Chatsworth Realty Corporation

45. Amendment 45

    This amendment offers SPT's unsold shares and leases for sale at prices in Exhibit A, except five designated apartments not yet priced, and updates the building's financial, litigation, settlement, and regulatory disclosures.

    • SPT Unsold Shares and Leases offered for sale at prices set forth in Exhibit A; Designated SPT Unsold Apartments A-PH, A-3A, A-4A, 1F and 001 not offered because their prices are not yet determined
    • 2026 Budget sets Maintenance Charges at approximately $62.68 per Share per month, subject to change by the Board without amendment to the Plan
    • SPT Unsold Shares are monthly Maintenance of approximately $171,513 and rents of approximately $12,190 as of May 1, 2026
    • Eviction case disclosure is updated: the SPT lawsuit (Index No. 151749/2025) was dismissed on April 13, 2026, and SPT is appealing
    • Board's lawsuit (Index No. 655551/2021) was discontinued with prejudice by stipulation filed December 1, 2025
    • SPT-funded building work under the Settlement Agreement is expected to be completed in or about September 2026
    • New leases and shares were issued in March 2026 for Subject Apartments ST1, ST2, G1, G2, TH1, TH2, TH3, PH-East and PH-West with changed share allocations
    • FinCEN Reporting Rule takes effect March 1, 2026 and requires reporting of certain non-financed transfers to legal entities or trusts

44. Amendment 44

    This amendment lets C72 LLC keep selling its unsold shares under updated prices, extends the Plan for those shares, updates the board and financial disclosures, and adds the 2025 budget.

    • C72 LLC continues offering 2,725.50 unsold shares at the prices in Exhibit A, totaling $90,088,011
    • Plan term extended 12 months from acceptance for filing, for C72's unsold shares only
    • Initial Control Period has ended; board members listed, with Jason Jones as C72 designee for SPT Chatsworth Holdings LLC
    • 2025 annual budget attached: maintenance $58.70 per share per month, increased 2.68% to $60.28
    • 2022 and 2023 financial statements attached; 2024 statements not yet provided to C72
    • C72 monthly maintenance approximately $164,291.00 against rent of approximately $74,128.44; sponsor covers any deficit
    • C72 reports it is current on all obligations to the Apartment Corporation and has obtained no financing
    • Apartment Corporation's litigation against the Original Sponsor is ongoing; see Note 12

43. Amendment 43

    This amendment offers unsold shares and leases in the building at revised prices in Exhibit A, newly offers nine apartments, adds updated floor plans and patios for some of them, and discloses a settlement between the sponsor's successor and the apartment corporation.

    • Unsold shares and leases offered at revised purchase prices set forth in Exhibit A
    • Apartments ST1, ST2, G1, G2, TH1, TH2, TH3, PH-East and PH-West newly offered
    • Apartments A-3A, A-4A, A-PH, 1F and 001 not offered yet; prices not yet determined
    • Updated floor plans for Subject Apartments; G1, G2, ST1, ST2, TH1, TH2 and TH3 gain exterior patios via Air Rights
    • Settlement Agreement dated as of December 2, 2024 resolves disputes between SPT and the Apartment Corporation; SPT agrees to pay for certain building completion work
    • Renovations of Subject Apartments anticipated to be complete by July 2025
    • As of April 1, 2025, SPT maintenance on unsold shares approximately $174,300 per month; rents approximately $12,190 per month
    • 2023 audited financial statements attached; 2024 financial statements not yet available

42. Amendment 42 __________, 2024

    SPT Chatsworth Holdings offers unsold shares and apartments for sale at the prices in Exhibit A, newly offering four apartments and disclosing updated floor plans, a tenant protection plan, financial, reserve and litigation information, and an extended plan usage period.

    • Unsold SPT shares offered at Exhibit A prices; 6A ($7,000,000), TH4 ($2,675,000), Maisonette A ($8,675,000) and G3 ($850,000) newly offered
    • No prices yet for 11 designated unsold apartments: A-3A, A-4A, A-PH, PH-East, PH-West, TH2, TH3, 1F, 1R, SL008/SL009 and 001
    • Updated floor plans for the Subject Apartments replace prior plans; 42nd Amendment Addendum describes changes to them
    • Tenant protection plan filed with NYC Department of Buildings added
    • As of March 1, 2024, SPT's monthly maintenance on offered shares is approximately $78,621.22, with no rent received and no shares pledged to lenders
    • Reserve balances as of January 31, 2024 disclosed; 2024 budget maintenance approximately $58.71 per share per month
    • Façade special assessment of $339.10 per share disclosed, payable in monthly installments of $28.26 from July 1, 2023 to May 31, 2024
    • Litigation update: RPAPL § 881 proceedings commenced March 21 and 22, 2024; plan may not be used after twelve months from the filing date

41. Amendment 41 _________, 2024

    This amendment names Moritt Hock & Hamroff LLP as the sponsor's attorney and escrow agent, reports a 3.8322% maintenance increase, and updates the escrow, sponsor finances, board, managing agent, and budget information.

