8-K

VORNADO REALTY TRUST (VNO)

8-K 2022-10-31 For: 2022-10-31
View Original
Added on April 05, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

October 31, 2022

VORNADO REALTY TRUST

(Exact Name of Registrant as Specified in Charter)

Maryland No. 001-11954 No. 22-1657560
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)

VORNADO REALTY L.P.

(Exact Name of Registrant as Specified in Charter)

Delaware No. 001-34482 No. 13-3925979
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
888 Seventh Avenue
--- --- ---
New York, New York 10019
(Address of Principal Executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 894-7000

Former name or former address, if changed since last report: N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Registrant Title of each class Name of each exchange on which registered
Vornado Realty Trust Common Shares of beneficial interest, .04 par value per share New York Stock Exchange
Cumulative Redeemable Preferred Shares of beneficial interest, liquidation preference 25.00 per share:
Vornado Realty Trust 5.40% Series L New York Stock Exchange
Vornado Realty Trust 5.25% Series M New York Stock Exchange
Vornado Realty Trust 5.25% Series N New York Stock Exchange
Vornado Realty Trust 4.45% Series O New York Stock Exchange

All values are in US Dollars.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial Condition.

On October 31, 2022, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the third quarter of 2022.  That press release referred to supplemental data that is available on the Company’s website.  That press release and the supplemental data are attached to this Current Report on Form 8-K as Exhibits 99.1, 99.2 and 99.3, respectively, and are incorporated by reference herein.

Exhibits 99.1, 99.2 and 99.3 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company or Vornado Realty L.P. under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
The following exhibits are being furnished as part of this Current Report on Form 8-K:
99.1 Vornado Realty Trust press release dated October 31, 2022
99.2 Vornado Realty Trust supplemental operating and financial data for the quarter ended September 30, 2022
99.3 Vornado Realty Trust supplemental fixed income data for the quarter ended September 30, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

VORNADO REALTY TRUST
(Registrant)
By: /s/ Deirdre Maddock
Name: Deirdre Maddock
Title: Chief Accounting Officer (duly authorized officer and principal accounting officer)

Date: October 31, 2022

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

VORNADO REALTY L.P.
(Registrant)
By: VORNADO REALTY TRUST,
Sole General Partner
By: /s/ Deirdre Maddock
Name: Deirdre Maddock
Title: Chief Accounting Officer of Vornado Realty Trust, sole General Partner of Vornado Realty L.P. (duly authorized officer and principal accounting officer)

Date: October 31, 2022

3

Document

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EXHIBIT 99.1

P R E S S R E L E A S E

Vornado Announces Third Quarter 2022 Financial Results

New York City | October 31, 2022

Vornado Realty Trust (NYSE: VNO) reported today:

Quarter Ended September 30, 2022 Financial Results

NET INCOME attributable to common shareholders for the quarter ended September 30, 2022 was $7,769,000, or $0.04 per diluted share, compared to $37,689,000, or $0.20 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table on the following page, net income attributable to common shareholders, as adjusted (non-GAAP) for the quarter ended September 30, 2022 was $37,429,000, or $0.19 per diluted share, and $25,926,000, or $0.14 per diluted share for the quarter ended September 30, 2021.

FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended September 30, 2022 was $152,461,000, or $0.79 per diluted share, compared to $158,286,000, or $0.82 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table on page 3, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the quarter ended September 30, 2022 was $157,350,000, or $0.81 per diluted share, and $136,213,000, or $0.71 per diluted share for the quarter ended September 30, 2021.

Nine Months Ended September 30, 2022 Financial Results

NET INCOME attributable to common shareholders for the nine months ended September 30, 2022 was $84,665,000, or $0.44 per diluted share, compared to $89,817,000, or $0.47 per diluted share, for the nine months ended September 30, 2021. Adjusting for the items that impact period-to-period comparability listed in the table on the following page, net income attributable to common shareholders, as adjusted (non-GAAP) for the nine months ended September 30, 2022 was $106,652,000, or $0.56 per diluted share, and $65,176,000, or $0.34 per diluted share, for the nine months ended September 30, 2021.

FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the nine months ended September 30, 2022 was $462,463,000, or $2.39 per diluted share, compared to $430,057,000, or $2.24 per diluted share, for the nine months ended September 30, 2021. Adjusting for the items that impact period-to-period comparability listed in the table on page 3, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the nine months ended September 30, 2022 was $469,851,000, or $2.43 per diluted share, and $393,733,000, or $2.05 per diluted share, for the nine months ended September 30, 2021.

