at its option, prepay at any time all, or from time to time any part of, the 3.98 % Notes, in an amount not less than 5 % of the aggregate principal amount of the 3.98 % Notes then outstanding in the case of a partial prepayment, at 100 % of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture, for such tranche determined for the prepayment date with respect to such principal amount; provided, that, so long as no default or event of default shall then exist, at any time on or after November 15, 2051, the Company may, at its option, prepay all or any part of the 3.98 % Notes at 100 % of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount. ​ In May 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $ 150.0 million aggregate principal amount of privately-placed 5.15 % senior notes due May 2052 (the “ 5.15 % Notes”). The structure of the 5.15 % Notes features a stairstep coupon rate in which the Company will pay cash interest at a rate of 2.50 % in years 1 through 10, 3.75 % in years 11 through 20, and 5.15 % in years 21 through 30. The difference between the 5.15 % stated rate and the cash interest rate will accrue in each semi-annual payment period and be paid in kind by adding such accrued interest to the outstanding principal balance, to be repaid at maturity in May 2052. The Company may, at its option, prepay at any time all, or from time to time any part of, the 5.15 % Notes, in an amount not less than 5 % of the aggregate principal amount of the 5.15 % Notes then outstanding in the case of a partial prepayment, at 100 % of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture; provided, that, so long as no default or event of default shall then exist, at any time on or after February 13, 2052, the Company may, at its option, prepay all or any part of the 5.15 % Notes at 100 % of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount. ​ In February 2024, Portfolio Holdings (as issuer) and the Company (as guarantor) issued $ 300.0 million aggregate principal amount of 6.10 % senior notes due April 2034 (the “ 6.10 % Notes”). The 6.10 % Notes were issued at 98.957 % of the principal amount. The Company may redeem the 6.10 % Notes in whole at any time or in part from time to time prior to January 1, 2034, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 6.10 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 6.10 % Notes are redeemed on or after January 1, 2034, the redemption price will be equal to 100 % of the principal amount of the 6.10 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ 21 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ In November 2024, Portfolio Holdings (as issuer) and the Company (as guarantor) issued $ 400.0 million aggregate principal amount of 5.65 % senior notes due January 2035 (the “ 5.65 % Notes”). The 5.65 % Notes were issued at 98.812 % of the principal amount. The Company may redeem the 5.65 % Notes in whole at any time or in part from time to time prior to October 15, 2034, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100 % of the principal amount of the 5.65 % Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 5.65 % Notes are redeemed on or after October 15, 2034, the redemption price will be equal to 100 % of the principal amount of the 5.65 % Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date. ​ 2024 Unsecured Revolver —In April 2024, the Company entered into a $ 2.0 billion unsecured revolving credit facility (the “2024 Unsecured Revolver”), which replaced the Company’s 2021 Unsecured Revolver (see below) and 2023 Unsecured Revolver (see below), each of which were terminated. At the time of termination, $ 916 million was drawn on the 2021 Unsecured Revolver, all of which rolled over into the 2024 Unsecured Revolver. The 2024 Unsecured Revolver has a borrowing rate of Adjusted SOFR , as defined in the applicable agreement, plus 0.85 %, subject to the Company’s credit ratings, with an extended maturity date of May 1, 2029, which includes two six-month extension options. The Company also pays a facility fee of 0.10 %, subject to the Company’s credit ratings. As of March 31, 2025, there was $ 1.3 billion of undrawn capacity on the 2024 Unsecured Revolver. ​ 2021 Unsecured Revolver—In March 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as borrower) and the Company (as guarantor), entered into an unsecured revolving credit facility with an initial maximum aggregate principal amount of up to $ 1.0 billion (the “2021 Unsecured Revolver”), which amount was increased to $ 1.35 billion in December 2021. The 2021 Unsecured Revolver had an initial maturity of March 2024 with two 12-month extension options exercisable by the Company, subject to certain conditions, and accrued interest at an annual rate of applicable SOFR plus 0.90 %, subject to the Company’s credit ratings . In March 2024, the Company exercised one of its options to extend the maturity to March 2025. The 2024 Unsecured Revolver replaced the 2021 Unsecured Revolver. 