VORNADO REALTY TRUST — Director's Dealing 2014

Dec 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VORNADO REALTY TRUST (VNO)
CIK: 0000899689
Period of Report: 2014-12-22

Reporting Person: GREENBAUM DAVID R (President - NY Office Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-22	Common Shares	M	25681	$69.3752	Acquired	170259	Direct
2014-12-22	Common Shares	F	19039	$117.07	Disposed	151220	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-22	Options (Right to Buy)	$69.3752	M	25681	Disposed	2015-02-08	Common Shares (25681)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	39030	Indirect
Common Shares	14930	Indirect
Common Shares	46123	Indirect
Common Shares	8260	Indirect

Footnotes

F1: Common shares of beneficial interest, par value $.04 per share (the "Common Shares"), of Vornado Realty Trust ("the Company").

F2: 23,741 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 and family trusts.

F3: These Common Shares are held by a trust for the benefit of Jessica Greenbaum, Mr. Greenbaum's daughter. Mr. Greenbaum disclaims beneficial ownership of these Common Shares.

F4: These Common Shares are held by a trust for the benefit of Allison Greenbaum, Mr. Greenbaum's daughter. Mr. Greenbaum disclaims beneficial ownership of these Common Shares.

F5: These 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 of these Common Shares. The decline of 29,848 Common Shares held in grantor retained annuity trusts since Mr. Greenbaum's immediately preceeding Form 4 filing is attributable to distributions in accordance with the requirements of the applicable grantor retained annuity trusts.

F6: These Common Shares are held by the David Greenbaum Family Trust. Mr. Greenbaum disclaims beneficial ownership of these Common Shares. The increase of 6,107 Common Shares that were previously reported since Mr. Greenbaum's immediately preceeding Form 4 filing is attributable to distributions in accordance with the requirements of the applicable grantor retained annuity trusts.