    • Board approved a 3.8322% maintenance increase that commenced on January 1, (date cut off in the text)
    • Moritt Hock & Hamroff LLP becomes attorneys for C72 Sponsor and Escrow Agent for unit sales
    • Escrow account held at TD Bank, N.A.; deposits go to a non-interest bearing account unless the purchaser delivers a W-9 or W-8
    • C72 Sponsor's total monthly maintenance on its unsold shares is approximately $159,998.15; rent collected from those apartments is approximately $65,602.52
    • Board members listed; the Initial Control Period has ended and sponsor affiliates no longer control the Board
    • FirstService Residential is the current managing agent, subject to change by the Board without amendment
    • 2024 budget attached as Exhibit B; 2023 financial statements not yet provided to C72
    • C72 Unsold Shares continue to be offered at the prices on Schedule A (Exhibit A)

39. Amendment 39 January 23, 2024

    The amendment revises the purchase price of one unsold apartment, Apartment 609, to $3,475,000.00, and states there are otherwise no material changes.

37. Amendment 37 October 5, 2023

    Revises the Purchase Prices for two unsold apartments, Apartment 508 and Apartment 1101, in the Chatsworth Realty Corporation cooperative offering plan.

    • Apartment 508 Revised Purchase Price: $5,400,000.00
    • Apartment 1101 Revised Purchase Price: $7,450,000.00

36. Amendment 36

    This amendment updates the plan for SPT HUS, the holder of unsold shares after the UCC foreclosure, adding its financial disclosures, reserve balances, the 2023 budget, and a façade special assessment, and noting that some unsold apartments are not yet offered because their prices are not set.

    • SPT Unsold Shares are offered at the prices listed in Exhibit A
    • Designated SPT Unsold Apartments (including A-3A, A-4A, A-6A, A-PH, A-TH, PH-East, PH-West, TH2, TH3, TH4, 1F, 1R, SL008/SL009 and 001) are not offered because SPT HUS has not determined their prices
    • About $54,319.99 monthly Maintenance payable by SPT HUS on SPT Unsold Shares as of August 24, 2023; no rent received
    • Façade special assessment of $339.10 per Share, payable in twelve monthly installments of $28.06 per Share from July 1, 2023 to May 31, 2024
    • Reserve balances as of July 31, 2023: capital assessment account about $1,124,612.93; reserve account about $1,153,790.80
    • Financial statements for 2020, 2021 and 2022 not provided
    • 2023 operating budget attached as Exhibit C; Maintenance about $56.54 per Share per month as of August 1, 2023, subject to change by the Board
    • SPT HUS designee Jason L. Jones sits on the Board; SPT HUS does not control the Board

35. Amendment 35 March 21, 2023

    The Thirty-Fifth Amendment revises the purchase price of one unsold apartment, Apartment 1106, to $1,695,000.00.

34. Amendment 34 February 27, 2023

    This amendment revises the purchase prices of two unsold apartments, Apartment 301 and Apartment 609, and makes no other material changes.

    • Purchase price of Apartment 301 revised to $7,995,000.00
    • Purchase price of Apartment 609 revised to $3,995,000.00

33. Amendment 33 _________, 2023

    This amendment updates buyers on C72's continued sale of 44 unsold apartments, its finances, the board's change in control, the HFZ Sponsor loan default, the 2023 budget, and new litigation, mechanics' lien, and possible special assessment risks.

    • Special risk: Board may issue a Special Assessment to all shareholders because some shareholders are in maintenance arrears; Board has commenced litigation against multiple shareholders over arrears
    • Special risk: Scotti Action (Index No. 157209/2022) names the Corporation, C72 LLC, and other entities as defendants over a May 4, 2022 incident in a resident's apartment
    • Special risk: Mechanics' liens may still encumber the Premises; C72 has not been served with any lien notices
    • Board of Directors: five members listed after the December 12, 2022 annual meeting; the Initial Control Period has ended and sponsor affiliates no longer control the Board
    • SPT Chatsworth Holdings acquired the HFZ Unsold Shares around April 2021 after HFZ Sponsor defaulted on its loan (notice dated October 14, 2020)
    • C72's monthly maintenance for its unsold shares is approximately $154,094.54 (aggregate), against rent of approximately $65,202.88 (aggregate); deficits to be covered by sales, capital contributions, or loans from C72
    • 2023 annual budget annexed as Exhibit C; 2019 certified financial statements annexed as Exhibit B, with 2020 and 2021 statements not yet provided
    • C72 continues to offer the 44 unsold apartments at prices set forth on Schedule A

32. Amendment 32 November 3, 2022

    The amendment revises the purchase prices for two unsold apartments, 909 and 1106, and confirms there have been no other material changes.