2023 Unsecured Revolver— In January 2023, Portfolio Holdings, then known as Safehold Operating Partnership LP (as borrower) and the Company (as guarantor) entered into a $ 500 million unsecured revolving credit facility (the “2023 Unsecured Revolver”). The 2023 Unsecured Revolver accrued interest at a rate of Adjusted SOFR , as defined in the applicable agreement, plus 0.90 % , subject to the Company’s credit ratings. The 2024 Unsecured Revolver replaced the 2023 Unsecured Revolver. Trust Preferred Securities —The Company assumed trust preferred securities from iStar in connection with the Merger. The trust preferred securities bear interest at three-month Adjusted Term SOFR plus 1.50 % and mature in October 2035. Commercial Paper Program — In June 2024, Portfolio Holdings, as issuer, entered into a new U.S. commercial paper program (the “Commercial Paper Program”) on a private placement basis, pursuant to which the Company may issue up to $ 750.0 million of short-term, unsecured commercial paper notes outstanding at any time, which are guaranteed by the Company. Under the Commercial Paper Program, the Company may issue the commercial paper notes from time to time and will use the proceeds for general corporate purposes. The Commercial Paper Program is backed by the Company’s 2024 Unsecured Revolver. The commercial paper notes will be sold under customary terms in the commercial paper market and will rank pari passu with all of Portfolio Holding’s other unsecured senior indebtedness. The interest rates will vary based on the ratings assigned to the commercial paper notes by credit rating agencies and market conditions at the 22 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ time of issuance. As of March 31, 2025, the Company had no outstanding balance under the Commercial Paper Program. Borrowings reduce amounts otherwise available under the 2024 Unsecured Revolver. The documents governing the Commercial Paper Program contain customary representations, warranties, covenants, defaults and indemnification provisions, and provide the terms under which the Notes will be sold pursuant to an exemption from the federal and state securities laws. Debt Covenants —The Company is subject to financial covenants under the 2024 Unsecured Revolver, including maintaining: (i) a ratio of total unencumbered assets to total unsecured debt of at least 1.33 x; and (ii) a consolidated fixed charge coverage ratio of at least 1.15 x, as such terms are defined in the documents governing the 2024 Unsecured Revolver, as applicable. In addition, the 2024 Unsecured Revolver contains customary affirmative and negative covenants. Among other things, these covenants may restrict the Company or certain of its subsidiaries’ ability to incur additional debt or liens, engage in certain mergers, consolidations and other fundamental changes, make other investments or pay dividends. The Company’s 2.80 % Notes, 2.85 % Notes, 3.98 % Notes, 5.15 % Notes, 6.10 % Notes and 5.65 % Notes are subject to a financial covenant requiring a ratio of unencumbered assets to unsecured debt of at least 1.25 x and contain customary affirmative and negative covenants. The Company’s 6.10 % Notes and 5.65 % Notes are also subject to a financial covenant limiting the incurrence of any secured debt that would cause the Company’s secured debt to total assets ratio to exceed 50 %. The Company’s 3.98 % Notes and 5.15 % Notes contain a provision whereby they will be deemed to include additional financial covenants and negative covenants to the extent such covenants are incorporated into Portfolio Holdings’ and/or the Company’s existing or future material credit facilities, including the 2024 Unsecured Revolver, and to the extent such covenants are more favorable to the lenders under such material credit facilities than the covenants contained in the 3.98 % Notes and 5.15 % Notes. The Company’s mortgages contain no significant maintenance or ongoing financial covenants. As of March 31, 2025, the Company was in compliance with all of its financial covenants. Future Scheduled Maturities —As of March 31, 2025, future scheduled maturities of outstanding debt obligations, assuming all extensions that can be exercised at the Company’s option, are as follows ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Secured (1) ​ Unsecured ​ Total 2025 (remaining nine months) $ — $ — $ — 2026 ​ ​ — ​ ​ — ​ — 2027 ​ 237,000 ​ — ​ 237,000 2028 ​ 79,193 ​ — ​ 79,193 2029 ​ — ​ 712,000 ​ 712,000 Thereafter ​ 1,181,920 ​ 2,185,204 ​ 3,367,124 Total principal maturities ​ 1,498,113 ​ 2,897,204 ​ 4,395,317 Debt premium, discount and deferred financing costs, net ​ ( 26,044 ) ​ ( 27,789 ) ​ ( 53,833 ) Total debt obligations, net ​ $ 1,472,069 ​ $ 2,869,415 ​ $ 4,341,484 (1) As of March 31, 2025, the Company’s weighted average maturity for its secured mortgages was 26.3 years. ​ 23 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 10—Commitments and Contingencies Lease Commitments —Future minimum lease obligations under non-cancelable operating leases as of March 31, 2025 are as follows ($ in thousands): (1) ​ ​ ​ ​ 2025 (remaining nine months) ​ $ 4,663 2026 ​ 543 2027 ​ 543 2028 ​ 543 2029 ​ 543 Thereafter ​ 7,649 Total undiscounted cash flows (1) ​ 14,484 Present value discount (2) ​ ( 5,504 ) Lease liabilities ​ $ 8,980 (1) Includes cash flows that relate