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The following table reconciles net income attributable to common shareholders to net income attributable to common shareholders, as adjusted (non-GAAP):

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>September 30, For the Nine Months Ended<br>September 30,
2022 2021 2022 2021
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 84,665 $ 89,817
Per diluted share $ 0.04 $ 0.20 $ 0.44 $ 0.47
Certain expense (income) items that impact net income attributable to common shareholders:
Hotel Pennsylvania loss $ 26,613 $ 6,492 $ 44,473 $ 20,474
Deferred tax liability on our investment in Farley Office and Retail (held through a taxable REIT subsidiary) 3,776 1,688 10,183 1,688
Tax benefit recognized by our taxable REIT subsidiaries (27,910) (27,910)
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium unit(s) and ancillary amenities (8,815) (6,085) (31,023)
Net gain on sale of the Center Building (33-00 Northern Boulevard, Long Island City, NY) (15,213)
Refund of New York City transfer taxes related to the April 2019 transfer to Fifth Avenue and Times Square JV (13,613)
Other 1,477 15,664 4,137 10,090
31,866 (12,881) 23,882 (26,681)
Noncontrolling interests' share of above adjustments (2,206) 1,118 (1,895) 2,040
Total of certain expense (income) items that impact net income attributable to common shareholders $ 29,660 $ (11,763) $ 21,987 $ (24,641)
Per diluted share (non-GAAP) $ 0.15 $ (0.06) $ 0.12 $ (0.13)
Net income attributable to common shareholders, as adjusted (non-GAAP) $ 37,429 $ 25,926 $ 106,652 $ 65,176
Per diluted share (non-GAAP) $ 0.19 $ 0.14 $ 0.56 $ 0.34
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The following table reconciles FFO attributable to common shareholders plus assumed conversions (non-GAAP) to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP):

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>September 30, For the Nine Months Ended<br>September 30,
2022 2021 2022 2021
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 152,461 $ 158,286 $ 462,463 $ 430,057
Per diluted share (non-GAAP) $ 0.79 $ 0.82 $ 2.39 $ 2.24
Certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions:
Deferred tax liability on our investment in Farley Office and Retail (held through a taxable REIT subsidiary) $ 3,776 $ 1,688 $ 10,183 $ 1,688
Tax benefit recognized by our taxable REIT subsidiaries (27,910) (27,910)
After-tax net gain on sale of 220 CPS condominium unit(s) and ancillary amenities (8,815) (6,085) (31,023)
Other 1,477 11,394 3,840 18,698
5,253 (23,643) 7,938 (38,547)
Noncontrolling interests' share of above adjustments (364) 1,570 (550) 2,223
Total of certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions, net $ 4,889 $ (22,073) $ 7,388 $ (36,324)
Per diluted share (non-GAAP) $ 0.02 $ (0.11) $ 0.04 $ (0.19)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 157,350 $ 136,213 $ 469,851 $ 393,733
Per diluted share (non-GAAP) $ 0.81 $ 0.71 $ 2.43 $ 2.05

FFO, as Adjusted Bridge - Q3 2022 vs. Q3 2021

The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2021 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2022:

(Amounts in millions, except per share amounts) FFO, as Adjusted
Amount Per Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2021 $ 136.2 $ 0.71
Increase (decrease) in FFO, as adjusted due to:
Prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART 22.8
Increase in interest expense, net of increase in interest income (22.5)
Rent commencement and other tenant related items 15.6
Variable businesses (primarily signage and trade shows) 9.5
Straight-line impact of PENN 1 2023 estimated ground rent reset (5.8)
Other, net 2.6
22.2
Noncontrolling interests' share of above items (1.0)
Net increase 21.2 0.10
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2022 $ 157.4 $ 0.81

See page 11 for a reconciliation of net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three and nine months ended September 30, 2022 and 2021. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided above.

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Dispositions:

220 CPS

During the nine months ended September 30, 2022, we closed on the sale of one condominium unit and ancillary amenities at 220 CPS for net proceeds of $16,124,000 resulting in a financial statement net gain of $7,030,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. In connection with these sales, $945,000 of income tax expense was recognized on our consolidated statements of income. From inception to September 30, 2022, we have closed on the sale of 107 units and ancillary amenities for net proceeds of $3,023,020,000 resulting in financial statement net gains of $1,124,285,000.

