VORNADO REALTY TRUST — Director's Dealing 2014

Dec 23, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VORNADO REALTY TRUST (VNO)
CIK: 0000899689
Period of Report: 2014-12-19

Reporting Person: ROTH STEVEN (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-04	Common Shares	G	20300	—	Disposed	2960563	Direct
2014-12-19	Common Shares	M	118659	$69.3752	Acquired	3079222	Direct
2014-12-19	Common Shares	F	96263	$115.96	Disposed	2982959	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-19	Options (Right to Buy)	$69.3752	M	118659	Disposed	2015-02-08	Common Shares (118659)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	5603548	Indirect
Common Shares	3873	Indirect
Common Shares	37299	Indirect

Footnotes

F1: These Common Shares were a gift.

F2: Common shares of beneficial interest, par value $.04 per share (the "Common Shares"), of Vornado Realty Trust ("the Company").

F3: These Common Shares are held by Interstate Properties, a New Jersey general partnership of which Mr. Roth is the managing general partner. The filing of this Form 4 shall not be deemed an admission that Mr. Roth is the beneficial owner of these 5,603,548 Common Shares, except to the extent of his pecuniary interest

F4: These Common Shares are held by the Daryl and Steven Roth Foundation, a chartitable foundation over which Mr. Roth holds sole voting and investment power. Mr. Roth disclaims any pecuniary interest in these Common Shares

F5: These Common Shares are held by Mr. Roth's spouse. The filing of this Form 4 shall not be deemed an admission that Mr. Roth is the beneficial owner of these Common Shares.