to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $ 0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease. (2) The lease liability equals the present value of the minimum rental payments due under the lease discounted at the rate implicit in the lease or the Company’s incremental secured borrowing rate for similar collateral. For operating leases, lease liabilities were discounted at the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 5.6 % and the weighted average remaining lease term is 11.4 years. During the three months ended March 31, 2025 and 2024, the Company made payments of $ 1.4 million and $ 1.4 million, respectively, related to its operating leases. ​ Unfunded Commitments —The Company has unfunded commitments to certain of its Ground Lease tenants related to leasehold improvement allowances that it expects to fund upon the completion of certain conditions. As of March 31, 2025, the Company had $ 32.2 million of such commitments, excluding commitments to be funded by noncontrolling interests. The Company also has unfunded forward commitments related to agreements that it entered into for the acquisition of new Ground Leases or additions to existing Ground Leases if certain conditions are met (refer to Note 14). These commitments may also include leasehold improvement allowances that will be funded to the Ground Lease tenants when certain conditions are met. As of March 31, 2025, the Company had an aggregate $ 150.3 million of such commitments. There can be no assurance that the conditions to closing for these transactions will be satisfied and that the Company will acquire the Ground Leases or fund the leasehold improvement allowances . Other Commitments — Through the Leasehold Loan Fund, the Company will generally fund construction and development loans and build-outs of space in real estate assets over a period of time if and when the borrowers and tenants meet established milestones and other performance criteria. We refer to these arrangements as performance-based commitments. As of March 31, 2025, the Company had $ 116.0 million of such commitments. Legal Proceedings —The Company evaluates developments in legal proceedings that could require a liability to be accrued and/or disclosed. Based on its current knowledge, and after consultation with legal counsel, the Company believes it is not a party to, nor are any of its properties the subject of, any pending legal proceeding that would have a material adverse effect on the Company’s consolidated financial statements. 24 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 11—Risk Management and Derivatives In the normal course of its ongoing business operations, the Company encounters credit risk. Credit risk is the risk of default on the Company’s leases that result from a tenant’s inability or unwillingness to make contractually required payments. Risk concentrations —Concentrations of credit risks arise when the Company has multiple leases with a particular tenant or credit party, or a number of the Company’s tenants are engaged in similar business activities, or activities in the same geographic region, or have similar economic features, such that their ability to meet contractual obligations, including those to the Company, could be similarly affected by changes in economic conditions. Although the Company’s Ground Leases are geographically diverse and the tenants operate in a variety of industries and property types, to the extent the Company has a significant concentration of interest income from sales-type leases or operating lease income from any tenant, the inability of that tenant to make its payment could have a material adverse effect on the Company. The Company did not have a significant concentration of interest income from sales-type leases or operating lease income from any tenant for the periods presented. Derivative instruments and hedging activity —The Company’s use of derivative financial instruments has been associated with debt issuances and primarily limited to the utilization of interest rate swaps, interest rate caps and treasury locks to manage interest rate risk exposure. The Company does not enter into derivatives for trading purposes. The Company recognizes derivatives, if any, as either assets or liabilities on the Company’s consolidated balance sheets at fair value. Interest rate hedge assets are recorded in “Deferred expenses and other assets, net” and interest rate hedge liabilities are recorded in “Accounts payable, accrued expenses and other liabilities” on the Company’s consolidated balance sheets. If certain conditions are met, a derivative may be specifically designated as a hedge of the exposure to changes in the fair value of a recognized asset or liability, a hedge of a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability. For the Company’s derivatives designated and qualifying as cash flow hedges, changes in the fair value of the derivatives are reported as a component of accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s debt. If an interest rate hedge is terminated prior to maturity it could result in a net derivative instrument gain or loss that continues to be reported in accumulated other