    • Purchase price of Apartment 909 revised to $1,850,000.00
    • Purchase price of Apartment 1106 revised to $1,895,000.00

31. Amendment 31

    SPT HUS, the successor to HFZ's unsold shares after an April 2021 UCC foreclosure, may now sell 24 unsold apartments, but 14 designated apartments are excluded until their prices and floor plans are set.

    • SPT HUS took the shares of 24 unsold apartments in UCC foreclosure sales on April 6, 2021, closing April 9, 2021
    • SPT HUS may now offer and sell the SPT Unsold Apartments under this amendment
    • Designated apartments A-3A, A-4A, A-6A, A-PH, A-TH, PH-East, PH-West, TH2, TH3, TH4, 1F, 1R, SL008/SL009 and 001 are not offered yet, because prices are not set
    • Floor plans for the designated apartments are not included in this amendment
    • SPT HUS will file price change amendments once designated apartment prices are finalized
    • SPT HUS is landlord under leases on the SPT Unsold Apartments and does not assume HFZ's obligations
    • Updated floor plans added as Exhibit A-1
    • 2022 Apartment Corporation Budget added as Exhibit C

30. Amendment 30 _________, 2021

    This amendment confirms C72 LLC's continued offering of 46 unsold apartments, discloses HFZ Sponsor's loan default and the 2021 special assessment for unpaid real estate taxes, and updates the board, managing agent, and 2021 budget.

    • C72 LLC continues offering the 46 C72 Unsold Apartments at the prices on Schedule A (Exhibit A)
    • C72 is a successor sponsor only for its unsold shares and is not liable for HFZ Sponsor's disclosures or obligations
    • SPT acquired the HFZ Unsold Shares in or around April 2021 after HFZ Sponsor defaulted on its loan
    • $10,000,000 July 2021 Special Assessment issued June 21, 2021 to pay real estate tax arrears; C72's share is approximately $2,853,350.83
    • A further special assessment may be needed because some shareholders may be in maintenance arrears
    • Five-member board elected June 15, 2021; the Initial Control Period has ended
    • Building now managed by FirstService Residential, 622 Third Avenue
    • 2021 budget annexed as Exhibit B; electric and gas expenses are projections based on 2019 draft financial statements

29. Amendment 29 8/18/2020

    This amendment extends the Plan's term by twelve months, revises the floor plans and Schedule A for six apartments, updates sponsor financial and board-control information as of June 1, 2020, and replaces Purchase Agreement paragraph 9.2 to address New York State transfer and mansion tax changes.

    • Plan term extended for twelve (12) months from the filing of this Amendment
    • Closing cost table in the Plan should not be relied upon because New York State transfer and mansion tax rates may no longer apply to certain purchasers
    • Paragraph 9.2 of the Purchase Agreement replaced for purchasers whose closings occur on or after July 1, 2019 and who signed after April 1, 2019
    • Floor plans of Apartments TH2, TH3, TH4, 402, 609 and 909 revised to as-built conditions; Schedule A updated
    • Sponsor's Loans matured December 31, 2019 and have been extended to November 30, 2020
    • Sponsor and its Affiliate hold 3,757.23 Unsold Shares as of June 1, 2020; 3,757.23 shares transferred in part to HFZ 344 West 72nd Street Two LLC, which will not sell until it registers as a broker-dealer and amends the Plan
    • Sponsor remains in control of the Board as of June 1, 2020; monthly Maintenance Charges on Unsold Shares total $153,918.68
    • Monthly rental income from tenants of Unsold Apartments held by Sponsor and its Affiliate is $11,944.99

28. Amendment 28

    This amendment discloses the sponsor's financial obligations for unsold shares, attaches 2018 financials and a 2020 budget, flags a possible special assessment tied to a 2019 real estate tax appeal, and updates buyer-facing notices on federal reporting, rent laws, and transfer taxes.

    • C72 sponsor's maintenance for unsold shares is approximately $103,384.52 per month, against approximately $76,649.39 per month in rent collected from those apartments; deficits to be covered by C72 sales, capital contributions or loans
    • Attaches 2018 financial statement (Exhibit B) and 2020 budget (Exhibit C); 2019 financial statement to be added by a later amendment
    • Possible special assessment for each shareholder's pro rata share of any 2019 real estate tax shortfall (July 1 to December 31, 2019), pending the Board's tax appeal
    • Adds FinCEN Geographic Targeting Order notice: title companies must report certain non-financed purchases of $300,000 or more, including in Manhattan; order effective through May 9, 2020, subject to extension
    • Adds summary of the Housing Stability and Tenant Protection Act of 2019 (Exhibit E), including MCI cap reduced from 6% to 2% and IAI limits
    • Updates closing costs: transfer tax changes effective July 1, 2019, including NYC RPT and NYS RET rates and Mansion and Supplemental Mansion Tax payable by purchaser
    • Discloses sponsor's principals' interests in other buildings; states C72 does not control the Board, and its representative is Anthony Contardo

27. Amendment 27 5/13/2019

    This amendment combines former Apartments 4G and 4S into Apartment 402, adopts a 2019 operating budget with a calendar fiscal year, adds title-company reporting and smoking-policy disclosures, and updates unsold-share, board-control, reserve fund and loan information.