SoHo Properties

On January 13, 2022, we sold two Manhattan retail properties located at 478-482 Broadway and 155 Spring Street for $84,500,000 and realized net proceeds of $81,399,000. In connection with the sale, we recognized a net gain of $551,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income.

Center Building (33-00 Northern Boulevard)

On June 17, 2022, we sold the Center Building, an eight-story 498,000 square foot office building located at 33‑00 Northern Boulevard in Long Island City, New York, for $172,750,000. We realized net proceeds of $58,946,000 after repayment of the existing $100,000,000 mortgage loan and closing costs. In connection with the sale, we recognized a net gain of $15,213,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. The gain for tax purposes was approximately $74,000,000.

40 Fulton Street

On August 17, 2022, we entered into an agreement to sell 40 Fulton Street, a 251,000 square foot Manhattan office and retail building, for $102,000,000. We expect to close the sale in the fourth quarter of 2022 and recognize a net gain of approximately $33,000,000 after closing costs. The sale is subject to customary closing conditions. As of September 30, 2022, the $64,177,000 carrying value of the property was classified as held-for-sale and is included in "other assets" on our consolidated balance sheets.

Financings:

100 West 33rd Street

On June 15, 2022, we completed a $480,000,000 refinancing of 100 West 33rd Street, a 1.1 million square foot building comprised of 859,000 square feet of office space and 255,000 square feet of retail space. The interest-only loan bears a rate of SOFR plus 1.65% (4.64% as of September 30, 2022) through March 2024, increasing to SOFR plus 1.85% thereafter. The interest rate on the loan was swapped to a fixed rate of 5.06% through March 2024, and 5.26% through June 2027. The loan matures in June 2027, with two one-year extension options subject to debt service coverage ratio and loan-to-value tests. The loan replaces the previous $580,000,000 loan that bore interest at LIBOR plus 1.55% and was scheduled to mature in April 2024.

770 Broadway

On June 28, 2022, we completed a $700,000,000 refinancing of 770 Broadway, a 1.2 million square foot Class A Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.25% (4.93% as of September 30, 2022) and matures in July 2024 with three one-year extension options (July 2027 as fully extended). The interest rate on the loan was swapped to a fixed rate of 4.98% through July 2027. The loan replaces the previous $700,000,000 loan that bore interest at SOFR plus 1.86% and was scheduled to mature in July 2022.

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Financings - continued:

Unsecured Revolving Credit Facility

On June 30, 2022, we amended and extended one of our two revolving credit facilities. The $1.25 billion amended facility bears interest at a rate of SOFR plus 1.15% (4.18% as of September 30, 2022). The term of the facility was extended from March 2024 to December 2027, as fully extended. The facility fee is 25 basis points. On August 16, 2022, the interest rate on the $575,000,000 drawn on the facility was swapped to a fixed interest rate of 3.88% through August 2027. Our other $1.25 billion revolving credit facility matures in April 2026, as fully extended, and bears a rate of SOFR plus 1.19% with a facility fee of 25 basis points.

Unsecured Term Loan

On June 30, 2022, we extended our $800,000,000 unsecured term loan from February 2024 to December 2027. The extended loan bears interest at a rate of SOFR plus 1.30% (4.33% as of September 30, 2022) and is currently swapped to a fixed rate of 4.05%.

330 West 34th Street land owner joint venture

On August 18, 2022, the joint venture that owns the fee interest in the 330 West 34th Street land, in which we have a 34.8% interest, completed a $100,000,000 refinancing. The interest-only loan bears interest at a fixed rate of 4.55% and matures in September 2032. In connection with the refinancing, we realized net proceeds of $10,500,000. The loan replaces the previous $50,150,000 loan that bore interest at a fixed rate of 5.71%.

Interest Rate Hedging Activities

During the nine months ended September 30, 2022, we entered into $2.0 billion of interest rate swap arrangements and extended a $500,000,000 interest rate swap arrangement, reducing our variable rate debt at share as a percentage of our total debt at share to 27% from 47% (excluding our participation in the 150 West 34th Street mortgage loan). The exposure to LIBOR/SOFR index increases on our $2.8 billion of unswapped variable rate debt is partially mitigated over the next year by $2.0 billion of interest rate caps and by an increase in interest income on our cash, cash equivalents, restricted cash and investments in U.S. Treasury bills. For further detail on our interest rate swap and cap arrangements, see page 33 of our Supplemental Operating and Financial Data package for the quarter ended September 30, 2022.

