SEC Form 4 · accession 0001179110-16-017842
VORNADO REALTY TRUST · VNO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David R Greenbaum
Officer — President - NY Office Division
Period of report
Jan 14, 2016
Accepted (ET)
Jan 19, 2016 · 8:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000899689
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1,F2 | holding | — | — | — | 120,725 | D | ||
| Common SharesF1,F3 | holding | — | — | — | 65,097 | I | Held by grantor retained annuity trusts | |
| Common SharesF1,F4 | holding | — | — | — | 19,781 | I | Held by trust | |
| Common SharesF1,F5 | holding | — | — | — | 39,030 | I | Held by trust | |
| Common SharesF1,F6 | holding | — | — | — | 14,930 | I | Held by trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted UnitsF7,F8 | — | Jan 14, 2016 | A | 25,278 | A | — | — | Common Shares | 25,278 | 25,278 | D |
Explanation of responses
- F1Common shares of beneficial interest, par value $.04 per share (the "Common Shares"), of Vornado Realty Trust ("the Company").
- F25,747 Common Shares were previously reported as indirectly beneficially owned but were distributed to Mr. Greenbaum in accordance with the requirements of the applicable grantor retained annuity trusts.
- F3These Common Shares are held in grantor retained annuity trusts. The filing of this Form 4 shall not be deemed an admission that Mr. Greenbaum is the beneficial owner ofthese Common Shares. The decrease of 5,747 Common Shares held in grantor retained annuity trusts since Mr. Greenbaum's immediately preceding Form 4 filing is attributable to distributions from the applicable grantor retained annuity trusts.
- F4These Common Shares are held by the David Greenbaum Family Trust. Mr. Greenbaum disclaims beneficial ownership of these Common Shares.
- F5These Common Shares are held by a trust for the benefit of Jessica Greenbaum, Mr. Greenbaum's daughter. Mr. Greenbaum disclaims beneficial ownership of these CommonShares.
- F6These Common Shares are held by a trust for the benefit of Allison Greenbaum, Mr. Greenbaum's daughter. Mr. Greenbaum disclaims beneficial ownership of these CommonShares.
- F7On January 14, 2016, the reporting person received a grant of restricted units (the "Restricted Units") of Vornado Realty L.P. (the "Operating Partnership"), the operating partnership ofVornado Realty Trust ("the Company''). The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertibleby the holder into an equivalent number of Class A Units of the Operating Partnership ("Class A Units"). Class A Units of the Operating Partnership are redeemable by the holder for cash or,at the Company's election, Common Shares of the Company on a one-for-onebasis or the cash value of such shares.
- F8The Restricted Units vest in equal portions over a four-year period with the initial vesting occurring on January 10, 2017.