    • Apartment 4G combined with the remaining portion of former Apartment 4S to create Apartment 402 (DOB permit 122739778-01-EW-OT)
    • Operating budget for January 1, 2019 through December 31, 2019 adopted (Exhibit A-1); fiscal year changed to a calendar year
    • Title companies must report beneficial-owner information under the FinCEN Order for qualifying purchases; Purchaser bears any added costs or delays
    • Smoking policy rider added to the Purchase Agreement form for Unsold Apartments held by Sponsor (Exhibit F)
    • Unsold Shares held by Sponsor and its Affiliates: 4,347.77 as of February 12, 2019
    • Sponsor remains in control of the Board of Directors as of February 6, 2019
    • Reserve Fund balance was $399,893.00 as of February 6, 2019; the Board has withdrawn funds for capital work
    • Sponsor Loans have a maturity date of December 31, 2019

26. Amendment 26 _________, 2019

    This amendment lets C72 LLC sell the unsold shares and leases for 46 apartments under the Plan, using its own contract of sale with set prices, no default financing contingency, and revised escrow terms.

    • C72 LLC now sells unsold shares and leases for 46 apartments, bought from HFZ Sponsor (contract dated November 17, 2017; purchase November 30, 2017)
    • Prices for these shares are set in Schedule A (Exhibit A), which is not reproduced in this text
    • Purchaser's obligations are not contingent on financing, unless C72 elects to make them so
    • Purchasers pay $2,500.00 to Ganfer Shore Leeds & Zauderer LLP for coordinating and attending the closing
    • Purchasers pay New York City and New York State transfer taxes, the Mansion Tax, and stock transfer stamps
    • Time is of the essence for a 30-day cure period after a default notice, which the amendment calls a special risk
    • Assignment of a C72 contract requires C72's prior written consent
    • Deposits go to the Ganfer Shore Leeds & Zauderer LLP escrow account at Citibank, and the Attorney General no longer adjudicates deposit disputes for these purchasers

25. Amendment 25 November 16, 2018

    This amendment changes the purchase prices of certain unsold apartments at 340-344 West 72nd Street, as listed on a revised Schedule A, and does not extend any Exclusive Purchase Period.

    • Purchase prices of the unsold apartments listed on the revised Schedule A (Exhibit A) are increased or decreased to the prices shown there
    • Sponsor may revise prices and other sale terms further, but not for any apartment with a Purchase Agreement in effect without that purchaser's consent
    • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • This amendment does not extend or renew any Exclusive Purchase Period
    • Schedule A covers the cooperative operation year July 1, 2016 - June 30, 2018 and shows offering prices, share allocation, and projected monthly maintenance charges at $421.24 per share

24. Amendment 24 October 5, 2018

    This amendment changes the purchase prices of certain unsold apartments, as shown on a revised Schedule A, and does not extend or renew any Exclusive Purchase Period.

    • Purchase prices of apartments listed on the revised Schedule A increased or decreased to the prices shown there
    • Sponsor may revise prices and terms of its unsold apartments further, but not for apartments under a purchase agreement without that purchaser's consent
    • Purchase prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • Schedule A sets out share allocations, square footage and projected monthly maintenance charges at $421.24 per share for July 1, 2016 - June 30, 2018

23. Amendment 23 June 15, 2018

    This amendment revises the purchase prices of certain unsold apartments, with some prices increased and others decreased, as shown on the revised Schedule A.

    • Purchase prices of the unsold apartments listed on the revised Schedule A are increased or decreased
    • Schedule A covers the year of cooperative operation July 1, 2016 - June 30, 2018
    • Schedule A lists projected monthly maintenance charges at $421.24 per share
    • Sponsor may revise prices and other sale terms further, but not for apartments under a Purchase Agreement in effect without that purchaser's consent
    • Offering prices to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • The amendment does not extend or renew any Exclusive Purchase Period

22. Amendment 22 April 20, 2018

    This amendment replaces the purchase prices of the unsold apartments in Schedule A, raising or lowering them to the new figures shown, with no extension of any Exclusive Purchase Period.