comprehensive (loss) and is reclassified into earnings over the period of the original forecasted hedged transaction. However, if it is probable that the original forecasted hedged transaction will not occur by the end of the original specified time period, the derivative instrument gain or loss reported in accumulated other comprehensive income (loss) will be reclassified into earnings immediately. If a derivative includes an other-than-insignificant financing element at inception, when the Company is deemed to be the lender all cash inflows and outflows of the derivative are considered cash flows from investing activities in the Company’s consolidated statements of cash flows and when the Company is deemed to be the borrower all cash inflows and outflows of the derivative are considered cash flows from financing activities in the Company’s consolidated statements of cash flows. ​ For the Company’s derivatives not designated as hedges, the changes in the fair value of the derivatives are reported in “Interest expense” in the Company’s consolidated statements of operations. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements. ​ 25 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ The table below presents the Company’s derivatives as well as their classification on the consolidated balance sheets as of March 31, 2025 and December 31, 2024 ($ in thousands): (1)(2)(3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 December 31, 2024 ​ ​ ​ Fair ​ Fair ​ Balance Sheet Derivative Type Value ​ Value Location Assets ​ ​ Interest rate swaps ​ $ 30,650 ​ $ 45,439 Deferred expenses and other assets, net Total ​ $ 30,650 ​ $ 45,439 ​ ​ (1) As of March 31, 2025, the Company has two interest rate swap derivatives outstanding that mature in April 2028 and have an aggregate $ 500.0 million notional amount, which hedge in-place floating-rate debt. The Company also has two designated derivatives outstanding that protect the Company against interest rate volatility with respect to long-term debt to be placed in the future, which have an aggregate $ 250.0 million notional amount and mature in December 2025. These designated hedges protect the Company against interest rate volatility with respect to future debt with a tenor of approximately 30 years . (2) Over the next 12 months, the Company expects that $ 0.1 million related to cash flow hedges will be reclassified from “Accumulated other comprehensive income (loss)” as an increase to interest expense. (3) The fair value of the Company’s derivatives is estimated using valuation techniques utilized by a third-party specialist using observable inputs such as interest rates and contractual cash flow and are classified as Level 2 within the fair value hierarchy. ​ Credit Risk-Related Contingent Features —The Company reports derivative instruments, if any, on a gross basis in its consolidated financial statements. The Company has agreements with each of its derivative counterparties that contain a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. The table below presents the effect of the Company’s derivative financial instruments in the consolidated statements of operations and the consolidated statements of comprehensive income (loss) for the three months ended March 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount of Gain ​ ​ ​ ​ Amount of Gain ​ (Loss) Reclassified ​ ​ ​ ​ (Loss) Recognized ​ from Accumulated ​ ​ ​ ​ in Accumulated ​ Other ​ ​ Location of Gain (Loss) ​ Other ​ Comprehensive ​ ​ When Recognized in ​ Comprehensive ​ Income into Derivatives Designated in Hedging Relationships ​ Income Income Earnings For the Three Months Ended March 31, 2025 ​ ​ Interest rate swaps Interest expense ​ $ ( 13,113 ) ​ $ 519 ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended March 31, 2024 ​ ​ ​ Interest rate swaps Interest expense ​ $ 29,410 ​ $ 1,615 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Note 12—Equity Common Stock —As of March 31, 2025, the Company has one class of common stock outstanding. In April 2023, the Company and Portfolio Holdings entered into an ATM Equity Offering Sales Agreement (the “Primary Sales Agreement”) with the sales agents named therein pursuant to which the Company may sell, from time to time, shares of its common stock having an aggregate gross sales price of up to $ 300.0 million (the “Primary Shares”) through or to the sales agents. The Company may sell the Primary Shares in amounts and at times to be determined by the Company from time to time but has no obligation to sell any of the Primary Shares. Actual sales, if any, will depend on a 26 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ variety of factors to be determined by the Company from time to time, including, among other things, market conditions, the trading price of the Company’s common stock, capital needs and determinations by the Company of the appropriate sources of its funding. Through March 31, 2025, the Company has no t sold any shares of its common stock through the Primary Sales Agreement. ​ On February 4, 2025, the Company’s board of directors authorized the repurchase of up to $ 50.0 million of the Company’s common stock. The Company