The table below presents the interest rate swap arrangements entered into during the nine months ended September 30, 2022.

(Amounts in thousands) Notional Amount All-In Swapped Rate Swap Expiration Date Variable Rate Spread
770 Broadway mortgage loan $ 700,000 4.98% 07/27 S+225
Unsecured revolving credit facility 575,000 3.88% 08/27 S+115
Unsecured term loan(1) 50,000 4.04% 08/27 S+130
Unsecured term loan (effective 10/23) 500,000 4.39% 10/26 S+130
100 West 33rd Street mortgage loan 480,000 5.06% 06/27 S+165
888 Seventh Avenue mortgage loan(2) 200,000 4.66% 09/27 L+170

____________________

(1)Together with the existing $750,000 interest rate swap arrangement expiring October 2023, the $800,000 unsecured term loan balance currently bears interest at a fixed rate of 4.05%.

(2)The remaining $83,200 amortizing mortgage loan balance bears interest at a floating rate of LIBOR plus 1.70%.

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Leasing Activity:

The leasing activity and related statistics below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

For the Three Months Ended September 30, 2022

•167,000 square feet of New York Office space (140,000 square feet at share) at an initial rent of $88.99 per square foot and a weighted average lease term of 5.8 years. The changes in the GAAP and cash mark-to-market rent on the 101,000 square feet of second generation space were positive 7.2% and positive 1.8%, respectively. Tenant improvements and leasing commissions were $16.21 per square foot per annum, or 18.2% of initial rent.

•62,000 square feet of New York Retail space (57,000 square feet at share) at an initial rent of $242.89 per square foot and a weighted average lease term of 10.5 years. The changes in the GAAP and cash mark-to-market rent on the 36,000 square feet of second generation space were negative 55.8% and negative 49.3%, respectively. Tenant improvements and leasing commissions were $17.96 per square foot per annum, or 7.4% of initial rent.

•67,000 square feet at theMART (all at share) at an initial rent of $52.20 per square foot and a weighted average lease term of 7.3 years. The changes in the GAAP and cash mark-to-market rent on the 38,000 square feet of second generation space were negative 3.1% and negative 7.4%, respectively. Tenant improvements and leasing commissions were $11.64 per square foot per annum, or 22.3% of initial rent.

•154,000 square feet at 555 California (108,000 square feet at share) at an initial rent of $98.20 per square foot and a weighted average lease term of 5.6 years. The changes in the GAAP and cash mark-to-market rent on the 101,000 square feet of second generation space were positive 16.0% and positive 11.9%, respectively. Tenant improvements and leasing commissions were $4.73 per square foot per annum, or 4.8% of initial rent.

For the Nine Months Ended September 30, 2022

•740,000 square feet of New York Office space (607,000 square feet at share) at an initial rent of $84.49 per square foot and a weighted average lease term of 9.2 years. The changes in the GAAP and cash mark-to-market rent on the 362,000 square feet of second generation space were positive 6.2% and positive 3.9%, respectively. Tenant improvements and leasing commissions were $12.09 per square foot per annum, or 14.3% of initial rent.

•90,000 square feet of New York Retail space (85,000 square feet at share) at an initial rent of $262.88 per square foot and a weighted average lease term of 11.6 years. The changes in the GAAP and cash mark-to-market rent on the 42,000 square feet of second generation space were negative 38.3% and negative 34.2%, respectively. Tenant improvements and leasing commissions were $21.82 per square foot per annum, or 8.3% of initial rent.

•275,000 square feet at theMART (all at share) at an initial rent of $51.78 per square foot and a weighted average lease term of 7.2 years. The changes in the GAAP and cash mark-to-market rent on the 221,000 square feet of second generation space were negative 4.5% and negative 4.6%, respectively. Tenant improvements and leasing commissions were $10.88 per square foot per annum, or 21.0% of initial rent.

•210,000 square feet at 555 California (147,000 square feet at share) at an initial rent of $96.40 per square foot and a weighted average lease term of 5.9 years. The changes in the GAAP and cash mark-to-market rent on the 135,000 square feet of second generation space were positive 24.3% and positive 13.6%, respectively. Tenant improvements and leasing commissions were $7.15 per square foot per annum, or 7.4% of initial rent.

Same Store Net Operating Income ("NOI") At Share:

Below is the percentage increase (decrease) in same store NOI at share and same store NOI at share - cash basis of our New York segment, theMART and 555 California Street.