    • Purchase prices of unsold apartments shown on revised Schedule A increased or decreased to the prices shown there
    • Sponsor may revise further the Purchase Prices and other terms of sale, except for apartments under a Purchase Agreement then in effect without that purchaser's consent
    • Offering prices to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • This amendment does not extend or renew any Exclusive Purchase Period
    • Schedule A covers the year of cooperative operation July 1, 2016 - June 30, 2018, with projected maintenance charges at $421.24 per share

21. Amendment 21 April 3, 2018

    The amendment raises the non-tenant purchase price of one unsold apartment, 4G, to $2,660,000 and reaffirms the Sponsor's right to revise prices, without extending any Exclusive Purchase Period.

    • Purchase price for non-tenant purchasers of Apartment 4G increased to $2,660,000
    • Sponsor may further revise prices and terms, except for apartments under a Purchase Agreement without the purchaser's consent
    • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • No Exclusive Purchase Period is extended or renewed by this amendment

20. Amendment 20 3/29/2018

    The amendment reports that maintenance charges began January 1, 2018, adds a six-month special assessment on shareholders for real estate taxes, extends the operating budget through June 30, 2018, corrects share allocations for two apartments, and updates sponsor financial, unsold-share and bulk-sale information.

    • Maintenance Charges collected from Shareholders by the Board starting January 1, 2018, when the Waiver Period ended
    • Special assessment on Shareholders for real estate taxes starting April 1, 2018, for six months
    • Operating budget extended through June 30, 2018
    • Share allocations corrected: Apartment 9B to 25.73 Shares and Apartment 9J to 29.88 Shares
    • Bulk sale of certain Unsold Shares to C72 LLC on November 30, 2017; buyer must register as a broker-dealer before selling them
    • Sponsor holds 4,780 Unsold Shares as of March 16, 2018
    • Sponsor loans, with Starwood Property Mortgage as agent, have a maturity date of August 31, 2018
    • Title company reporting requirements under the FinCEN Order added for Purchasers

19. Amendment 19 October 4, 2017

    This amendment changes the purchase prices of certain apartments at 340 and 344 West 72nd Street, shown in a revised Schedule A, and does not extend any Exclusive Purchase Period.

    • Purchase prices of the apartments listed on the revised Schedule A (Exhibit A) are increased or decreased to the prices shown
    • Sponsor may revise further prices and other terms of sale, but not for an apartment with a Purchase Agreement in effect without that purchaser's consent
    • Purchase prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • This amendment does not extend or renew any Exclusive Purchase Period
    • Schedule A covers the second year of cooperative operation, July 1, 2016 - June 30, 2017
    • Projected maintenance charges in Schedule A are based on $421.24 per share

18. Amendment 18 6/6/2017

    This Eighteenth Amendment combines two vacant apartments into one renovated unit, changes the selling agent to Douglas Elliman, raises the projected first-year budget by approximately 5.449%, and updates unsold shares, reserve fund, sponsor loan and title reporting information.

    • Vacant Apartments A-2A and A-2B combined into renovated Apartment A-2A; common areas M001, M002 and M003 shown in chart as becoming Apartments 003, 004 and 005
    • Total apartments now 107 including Resident Manager's Apartment: 15 in the 340 Building and 92 in the 344 Building
    • Selling agent changed to Douglas Elliman, LLC d/b/a Douglas Elliman Real Estate
    • Projected budget for First Year of Cooperative Operation increased by approximately 5.449% over the Sixth Amendment
    • Unsold Shares total 8,387.26 as of March 21, 2017
    • Reserve Fund balance is $2,323,413 as of March 22, 2017, after $958,517.48 was withdrawn for building work
    • Sponsor loans have a maturity date of August 31, 2018; senior loan balance approximately $126,858,360.77 as of March 22, 2017
    • Title companies must report beneficial owner information under FinCEN order, currently effective until August 22, 2017 (subject to extension)

17. Amendment 17 12/8/2016

    The amendment discloses that the building was transferred to the Apartment Corporation, that the first closing occurred, that Sponsor's lender and pledge arrangements changed, and that Sponsor has waived Maintenance Charges and manages the building through an affiliate.

    • Fee title to the Property transferred from HFZ 344 West 72nd Street Owner LLC to the Apartment Corporation by deed dated April 27, 2016
    • First closing occurred May 2, 2016 (Apartment 303), the Coop Conversion Date
    • Sponsor's lender released the building mortgage in exchange for a pledge of Sponsor's interest in Unsold Shares; Starwood Property Mortgage, L.L.C. is agent for the lenders
    • Sponsor has elected to waive Maintenance Charges for a Waiver Period set by Sponsor, starting May 2, 2016, with at least 30 days' written notice before it ends
    • Reserve Fund funded up front in full at 3% of Total Price; balance was $3,281,930.48 as of November 9, 2016
    • Management Agreement with HFZ Property Management, LLC, a Sponsor affiliate, for an initial three-year term, renewing automatically for three-year periods
    • Special risk added regarding a FinCEN order requiring title company reporting (text cut off)

16. Amendment 16 6/14/16

    This amendment adds omitted purchase prices to the price schedule, gives tenants a new 30-day window to buy at a discount, offers new penthouse apartments for sale, moves escrow to a new bank, and adds two special risk warnings.

