Edgar Filing: Weiss Glen J.

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Weiss Glen J.

2. Date of Event Requiring Statement (Month/Day/Year)
04/05/2019

3. Issuer Name and Ticker or Trading Symbol
VORNADO REALTY TRUST [VNO]

(Last)

(First)

(Middle)

C/O VORNADO REALTY TRUST,Â 888 7TH AVENUE

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP- Off Leasing Co- Head R.E.

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

NEW YORK,Â NYÂ 10019

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	4,578	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Units	Â ⁽¹⁾	Â ⁽¹⁾	Common Shares	60,727	$ ⁽¹⁾	D	Â
Options (Right to Buy)	03/11/2011	03/11/2020	Common Shares	6,893	$ 52.6428	D	Â
Options (Right to Buy)	02/28/2012	02/28/2021	Common Shares	8,633	$ 66.4932	D	Â
Restricted Units ⁽²⁾	Â ⁽³⁾	Â ⁽³⁾	Common Shares	6,591	$ ⁽²⁾	D	Â
Restricted Units ⁽⁴⁾	Â ⁽⁵⁾	Â ⁽⁵⁾	Common Shares	1,489	$ ⁽⁴⁾	D	Â
Restricted Units ⁽⁶⁾	Â ⁽⁷⁾	Â ⁽⁷⁾	Common Shares	11,781	$ ⁽⁶⁾	D	Â
Restricted Units ⁽⁶⁾	Â ⁽⁸⁾	Â ⁽⁸⁾	Common Shares	6,626	$ ⁽⁶⁾	D	Â
Restricted Units ⁽⁹⁾	Â ⁽¹⁰⁾	Â ⁽¹⁰⁾	Common Shares	6,906	$ ⁽⁹⁾	D	Â
Restricted Units ⁽⁹⁾	Â ⁽¹¹⁾	Â ⁽¹¹⁾	Common Shares	5,180	$ ⁽⁹⁾	D	Â
Restricted Units ⁽¹²⁾	Â ⁽¹³⁾	Â ⁽¹³⁾	Common Shares	5,816	$ ⁽¹²⁾	D	Â
AO RUs ⁽¹⁴⁾	Â ⁽¹⁵⁾	01/12/2028	Common Shares	19,914	$ ⁽¹⁴⁾	D	Â
AO RUs ⁽¹⁶⁾	Â ⁽¹⁷⁾	01/14/2029	Common Shares	22,085	$ ⁽¹⁶⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Weiss Glen J. C/O VORNADO REALTY TRUST 888 7TH AVENUE NEW YORK,Â NYÂ 10019	Â	Â	Â EVP- Off Leasing Co- Head R.E.	Â

Signatures

/s/ Steven Santora, Attorney in Fact		04/15/2019
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Class A Units ("Class A Units") of Vornado Realty L.P. (the "Operating Partnership"), are redeemable (subject to certain limitations set forth in the Operating Partnership limited partnership agreement) by the holder for cash equal to the Cash Amount (as defined below) or, at the election of Vornado Realty Trust (the "Issuer"), common shares of beneficial interest ("Common Shares") of the Issuer on a one for one basis or the cash value of such shares (such value, the "Cash Amount"). Subject to the foregoing limitations, Class A Units are immediately redeemable and do not have expiration dates.
(2)	On January 14, 2015, the reporting person received a grant of Restricted Units (the "Restricted Units") of the Operating Partnership. The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Class A Units. See note (1) for a discussion of Class A Units.
(3)	These Restricted Units vested on January 10, 2019.
(4)	On January 14, 2016, the reporting person received a grant of restricted units (the "Restricted Units") of the Operating Partnership. The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Class A Units. See note (1) for a discussion of Class A Units.
(5)	The remaining Restricted Units vest on January 10, 2020.
(6)	On January 13, 2017, the reporting person received a grant of restricted units (the "Restricted Units") of the Operating Partnership. The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Class A Units. See note (1) for a discussion of Class A Units.
(7)	These Restricted Units vest on January 10, 2021.
(8)	3,313 of these units are vested. The remaining Restricted Units vest in equal portions over a two-year period with the initial vesting occurring on January 10, 2020.
(9)	On January 12, 2018, the reporting person received a grant of restricted units (the "Restricted Units") of the Operating Partnership. The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Class A Units. See note (1) for a discussion of Class A Units.
(10)	These Restricted Units vest on January 10, 2022.
(11)	1,295 of these units are vested. The remaining Restricted Units vest in equal portions over a three-year period with the initial vesting occurring on January 10, 2020.
(12)	On January 14, 2019, the reporting person received a grant of restricted units (the "Restricted Units") of the Operating Partnership. The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Class A Units. See note (1) for a discussion of Class A Units.
(13)	These Restricted Units vest in equal portions over a four-year period with the initial vesting occurring on January 10, 2020.
(14)	On January 12, 2018, the reporting person received a grant of appreciation only restricted units (the "AO RUs") of the Operating Partnership. The AO RUs are a class of units of the Operating Partnership that, following the occurrence of certain events and upon vesting, are convertible by the holder into an equivalent number of Class A Units determined by reference to the increase in the value of a Common Share at the time of conversion over the value of a Common Share at the time of grant. See note (1) for a discussion of Class A Units.
(15)	The AO RUs vest in equal portions over a four-year period. The initial vesting occurred on January 10, 2019. The right to convert the AO RUs into Class A units has a maximum term of 10 years. The right to redeem Class A Units does not have an expiration date.See note (1) for a discussion of Class A Units.
(16)	On January 14, 2019, the reporting person received a grant of appreciation only restricted units (the "AO RUs") of the Operating Partnership. The AO RUs are a class of units of the Operating Partnership that, following the occurrence of certain events and upon vesting, are convertible by the holder into an equivalent number of Class A Units determined by reference to the increase in the value of a Common Share at the time of conversion over the value of a Common Share at the time of grant. See note (1) for a discussion of Class A Units.
(17)	The AO RUs vest in equal portions over a four-year period with the initial vesting occurring on January 10, 2020. The right to convert the AO RUs into Class A units has a maximum term of 10 years. The right to redeem Class A Units does not have an expiration date. See note (1) for a discussion of Class A Units.

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