Total New York theMART(2) 555 California Street
Same store NOI at share % increase (decrease)(1):
Three months ended September 30, 2022 compared to September 30, 2021 11.7 % (0.8) % 456.2 % 1.3 %
Nine months ended September 30, 2022 compared to September 30, 2021 7.4 % 3.0 % 76.1 % 3.5 %
Three months ended September 30, 2022 compared to June 30, 2022 2.8 % (3.5) % 79.3 % (3.8) %
Same store NOI at share - cash basis % increase (decrease)(1):
Three months ended September 30, 2022 compared to September 30, 2021 13.8 % 1.1 % 325.8 % 16.7 %
Nine months ended September 30, 2022 compared to September 30, 2021 9.4 % 4.6 % 71.3 % 12.2 %
Three months ended September 30, 2022 compared to June 30, 2022 4.0 % (2.1) % 70.7 % 0.4 %

____________________

(1)See pages 13 through 18 for same store NOI at share and same store NOI at share - cash basis reconciliations.

(2)Primarily due to (i) prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART and (ii) an increase in tradeshow activity in the third quarter of 2022.

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NOI At Share:

The elements of our New York and Other NOI at share for the three and nine months ended September 30, 2022 and 2021 and the three months ended June 30, 2022 are summarized below.

(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
NOI at share:
New York:
Office(1) $ 174,790 $ 166,553 $ 182,042 $ 534,641 $ 497,238
Retail 52,127 49,083 51,438 155,670 124,998
Residential 4,598 4,194 5,250 14,622 12,889
Alexander's 9,639 9,009 9,362 27,980 28,567
Hotel Pennsylvania(2) (12,677)
Total New York 241,154 228,839 248,092 732,913 651,015
Other:
theMART(3) 35,769 6,431 19,947 75,630 42,950
555 California Street 16,092 16,128 16,724 49,051 48,230
Other investments 4,074 3,873 4,183 12,699 12,751
Total Other 55,935 26,432 40,854 137,380 103,931
NOI at share $ 297,089 $ 255,271 $ 288,946 $ 870,293 $ 754,946

_______________________

See notes below.

NOI At Share - Cash Basis:

The elements of our New York and Other NOI at share - cash basis for the three and nine months ended September 30, 2022 and 2021 and the three months ended June 30, 2022 are summarized below.

(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
NOI at share - cash basis:
New York:
Office(1) $ 174,606 $ 170,521 $ 180,326 $ 532,759 $ 504,939
Retail 48,096 45,175 47,189 142,678 116,265
Residential 4,556 4,136 4,309 13,554 11,898
Alexander's 10,434 9,790 10,079 30,296 30,987
Hotel Pennsylvania(2) (12,723)
Total New York 237,692 229,622 241,903 719,287 651,366
Other:
theMART(3) 36,772 8,635 21,541 78,749 45,976
555 California Street 16,926 14,745 16,855 50,141 45,552
Other investments 4,280 4,191 4,372 13,292 13,622
Total Other 57,978 27,571 42,768 142,182 105,150
NOI at share - cash basis $ 295,670 $ 257,193 $ 284,671 $ 861,469 $ 756,516

______________________

(1)Includes Building Maintenance Services NOI of $7,043, $6,879, $6,468, $19,293 and $19,426, respectively, for the three months ended September 30, 2022 and 2021 and June 30, 2022 and the nine months ended September 30, 2022 and 2021.

(2)    On April 5, 2021, we permanently closed the Hotel Pennsylvania. Beginning in the third quarter of 2021, we commenced capitalization of carrying costs in connection with our development of the future PENN 15 (formerly Hotel Pennsylvania) site.

(3)    Increase primarily due to (i) prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART and (ii) an increase in tradeshow activity in the third quarter of 2022.

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PENN District - Active Development/Redevelopment Summary as of September 30, 2022

(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Cash Amount<br>Expended Remaining Expenditures Stabilization Year Projected Incremental<br>Cash Yield
Active PENN District Projects Segment Budget(1)
Farley (95% interest) New York 846,000 1,120,000 (2) 1,069,131 (2) 50,869 2022 6.4%
PENN 2 - as expanded New York 1,795,000 750,000 330,303 419,697 2025 9.0%
PENN 1 (including LIRR Concourse Retail)(3) New York 2,546,000 450,000 354,828 95,172 N/A 12.2% (3)(4)
Districtwide Improvements New York N/A 100,000 40,843 59,157 N/A N/A
Total Active PENN District Projects 2,420,000 1,795,105 624,895 8.0%

________________________________

(1)    Excluding debt and equity carry.