    • Total tenant offering price raised to $164,096,524 after omitted purchase prices were added to Schedule A
    • Tenants in occupancy get a new 30-day right to buy their apartment as-is at 62% of the non-tenant purchase price
    • Penthouse additions approved; A-PH, PH-East and PH-West now offered for sale
    • Certain apartments combined and/or renovated as shown in the charts
    • Total apartments now 108 including the Resident Manager's Apartment (16 in 340 Building, 92 in 344 Building)
    • Apartment 1S eliminated and replaced by a tenant storage amenity
    • Escrow moved to JP Morgan Private Banking, 270 Park Avenue, 18th Floor
    • FinCEN title reporting special risk added for qualifying closings from March 1, 2016, currently anticipated to end August 27, 2016

15. Amendment 15 May 13, 2016

    This amendment raises the Purchase Prices for non-tenant buyers of 22 listed apartments at 340-344 West 72nd Street, and it leaves the existing tenant protections in place.

    • Non-tenant Purchase Prices increased for 22 apartments: A-TH, A-3B, A-3A, A-4A, A-4B, A-5B, A-6A, TH2, TH3, TH4, 209, 301, 302, 404, 408, 409, 502, 508, 802, 908, 1008, 1208
    • Sponsor may revise prices and other terms further, but not for apartments under a Purchase Agreement without that purchaser's consent
    • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • Amendment does not extend or renew any Exclusive Purchase Period

14. Amendment 14 April 26, 2016

    The amendment discloses that the Owner Entity will transfer fee title to the Property to the Apartment Corporation by warranty deed, assigning its title policy instead of buying a new one, with Sponsor indemnity for certain title claim failures.

    • Fee title to 340-344 West 72nd Street to pass from HFZ 344 West 72nd Street Owner, LLC to Chatsworth Realty Corporation before shares are sold
    • Transfer by full covenant and warranty deed, with the Owner Entity's interest in the existing title policy assigned to the Apartment Corporation
    • No new owner's title policy to be purchased; existing policy dated December 31, 2012, No. 81306-5039, NY120872 ($150,000,000) to be used
    • Apartment Corporation may claim directly under the title policy per Section 32 of the TIRSA Rate Manual, with an indirect claim through the Owner Entity if denied
    • Sponsor to indemnify Shareholders and the Board for actual losses from a final denial of a Section 32 claim or if the policy is not issued in the Apartment Corporation's name
    • Exclusive Purchase Period not extended or renewed
    • No other material changes to the Plan

13. Amendment 13 April 15, 2016

    This amendment changes the purchase prices of certain apartments in the Chatsworth Realty Corporation cooperative plan, replacing them with the prices on a revised Schedule A (Exhibit A).

    • Purchase prices of the apartments listed on revised Schedule A (Exhibit A) increased or decreased to the prices shown there
    • Sponsor may revise prices and other sale terms further, but not for apartments with a Purchase Agreement in effect without that purchaser's consent
    • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • No Exclusive Purchase Period is extended or renewed
    • Revised Schedule A shows first-year expenses for July 1, 2016 - June 30, 2017, with projected maintenance charges at $399.22 per share monthly

12. Amendment 12 March 7, 2016

    The amendment declares the Chatsworth Realty Corporation plan effective, updates the apartment count and prices, gives tenants a 60% discount to buy their apartments for 30 days, and adds a window-replacement reserve credit and a single-deposit purchase agreement.

    • Plan declared effective: 17 bona fide purchaser Agreements as of February 22, 2016, about 15% of the 113 Residential Apartments
    • Tenants in occupancy may buy their apartment as-is, as an Unrenovated Apartment, at 60% of the non-tenant Purchase Price for 30 days from acceptance, with a new 30-day Exclusive Purchase Period for Eligible Tenants
    • Total tenant offering price is $135,037,924
    • Apartment count is 113 (16 in the 340 Building, 97 in the 344 Building), reflecting the elimination of the floor slab in Apartment 8J to create a double-height ceiling in Apartment 707
    • Updated Schedule A (Exhibit D) sets Purchase Prices and share allocations for both buildings
    • Reserve Fund Credit of $2,417,089.00 for window replacement, capped at the lesser of actual cost or 1% of the Total Price
    • Purchase Agreement now has a single deposit instead of separate initial and additional deposits
    • Sponsor may convert Common Areas into Storage Areas and license them, keeping the license proceeds; the Plan term expires six months from filing of this Amendment

11. Amendment 11 January 22, 2016

    This amendment offers certain apartments that Sponsor is combining and renovating, changes Schedule A purchase prices and share allocations, lowers the apartment count to 114, and updates the projected first year of cooperative operation.