has no obligation to repurchase additional shares, and the timing, actual number and value of the shares that are repurchased, if any, will be at the discretion of management and will depend on a number of factors, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. Repurchases may be suspended, terminated or modified at any time for any reason. The share repurchase program does not have an expiration date. Any repurchased shares will be returned to the status of authorized but unissued shares of common stock. As of March 31, 2025, the Company had no t repurchased any of its outstanding common stock. ​ Equity Plans — The Company has a Long-Term Incentive Program (the “LTIP”), originally adopted by iStar’s board of directors and approved by iStar’s stockholders in 2021, designed to provide incentive compensation for officers, key employees, directors and advisors of the Company. The LTIP provides for awards of stock options, shares of restricted stock, phantom shares, restricted stock units, dividend equivalent rights and other share-based performance awards. All awards under the LTIP are made at the discretion of the Company’s Board of Directors. Grants under the LTIP are recognized as compensation costs ratably over the applicable vesting period and recorded in “General and administrative” in the Company’s consolidated statements of operations. In May 2024, the Company issued an aggregate 32,300 shares of its common stock with a grant date fair value of $ 20.78 per share to its directors that vest after one year in consideration for their annual service as directors. In addition, in May 2024, the Company’s shareholders approved an increase to the LTIP of 1,000,000 shares. As of March 31, 2025, an aggregate of 806,054 shares of the Company’s common stock remains available for issuance under the LTIP. As of March 31, 2025, there was $ 7.1 million of total unrecognized compensation cost related to all unvested restricted stock units that is expected to be recognized over a weighted average remaining vesting/service period of 1.9 years . Caret Performance Incentive Plan — The Company has a Caret performance incentive plan pursuant to which Caret units of Portfolio Holdings are reserved for grants of performance-based awards to participants, including certain officers, key employees, directors and service providers (the “Caret Performance Incentive Plan”). As of March 31, 2025, all outstanding Caret units awarded under the Caret Performance Incentive Plan are fully vested except for grants awarded in connection with the Merger to executive officers and other employees, which are subject to cliff vesting on March 31, 2027 if the Company’s common stock has traded at an average per share price of $ 60.00 or more for at least 30 consecutive trading days since the grant date, and certain awards granted to a former employee that vest in December 2025, subject to certain conditions. As of March 31, 2025, there was $ 2.8 million of total unrecognized compensation cost related to all unvested Caret units that is expected to be recognized over a remaining vesting/service period of 2.0 years. ​ As of March 31, 2025, Caret Performance Incentive Plan participants held 1,371,254 Caret units, representing 14.4 % of the outstanding Caret units and 11.4 % of the authorized Caret units, and 128,746 Caret units remain available for issuance under the Caret Performance Incentive Plan. During the three months ended March 31, 2025 and 2024, the Company recognized $ 0.3 million and $ 0.5 million, respectively, of expense from Caret units, which is recorded in “General and administrative” in the Company’s consolidated statements of operations and “Noncontrolling interests” on the Company’s consolidated balance sheets. 401(K) Plan —The Company has a savings and retirement plan (the "401(k) Plan"), which is a voluntary, defined contribution plan. All employees are eligible to participate in the 401(k) Plan following completion of three months of 27 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ continuous service with the Company. Each participant may contribute on a pretax basis up to the maximum percentage of compensation and dollar amount permissible under Section 402(g) of the Internal Revenue Code not to exceed the limits of Code Sections 401(k), 404 and 415. At the discretion of the Company’s Board of Directors, the Company may make matching contributions on the participant’s behalf of up to 50 % of the participant’s contributions, up to a maximum of 10 % of the participants’ compensation. The Company made gross contributions of $ 0.4 million and $ 0.4 million, respectively, for the three months ended March 31, 2025 and 2024. ​ Accumulated Other Comprehensive Income (Loss) —Accumulated other comprehensive income (loss) consists of net unrealized gains (losses) on the Company’s derivative transactions. Noncontrolling Interests —Noncontrolling interests includes unrelated third-party equity interests in ventures that are consolidated in the Company’s consolidated financial statements and Caret units that have been sold to third-parties or have been granted to employees or former employees. See also “ Redeemable Noncontrolling Interests” in Note 3. Dividends —The Company (then known as iStar) elected to be taxed as a REIT beginning with its taxable year ended December 31, 1998. To qualify as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate corporate federal income taxes payable by the REIT. