VORNADO REALTY TRUST — Director's Dealing 2017

Jan 12, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VORNADO REALTY TRUST (VNO)
CIK: 0000899689
Period of Report: 2017-01-10

Reporting Person: Franco Michael J. (EVP - Chief Investment Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-10	Restricted Units	$	A	18961	Acquired		Common Shares (18961)	Direct

Footnotes

F1: On January 10, 2017, the reporting person received a grant of restricted units (the "Restricted Units") of Vornado Realty L.P. (the "Operating Partnership"), the operating partnership of Vornado Realty Trust ("the Company'') per the terms of his existing employment agreement dated January 10, 2014. 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 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-one basis or the cash value of such shares.

F2: The Restricted Units vest 100% on January 9, 2018.