(2)    Net of 154,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).

(3)    Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 12.2% projected return is before the ground rent reset in 2023, which may be material.

(4)    Projected to be achieved as pre-redevelopment leases roll; approximate average remaining lease term 3.6 years.

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.

Conference Call and Audio Webcast

As previously announced, the Company will host a quarterly earnings conference call and an audio webcast on Tuesday, November 1, 2022 at 10:00 a.m. Eastern Time (ET). The conference call can be accessed by dialing 866-374-5140 (domestic) or 404-400-0571 (international) and entering the passcode 86795136. A live webcast of the conference call will be available on Vornado’s website at www.vno.com in the Investor Relations section and an online playback of the webcast will be available on the website following the conference call.

Contact

Thomas J. Sanelli

(212) 894-7000

Supplemental Data

Further details regarding results of operations, properties and tenants can be accessed at the Company’s website www.vno.com. Vornado Realty Trust is a fully - integrated equity real estate investment trust.

Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this press release. We also note the following forward-looking statements: in the case of our development and redevelopment projects, the estimated completion date, estimated project cost, projected incremental cash yield, stabilization date and cost to complete; and estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions. For a discussion of factors that could materially affect the outcome of our forward-looking statements and our future results and financial condition, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2021. Currently, some of the factors are the ongoing adverse effect of the COVID-19 pandemic, the increase in interest rates and inflation on our business, financial condition, results of operations, cash flows, operating performance and the effect that these factors have had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will continue to depend on future developments, including vaccination rates among the population, the efficacy and durability of vaccines against emerging variants, and governmental and tenant responses thereto, which continue to be uncertain but the impact could be material. Moreover, you are cautioned that the COVID-19 pandemic will heighten many of the risks identified in "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2021.

NYSE: VNO WWW.VNO.COM PAGE 8 OF 18

VORNADO REALTY TRUST

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands) As of Increase<br>(Decrease)
September 30, 2022 December 31, 2021
ASSETS
Real estate, at cost:
Land $ 2,477,956 $ 2,540,193 $ (62,237)
Buildings and improvements 10,015,452 9,839,166 176,286
Development costs and construction in progress 802,272 718,694 83,578
Leasehold improvements and equipment 122,948 119,792 3,156
Total 13,418,628 13,217,845 200,783
Less accumulated depreciation and amortization (3,606,986) (3,376,347) (230,639)
Real estate, net 9,811,642 9,841,498 (29,856)
Right-of-use assets 685,298 337,197 348,101 (1)
Cash, cash equivalents, restricted cash and investments in U.S. Treasury bills:
Cash and cash equivalents 845,423 1,760,225 (914,802)
Restricted cash 131,625 170,126 (38,501)
Investments in U.S. Treasury bills 445,165 445,165
Total 1,422,213 1,930,351 (508,138)
Tenant and other receivables 81,004 79,661 1,343
Investments in partially owned entities 3,250,197 3,297,389 (47,192)
Real estate fund investments 930 7,730 (6,800)
220 CPS condominium units ready for sale 78,590 57,142 21,448
Receivable arising from the straight-lining of rents 692,733 656,318 36,415
Deferred leasing costs, net 380,221 391,693 (11,472)
Identified intangible assets, net 142,116 154,895 (12,779)
Other assets 630,730 512,714 118,016
Total assets $ 17,175,674 $ 17,266,588 $ (90,914)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,831,769 $ 6,053,343 $ (221,574)
Senior unsecured notes, net 1,191,322 1,189,792 1,530
Unsecured term loan, net 792,847 797,812 (4,965)
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 731,674 370,206 361,468 (1)
Accounts payable and accrued expenses 475,151 613,497 (138,346)
Deferred revenue 41,879 48,118 (6,239)
Deferred compensation plan 95,681 110,174 (14,493)
Other liabilities 265,775 304,725 (38,950)
Total liabilities 10,001,098 10,062,667 (61,569)
Redeemable noncontrolling interests 483,302 688,683 (205,381)
Shareholders' equity 6,438,046 6,236,346 201,700
Noncontrolling interests in consolidated subsidiaries 253,228 278,892 (25,664)
Total liabilities, redeemable noncontrolling interests and equity $ 17,175,674 $ 17,266,588 $ (90,914)

____________________________________________________________

(1)In January 2022, we exercised a 25-year renewal option on our PENN 1 ground lease extending the term through June 2073. As a result of the exercise, we remeasured the related ground lease liability to include the 25-year extension option and recorded an estimated incremental right-of-use asset and lease liability of approximately $350,000.