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may need to make dividend payments in excess of operating cash flows. During the three months ended March 31, 2025 and 2024, the Company declared cash dividends on its common stock of $ 12.7 million, or $ 0.177 per share, and $ 12.7 million, or $ 0.177 per share, respectively. ​ 28 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Note 13—Earnings Per Share Earnings per share (“EPS”) is calculated by dividing net income attributable to common shareholders by the weighted average number of shares outstanding for the period. The following tables present a reconciliation of net income used in the basic and diluted EPS calculations ($ and shares in thousands, except for per share data): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ ​ 2025 2024 Net income (loss) ​ $ 29,410 ​ $ 31,029 ​ Net (income) loss attributable to noncontrolling interests ​ ( 46 ) ​ ( 301 ) ​ Net income (loss) attributable to Safehold Inc. common shareholders for basic and diluted earnings per common share ​ $ 29,364 ​ $ 30,728 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ ​ 2025 2024 Earnings attributable to common shares: ​ ​ Numerator for basic and diluted earnings per share: ​ ​ Net income (loss) attributable to Safehold Inc. common shareholders - basic ​ $ 29,364 ​ $ 30,728 ​ Net income (loss) attributable to Safehold Inc. common shareholders - diluted ​ $ 29,364 ​ $ 30,728 ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator for basic and diluted earnings per share: (1) ​ ​ ​ Weighted average common shares outstanding for basic earnings per common share ​ 71,521 ​ 71,170 ​ Add: Effect of assumed shares under treasury stock method for restricted stock units ​ 114 ​ 70 ​ Weighted average common shares outstanding for diluted earnings per common share ​ 71,635 ​ 71,240 ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted earnings per common share: (1) ​ ​ ​ Net income (loss) attributable to Safehold Inc. common shareholders - basic ​ $ 0.41 ​ $ 0.43 ​ Net income (loss) attributable to Safehold Inc. common shareholders - diluted ​ $ 0.41 ​ $ 0.43 ​ ​ (1) For the three months ended March 31, 2024, the effect of 22 thousand of the Company’s restricted stock units were antidilutive. ​ ​ Note 14—Related Party Transactions Acquisitions and Commitments Following is a list of transactions in which the Company and other persons deemed to be related parties have participated for the periods presented. These transactions were approved by the Company’s independent directors in accordance with the Company’s policy with respect to related party transactions. The Company entered into a discretionary commitment to fund up to $ 9.0 million of preferred equity in an entity that owns the leasehold interest under one of the Company’s office Ground Leases located in Washington, DC and through March 31, 2025, the Company funded $ 1.5 million of the commitment amount. At inception in April 2024, the Company incurred $ 0.4 million of costs creating the entity formed to own the leasehold interest, which resulted in a total investment balance of $ 1.9 million and was included in “Deferred expenses and other assets” on the Company’s consolidated balance 29 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ sheet as of December 31, 2024. In May 2025, the leasehold interest was acquired by a new sponsor and the Company determined its investment was likely not recoverable, which resulted in a $ 1.9 million write-off of the Company’s preferred equity investment as of March 31, 2025. The write-off is included in “Other expense” in the Company’s consolidated statement of operations. The Company has recognized $ 1.7 million of interest income from sales-type leases from the Ground Lease in its consolidated statements of operations for the three months ended March 31, 2025. The Company has a noncontrolling interest in the Ground Lease Plus Fund and an affiliate of an existing shareholder (which is affiliated with one of the Company’s independent directors) has a noncontrolling interest in the Ground Lease Plus Fund. The Company has entered into certain agreements to acquire certain land and related Ground Leases from the Ground Lease Plus Fund when certain construction-related conditions are met by a specified time period. In January 2024, the Company acquired one Ground Lease from the Ground Lease Plus Fund for $ 38.3 million pursuant to one such agreement. In addition, the Ground Lease documents contain future funding obligations to the Ground Lease tenant of approximately $ 51.8 million of leasehold improvement allowance upon achievement of certain milestones. In May 2023, certain milestones were met by the tenant as it exited the pre-development stage and the tenant began accessing the leasehold improvement allowance. As of March 31, 2025, the $ 51.8 million leasehold improvement allowance has been fully funded. The