    • Certain apartments in the 340 and 344 Buildings are combined and/or renovated into new apartments, as listed in the charts
    • Purchase prices, share allocations and related information updated per revised Schedule A (Exhibit A)
    • Total apartments now 114 (including Resident Manager's Apartment): 16 in 340 Building, 98 in 344 Building
    • Sponsor cannot close on listed apartments until DOB issues a permit or approval allowing the combinations and renovations
    • Projected first year of cooperative operation updated to July 1, 2016 through June 30, 2017
    • Budget Expert certification reaffirms Schedule B and Notes to Schedule B
    • Exclusive Purchase Period not extended or renewed
    • Sponsor may further revise prices and terms, but not for apartments under a Purchase Agreement without the purchaser's consent, and not increase Eligible Tenant prices during an Exclusive Purchase Period

10. Amendment 10 December 22, 2015

    This Tenth Amendment changes the purchase prices of certain apartments at 340 and 344 West 72nd Street to the amounts in its revised Schedule A, and does not extend or renew any Exclusive Purchase Period.

    • Purchase prices of listed apartments increased or decreased to the prices in revised Schedule A (Exhibit A)
    • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
    • Exclusive Purchase Period not extended or renewed
    • Sponsor may further revise purchase prices and sale terms, but not for apartments under a Purchase Agreement in effect without that purchaser's consent
    • Schedule A shows projected maintenance charges of $399.26 monthly for January 1, 2015 to December 31, 2015

9. Amendment 9 December 18, 2015

   This Ninth Amendment makes Apartment 10R an unrenovated unit for sale, updates the Schedule A prices and share allocations for the 340 and 344 buildings, moves the tenant in Apartment 10F to Apartment 702, and extends the plan's expiration date.

   • Apartment 10R now offered for sale as an "Unrenovated" Apartment
   • Schedule A updated with Purchase Prices, share allocations and related information for Apartments in both the 340 and 344 Buildings
   • Floor plan for Apartments 10F and 10R added as Exhibit B
   • Tenant in Apartment 10F relocated to Apartment 702 under a relocation agreement dated as of October 22, 2015
   • Apartment 10F now listed as "Vacant" and Apartment 702 as "Rent Stabilized"
   • Plan expiration extended to the later of six months from the filing of this Amendment or January 9, 2016
   • No Exclusive Purchase Period extended or renewed

8. Amendment 8

   This amendment reduces the building's apartment count from 128 to 120 by combining and renovating vacant units, changes how several units are offered, and discloses future renovation plans and updated tax projections.

   • Total apartments reduced from 128 to 120 (16 in the 340 Building, 104 in the 344 Building)
   • Apartment 10R now offered uncombined and unrenovated; Apartments 9F and 9R offered as part of Renovated Unit 902
   • 3 apartments in the 340 Building combined into 1, and 9 in the 344 Building combined into 3, subject to further DOB filings
   • Renovated Apartments: 8 in the 340 Building and 40 in the 344 Building
   • Some apartments designated "Future Renovation" are not offered at this time
   • Future renovations planned, with possible buyout offers to occupied-unit tenants and PH-Chatsworth reconfigured into PHE and PHW
   • First Year of Cooperative Operation tax projection is $1,378,378.50; 2016/2017 tax year projection is $1,642,026.00
   • Authorized shares set at 11,000, with 10,324 to be issued to the 120 apartments

7. Amendment 7 July 17, 2015

   This amendment changes the purchase prices of certain apartments in the Chatsworth Realty Corporation cooperative plan to the prices on revised Schedule A, while keeping protections for existing purchase agreements and Eligible Tenants.

   • Purchase prices of certain apartments changed to the prices shown on revised Schedule A (Exhibit A), some increased and some decreased
   • Schedule A prices are for the first year of cooperative operation, January 1, 2015 to December 31, 2015
   • Example: A-3A at 340 West 72nd Street now shows 5,415,000 for Eligible Tenants and 5,700,000 for Non Eligible Tenants
   • Sponsor may revise prices further, but not for apartments with a Purchase Agreement in effect without that purchaser's consent
   • Purchase prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
   • Does not extend or renew any Exclusive Purchase Period
   • Schedule A text is cut off after apartment 10F, so later apartments are not shown

6. Amendment 6

   This Sixth Amendment reconfigures apartments in both buildings, reduces the total from 136 to 128 apartments, changes the penthouse and renovation plans, adds an optional five-bedroom layout, and updates Schedule A.