NYSE: VNO WWW.VNO.COM PAGE 9 OF 18

VORNADO REALTY TRUST

OPERATING RESULTS

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>September 30, For the Nine Months Ended<br>September 30,
2022 2021 2022 2021
Revenues $ 457,431 $ 409,212 $ 1,353,055 $ 1,168,130
Net income $ 20,112 $ 71,765 $ 142,390 $ 175,590
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 3,792 (5,425) (4,756) (20,323)
Operating Partnership (606) (2,818) (6,382) (6,683)
Net income attributable to Vornado 23,298 63,522 131,252 148,584
Preferred share dividends (15,529) (16,800) (46,587) (49,734)
Series K preferred share issuance costs (9,033) (9,033)
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 84,665 $ 89,817
Income per common share - basic:
Net income per common share $ 0.04 $ 0.20 $ 0.44 $ 0.47
Weighted average shares outstanding 191,793 191,577 191,756 191,508
Income per common share - diluted:
Net income per common share $ 0.04 $ 0.20 $ 0.44 $ 0.47
Weighted average shares outstanding 192,018 192,041 192,042 192,151
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 152,461 $ 158,286 $ 462,463 $ 430,057
Per diluted share (non-GAAP) $ 0.79 $ 0.82 $ 2.39 $ 2.24
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 157,350 $ 136,213 $ 469,851 $ 393,733
Per diluted share (non-GAAP) $ 0.81 $ 0.71 $ 2.43 $ 2.05
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share 193,808 192,067 193,429 192,177

FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of certain real estate assets, real estate impairment losses, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because they exclude the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. The Company also uses FFO attributable to common shareholders plus assumed conversions, as adjusted for certain items that impact the comparability of period to period FFO, as one of several criteria to determine performance-based compensation for members of its senior management. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. In addition to FFO attributable to common shareholders plus assumed conversions, we also disclose FFO attributable to common shareholders plus assumed conversions, as adjusted. Although this non-GAAP measure clearly differs from NAREIT’s definition of FFO, we believe it provides a meaningful presentation of operating performance. Reconciliations of net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions are provided on the following page. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on page 3 of this press release.

NYSE: VNO WWW.VNO.COM PAGE 10 OF 18

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS

The following table reconciles net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions:

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>September 30, For the Nine Months Ended<br>September 30,
2022 2021 2022 2021
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 84,665 $ 89,817
Per diluted share $ 0.04 $ 0.20 $ 0.44 $ 0.47
FFO adjustments:
Depreciation and amortization of real property $ 122,438 $ 86,180 $ 335,020 $ 256,295
Real estate impairment losses 7,880 7,880
Net gain on sale of real estate (28,354)
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO:
Depreciation and amortization of real property 32,584 35,125 98,404 104,829
Net loss (gain) on sale of real estate 6 (169) (3,052)
Decrease (increase) in fair value of marketable securities 287 (1,118)
155,028 129,472 404,901 364,834
Noncontrolling interests' share of above adjustments (10,731) (8,886) (28,018) (24,627)
FFO adjustments, net $ 144,297 $ 120,586 $ 376,883 $ 340,207
FFO attributable to common shareholders $ 152,066 $ 158,275 $ 461,548 $ 430,024
Impact of assumed conversion of dilutive convertible securities 395 11 915 33
FFO attributable to common shareholders plus assumed conversions $ 152,461 $ 158,286 $ 462,463 $ 430,057
Per diluted share $ 0.79 $ 0.82 $ 2.39 $ 2.24
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding 191,793 191,577 191,756 191,508
Effect of dilutive securities:
Convertible securities 1,790 (1) 26 1,407 (1) 26
Share-based payment awards 225 464 266 643
Denominator for FFO per diluted share 193,808 192,067 193,429 192,177

______________________

(1)On January 1, 2022, we adopted Accounting Standards Update 2020-06, which requires us to include our Series D-13 cumulative redeemable preferred units and Series G-1 through G-4 convertible preferred units in our dilutive earnings per share calculations, if the effect is dilutive.