Company is also party to an agreement pursuant to which it agreed to acquire land and a related Ground Lease from the Ground Lease Plus Fund when certain construction related conditions are met by a specified time period. The purchase price to be paid is $ 42.0 million, plus an amount necessary for the Ground Lease Plus Fund to achieve the greater of a 1.25 x multiple and a 9 % return on its investment. In addition, the Ground Lease provides for a leasehold improvement allowance up to a maximum of $ 83.0 million, which obligation would be assumed by the Company upon acquisition. There can be no assurance that the conditions to closing will be satisfied and that the Company will acquire the property and Ground Lease from the Ground Lease Plus Fund. ​ Caret units In February 2022, the Company sold an aggregate of 108,571 Caret units, 1.08 % of the then-authorized Caret units, to a group of investors (refer to Note 3). In addition, an affiliate of an existing shareholder (which was affiliated with one of the Company’s independent directors) made a commitment to purchase 28,571 Caret units, or 0.29 % of the then-authorized Caret units, for a purchase price of $ 5.0 million. As part of the sale, the Company agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units (or securities into which they may be exchanged) on a public exchange within two years of the sale. Because public market liquidity was not achieved by February 2024, the investors in the February 2022 transaction had the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at such purchase price less the amount of distributions previously made on such units. In April 2024, all of the investors in the February 2022 transaction exercised this right and elected to have their Caret units redeemed. Star Holdings ​ On March 31, 2023, immediately prior to the closing of the Merger, the Company (then known as iStar Inc.) spun-off of its remaining legacy assets and certain other assets (the “Spin-Off”) pursuant to a separation and distribution agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2023, by and between the Company and Star Holdings. The Separation and Distribution Agreement sets forth, among other things, Star Holdings’ agreements with the Company regarding the principal transactions necessary to separate Star Holdings from the Company. It also sets forth other agreements that govern certain aspects of Star Holdings’ relationship with the Company after the Spin-Off relating to the transfer of assets and assumption of liabilities, cash assets, release of claims, insurance, non-solicitation, segregation of accounts and other matters. The Separation and Distribution Agreement also includes a mutual release by Star Holdings, on the one hand, and the Company, on the other hand, of the other party from certain specified liabilities, as well as mutual 30 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ indemnification covenants pursuant to which Star Holdings and the Company have agreed to indemnify each other from certain specified liabilities. ​ SpinCo Manager is party to a management agreement with Star Holdings, pursuant to which it will operate and pursue the orderly monetization of Star Holding’s assets. On March 28, 2025, the Company and Star Holdings entered into an amendment to the Management Agreement that increased the management fee payable in year four of the contract from $ 5.0 million to $ 7.5 million and increased the termination fee payable by Star Holdings in certain circumstances from $ 50.0 million to $ 55.0 million. Pursuant to the management agreement, Star Holdings paid to SpinCo Manager an annual management fee of $ 25.0 million for the term ended March 31, 2024 and $ 15.0 million for the term ended March 31, 2025. The annual fee declines to $ 10.0 million and $ 7.5 million, respectively, in each of the following annual terms, and adjusts to 2.0 % of the gross book value of Star Holding's assets, excluding shares of the Company’s common stock held by Star Holdings, thereafter. The management agreement had an initial one-year term and automatically renews for successive one-year terms each anniversary date thereafter unless previously terminated. The management agreement may be terminated by Star Holdings without cause by not less than one hundred eighty days ’ written notice to SpinCo Manager upon the affirmative vote of at least two-thirds of Star Holdings’ independent directors, provided, however, that if the date of termination occurs prior to March 31, 2027, the termination will be subject to payment of the applicable termination fee to SpinCo Manager. Star Holdings may also terminate the management agreement at any time with 30 days ’ prior written notice from Star Holdings’ board of trustees for “cause,” as defined in the management agreement. ​ In the event of a termination without cause by Star Holdings prior to March 31, 2027, Star Holdings will pay SpinCo Manager a termination fee of $ 55.0 million minus the aggregate amount of management fees actually paid to SpinCo Manager prior to the termination date. However, if Star Holdings has completed the liquidation of its assets on or before the termination date, the