   • Apartments 9F, 9R and 10R will not be combined into Renovated Apartment 904; they are offered uncombined and unrenovated
   • 7 Apartments (and a portion of 1 other) in the 340 Building to be combined into 4 Apartments; 11 Apartments in the 344 Building to be combined into 4 Apartments
   • Total apartments reduced from 136 to 128 (340 Building: 21 to 18; 344 Building: 115 to 110)
   • Renovated Apartments: 7 in the 340 Building and 38 in the 344 Building
   • PH-CHATSWORTH no longer to be created or offered; PHE and PHW to be created in the 344 Building; A-PH penthouse plans await DOB and LPC approval
   • Apartments 408, 508, 908, 1008 and 1208 may be bought as five-bedroom apartments with an alternate layout for a $100,000 construction cost paid by the purchaser, timing by mutual agreement
   • Apartments designated 'Future Renovation' in Schedule A Column (7) are not offered for sale now and may be offered later by amendment
   • 344 Building sub-cellar to be renovated into a fitness room, yoga room, game room, lounge, children's playroom, library lounge and bicycle storage room

5. Amendment 5 April 24, 2015

   This amendment changes the purchase prices of certain apartments offered by Sponsor HFZ 344 West 72nd Street LLC, as set out in a revised Schedule A.

   • Purchase Prices of apartments listed on the revised Schedule A (Exhibit A) are increased or decreased
   • Sponsor may revise prices and other sale terms further, but not for apartments under a Purchase Agreement in effect without that Purchaser's consent
   • Purchase Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
   • This Amendment does not extend or renew any Exclusive Purchase Period

4. Amendment 4 April 14, 2015

   This amendment changes the purchase prices of certain apartments in the Chatsworth Realty Corporation cooperative offering plan, as shown in a revised Schedule A (Exhibit A), and makes no other material changes.

   • Purchase prices of the apartments listed on the revised Schedule A are increased or decreased to the prices shown there
   • Sponsor may revise prices and other terms further, but not for any apartment with a Purchase Agreement in effect without that purchaser's consent
   • Purchase prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
   • The amendment does not extend or renew any Exclusive Purchase Period
   • Schedule A covers the first year of cooperative operation, January 1, 2015 to December 31, 2015

3. Amendment 3 March 12, 2015

   This amendment lowers the purchase prices of certain apartments in the Chatsworth Realty Corporation plan to the amounts shown on its revised Schedule A (Exhibit A).

   • Purchase prices decreased for the apartments listed on revised Schedule A (Exhibit A)
   • Sponsor may revise prices and other sale terms further, but not for an apartment with a Purchase Agreement in effect without that purchaser's consent
   • Prices offered to Eligible Tenants will not be increased during any Exclusive Purchase Period
   • Exclusive Purchase Period is not extended or renewed
   • Revised Schedule A covers the first year of cooperative operation, January 1, 2015 to December 31, 2015

2. Amendment 2 December 22, 2014

   This amendment raises the purchase prices of certain apartments as set out in a revised Schedule A, without affecting apartments under a Purchase Agreement in effect and without raising Eligible Tenant prices during an Exclusive Purchase Period.

   • Purchase prices of apartments listed on revised Schedule A (Exhibit A) increased
   • No change to apartments with a Purchase Agreement in effect without the purchaser's consent
   • Prices offered to Eligible Tenants not increased during any Exclusive Purchase Period
   • No extension or renewal of any Exclusive Purchase Period
   • Sponsor may further revise purchase prices and other terms of sale per the Plan
   • Revised Schedule A covers January 1, 2015 to December 31, 2015 and lists projected maintenance charges at 391.55 per share

1. Amendment 1

   This amendment updates the Chatsworth Realty Corporation plan to reduce the Apartment count to 136 by combining units, sets a new first year of cooperative operation and updated Schedules, and reports the status of the Penthouse Additions, which DOB has not yet approved.

   • Apartment count reduced from 159 to 136 (21 in the 340 Building, 115 in the 344 Building)
   • 2 Apartments in the 340 Building combined into 1; 41 Apartments in the 344 Building combined into 18
   • 30 Renovated Apartments offered for sale under this amendment (32 Renovated Apartments in total)
   • Penthouse Additions: LPC approved March 11, 2014; DOB approval not yet received; Sponsor expects a DOB response by January 2015
   • PH-Chatsworth, A-PH, 8J and A-LL1 not offered for sale at this time
   • First Year of Cooperative Operation updated to January 1, 2015 through December 31, 2015
   • Updated Schedule A, Schedule B, Schedule B-1 and Opinion of Reasonable Relationship attached
   • Projected real estate taxes for the first year: $1,405,586.50; for 2016/2017: $1,697,045.00

Summarized from the amendments' text (scanned ones read with OCR); the filings themselves are on the Attorney General's site. 43 of 47 amendments summarized so far.