VORNADO REALTY TRUST — Director's Dealing 2016

Jan 19, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VORNADO REALTY TRUST (VNO)
CIK: 0000899689
Period of Report: 2015-03-23

Reporting Person: MACNOW JOSEPH (EVP - Finance, Chief Admin. Of)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-23	Common Shares	G	160	—	Disposed	5458	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-14	Restricted Units	$	A	17480	Acquired		Common Shares (17480)	Direct

Footnotes

F1: These Common Shares were a gift.

F2: These Common Shares are held by Mr. Macnow's spouse. The filing of this Form 4 shall not be deemed an admission that Mr. Macnow is the beneficial owner of the Common Shares.

F3: On 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.

F4: The Restricted Units vest in equal portions over a four year-period with the initial vesting occurring on January 10, 2017.