termination fee will consist of any portion of the annual management fee that remained unpaid for the remainder of the then current annual term plus, if the termination date occurs on or before March 31, 2026, the amount of the management fee that would have been payable for the next succeeding annual term, or if the termination date occurs after March 31, 2026, zero . In the event of a termination by the Company based on a reduction in the amount of Star Holdings’ consolidated assets below designated thresholds, Star Holdings will pay SpinCo Manager a termination fee of $ 5.0 million if the termination occurs in the third year, plus the balance of any unpaid portion of the annual management fee for the applicable year. ​ During the three months ended March 31, 2025 and 2024, the Company recorded $ 3.6 million and $ 5.5 million, respectively, in management fees from Star Holdings. The management fees are included in “Other income” in the Company’s consolidated statements of operations. ​ The Company and Star Holdings also entered into a governance agreement that places certain restrictions on the transfer and voting of the shares of the Company owned by Star Holdings, and a registration rights agreement under which the Company agreed to register such shares for resale in accordance with applicable securities laws. As of March 31, 2025, Star Holdings owned approximately 18.9 % of the Company’s common stock outstanding through a wholly-owned subsidiary. ​ In April 2023, the Company, Portfolio Holdings and Star Investment Holdings SPV LLC (“Star Investment Holdings”), a subsidiary of Star Holdings, entered into an ATM Equity Offering Sales Agreement (the “Selling Stockholder Sales Agreement”) with the sales agents named therein pursuant to which Star Investment Holdings may sell, from time to time, subject to receiving the Company’s consent, up to 1,000,000 shares of the Company’s common stock (the “Selling Stockholder Shares”) through or to the sales agents. Star Investment Holdings may sell the Selling Stockholder Shares in amounts and at times to be determined by Star Investment Holdings, subject to receiving the 31 Table of Contents Safehold Inc. Notes to Consolidated Financial Statements (unaudited) ​ Company’s consent, from time to time but has no obligation to sell any of the Selling Stockholder Shares. Actual sales, if any, will depend on a variety of factors to be determined by Star Investment Holdings from time to time, including, among other things, market conditions, the trading price of the Company’s common stock, capital needs and determinations by Star Investment Holdings of the appropriate sources of its funding. ​ Note 15—Segment Reporting ​ The Company conducts its business through one reportable and one operating segment by acquiring, managing and capitalizing Ground Leases, which the Company believes provides an opportunity for safe, growing income. The Company’s chief executive officer is the chief operating decision maker (“CODM”) and uses net income (loss), as reported on the consolidated statements of comprehensive income (loss), to measure segment operating performance. All of the Company’s expenses are included in segment operating performance and are reviewed regularly. However, the CODM reviews interest expense and general and administrative expense on a more disaggregated basis. The CODM reviews interest expense in more detail because the Company uses its cost of capital to price its investments. The CODM also reviews general and administrative expense, which includes public company costs consisting of compensation, occupancy, and other corporate costs, in more detail to ensure its resources are in line with its business and operating needs. The measure of segment assets is reported on the Company’s consolidated balance sheets as total assets. The CODM also reviews assets and asset level metrics such as rent coverage, GAAP and cash asset yields, Ground Lease cost to value ratios, unrealized capital appreciation and certain other metrics on a regular basis. ​ The following table presents the Company’s expenses that are reviewed in more detail by the CODM for the three months ended March 31, 2025 and 2024 ($ in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Three Months Ended ​ ​ March 31, ​ 2025 2024 Interest expense ​ ​ ​ ​ ​ Cash ​ $ 43,454 ​ $ 41,515 Non-cash ​ ​ 6,972 ​ ​ 7,116 Subtotal interest expense ​ ​ 50,426 ​ ​ 48,631 General and administrative (1) ​ ​ ​ ​ ​ ​ Public company and other costs ​ ​ 10,645 ​ ​ 10,863 Stock-based compensation ​ ​ 3,487 ​ ​ 4,765 Subtotal general and administrative ​ 14,132 ​ 15,628 (1) The CODM also considers management fees earned from Star Holdings (refer to Note 14) in their review of general and administrative expense because many of the Company’s employees spend time and resources performing basic functions for the management of Star Holdings. During the three months ended March 31, 2025 and 2024, the Company earned $ 3.6 million and $ 5.5 million, respectively, in management fees from Star Holdings. The management fees are included in “Other income” in the Company’s consolidated statements of operations. ​ ​ ​ ​ ​ 32 Table of Contents