--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-039689" form_type: "8-K" ticker: "STHO" cik: "0001953366" company_name: "Star Holdings" filed_at: "2023-03-31T23:59:59+00:00" generated_at: "2026-06-17T08:34:40.313456+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Star Holdings completes spin-off from iStar; begins trading on Nasdaq under STHO ## Summary - Spin-off effective March 31, 2023; iStar distributed 0.153 STHO shares per iStar share. - Received assets with gross real estate value of $357.9M: Asbury Park Waterfront ($193.9M), Magnolia Green ($97.3M), Coney Island Bath Site ($26.3M). - Entered into $115M secured term loan from Safehold and $140M margin loan facility from Morgan Stanley. - Appointed Jay Sugarman as CEO, Marcos Alvarado as President/CIO, Brett Asnas as CFO; board of three trustees. - Amended declaration of trust to authorize 200M common shares and 30M preferred shares. ## SEC filing metadata - accession: 0001104659-23-039689 - form_type: 8-K - ticker: STHO - cik: 0001953366 - company_name: Star Holdings - filed_at: 2023-03-31T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 2.01, 2.03, 3.02, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/tm2310755d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-039689 - JSON: https://secwatch.observer/filing/0001104659-23-039689.json - Plain text: https://secwatch.observer/filing/0001104659-23-039689.txt ## Key facts - Executive change Marcos Alvarado was appointed as President and Chief Investment Officer at Star Holdings. - Action: appointed - Role: President and Chief Investment Officer source text: Marcos Alvarado, as President and Chief Investment Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Jay Sugarman was appointed as Chief Executive Officer at Star Holdings. - Action: appointed - Role: Chief Executive Officer source text: Jay Sugarman, as Chief Executive Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Nina Matis was appointed as Lead Trustee at Star Holdings. - Action: appointed - Role: Lead Trustee source text: Ms. Matis was appointed Lead Trustee. evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Richard Lieb was appointed as Trustee at Star Holdings. - Action: appointed - Role: Trustee source text: each of Clifford De Souza, Nina Matis and Richard Lieb were appointed to serve as trustees evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Clifford De Souza was appointed as Trustee at Star Holdings. - Action: appointed - Role: Trustee source text: each of Clifford De Souza, Nina Matis and Richard Lieb were appointed to serve as trustees evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Nina Matis was appointed as Trustee at Star Holdings. - Action: appointed - Role: Trustee source text: each of Clifford De Souza, Nina Matis and Richard Lieb were appointed to serve as trustees evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Brett Asnas was appointed as Chief Financial Officer at Star Holdings. - Action: appointed - Role: Chief Financial Officer source text: Brett Asnas, as Chief Financial Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Executive change Jay Sugarman resigned as Trustee at Star Holdings. - Action: resigned - Role: Trustee source text: Jay Sugarman, the sole trustee of Star Holdings, resigned evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Governance Changes Star Holdings: Amended and Restated Bylaws adopted, containing advance notice provisions for shareholder nominations and proposals, and other governance provisions (effective 2023-03-31). - Change: bylaw amendment - Effective: 2023-03-31 source text: On March 31, 2023, the Board adopted the Star Holdings' Amended and Restated Bylaws (the "Amended and Restated Bylaws"). evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Governance Changes Star Holdings: Amended and Restated Declaration of Trust, setting authorized shares to 200,000,000 common shares and 30,000,000 preferred shares, and providing one vote per common share (effective 2023-03-31). - Change: charter amendment - Effective: 2023-03-31 source text: On March 31, 2023, Star Holdings amended and restated its Declaration of Trust (the "Amended and Restated Declaration of Trust"). evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - M&A Transactions Star Holdings completed a disposition involving iStar Inc. (closed 2023-03-31). - Action: disposition - Counterparty: iStar Inc. - Closing: 2023-03-31 source text: Separation and Distribution Agreement”), dated as of March 31, 2023, by and between iStar Inc., a Maryland corporation ("iStar"), and Star Holdings, a Maryland statutory trust ("Star Holdings"). evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm - Material Agreements Star Holdings entered into Separation and Distribution Agreement with New Safe (formerly iStar, now Safehold Inc.) (effective 2023-03-31). - Action: entry - Agreement: supply - Counterparty: New Safe (formerly iStar, now Safehold Inc.) - Effective: 2023-03-31 source text: On March 31, 2023, in connection with the Spin-Off, Star Holdings entered into the Separation and Distribution Agreement evidence_url: https://www.sec.gov/Archives/edgar/data/1953366/000110465923039689/0001104659-23-039689-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.