Steven Roth - Jul 13, 2021 Form 4 Insider Report for VORNADO REALTY TRUST (VNO)

Role: Chairman & CEO, Director
Signature: /s/ Ryan Saum, Attorney in Fact
Stock symbol: VNO
Transactions as of: Jul 13, 2021
Transactions value $: $0
Form type: 4
Date filed: 7/15/2021, 04:46 PM
Previous filing: May 24, 2021
Next filing: Jan 14, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VNO	Restricted Units	Options Exercise		-18.3K	-50%		18.3K	Jul 13, 2021	Common Shares	18.3K		Direct	F1
transaction	VNO	Restricted Units	Options Exercise		-37.3K	-50%		37.3K	Jul 13, 2021	Common Shares	37.3K		Direct	F2
transaction	VNO	Restricted Units	Options Exercise		-27.9K	-100%		0	Jul 13, 2021	Common Shares	27.9K		Direct	F3
transaction	VNO	Class A Units	Options Exercise		+83.5K	+11.73%		795K	Jul 13, 2021	Common Shares	83.5K		LLC	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 15, 2018, the reporting person received a grant of Restricted Units of Vornado Realty L.P. (the "Operating Partnership"), vesting in four equal annual installments beginning on March 15, 2019. 18,280 of these vested Restricted Units are being converted into Class A Units of the Operating Partnership ("Class A Units") on a one-for-one basis pursuant to their terms.
F2	On January 14, 2019, the reporting person received a grant of Restricted Units of the Operating Partnership, vesting in four equal annual installments beginning on January 10, 2020. 37,273 of these vested Restricted Units are being converted into Class A Units on a one-for-one basis pursuant to their terms.
F3	On January 14, 2019, the reporting person received a grant of Restricted Units of the Operating Partnership, which vested immediately upon grant. These 27,916 vested Restricted Units are being converted into Class A Units on a one-for-one basis pursuant to their terms.
F4	These Class A Units are immediately redeemable (subject to certain limitations set forth in the Operating Partnership limited partnership agreement) by the holder for cash or Common Shares of Vornado Realty Trust (the "Issuer") at the election of the Issuer, on a one for one basis or the cash value of such shares. Class A Units do not have expiration dates.
F5	Following the conversions, these Class A Units were contributed by the reporting person to a limited liability company which is managed and controlled solely by the reporting person and all interests therein are held by the reporting person and his spouse. This transfer was exempt from Section 16, including pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended. The reporting person disclaims beneficial ownership of any Class A Units in which he does not have a pecuniary interest.