NYSE: VNO WWW.VNO.COM PAGE 11 OF 18

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below is a reconciliation of net income to NOI at share and NOI at share - cash basis for the three and nine months ended September 30, 2022 and 2021 and the three months ended June 30, 2022.

For the Three Months Ended For the Nine Months Ended<br>September 30,
(Amounts in thousands) September 30, June 30, 2022
2022 2021 2022 2021
Net income $ 20,112 $ 71,765 $ 68,903 $ 142,390 $ 175,590
Depreciation and amortization expense 134,526 100,867 118,662 370,631 285,998
General and administrative expense 29,174 25,553 31,902 102,292 100,341
Transaction related costs and other 996 9,681 2,960 4,961 10,630
Income from partially owned entities (24,341) (26,269) (25,720) (83,775) (86,768)
Loss (income) from real estate fund investments 111 66 142 (5,421) (5,107)
Interest and other investment income, net (5,228) (633) (3,036) (9,282) (3,694)
Interest and debt expense 76,774 50,946 62,640 191,523 152,904
Net gains on disposition of wholly owned and partially owned assets (10,087) (28,832) (35,384) (35,811)
Income tax expense (benefit) 3,711 (25,376) 3,564 14,686 (20,551)
NOI from partially owned entities 76,020 75,644 74,060 228,772 231,635
NOI attributable to noncontrolling interests in consolidated subsidiaries (14,766) (16,886) (16,299) (51,100) (50,221)
NOI at share 297,089 255,271 288,946 870,293 754,946
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other (1,419) 1,922 (4,275) (8,824) 1,570
NOI at share - cash basis $ 295,670 $ 257,193 $ 284,671 $ 861,469 $ 756,516

NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We consider NOI at share - cash basis to be the primary non-GAAP financial measure for making decisions and assessing the unlevered performance of our segments as it relates to the total return on assets as opposed to the levered return on equity. As properties are bought and sold based on NOI at share - cash basis, we utilize this measure to make investment decisions as well as to compare the performance of our assets to that of our peers. NOI at share and NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

NYSE: VNO WWW.VNO.COM PAGE 12 OF 18

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Same store NOI at share represents NOI at share from operations which are in service in both the current and prior year reporting periods. Same store NOI at share - cash basis is same store NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We present these non-GAAP measures to (i) facilitate meaningful comparisons of the operational performance of our properties and segments, (ii) make decisions on whether to buy, sell or refinance properties, and (iii) compare the performance of our properties and segments to those of our peers. Same store NOI at share and same store NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended September 30, 2022 compared to September 30, 2021.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2022 $ 297,089 $ 241,154 $ 35,769 $ 16,092 $ 4,074
Less NOI at share from:
Change in ownership interest in One Park Avenue (2,106) (2,106)
Dispositions (88) (88)
Development properties (22,914) (22,914)
Other non-same store income, net (6,149) (2,075) (4,074)
Same store NOI at share for the three months ended September 30, 2022 $ 265,832 $ 213,971 $ 35,769 $ 16,092 $
NOI at share for the three months ended September 30, 2021 $ 255,271 $ 228,839 $ 6,431 $ 16,128 $ 3,873
Less NOI at share from:
Dispositions (2,754) (2,754)
Development properties (6,302) (6,055) (247)
Other non-same store income, net (8,198) (4,325) (3,873)
Same store NOI at share for the three months ended September 30, 2021 $ 238,017 $ 215,705 $ 6,431 $ 15,881 $
Increase (decrease) in same store NOI at share $ 27,815 $ (1,734) $ 29,338 $ 211 $
% increase (decrease) in same store NOI at share 11.7 % (0.8) % 456.2 % 1.3 % 0.0 % NYSE: VNO WWW.VNO.COM PAGE 13 OF 18
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended September 30, 2022 compared to September 30, 2021.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2022 $ 295,670 $ 237,692 $ 36,772 $ 16,926 $ 4,280
Less NOI at share - cash basis from:
Change in ownership interest in One Park Avenue (1,502) (1,502)
Dispositions (88) (88)
Development properties (15,796) (15,796)
Other non-same store income, net (6,573) (2,293) (4,280)
Same store NOI at share - cash basis for the three months ended September 30, 2022 $ 271,711 $ 218,013 $ 36,772 $ 16,926 $
NOI at share - cash basis for the three months ended September 30, 2021 $ 257,193 $ 229,622 $ 8,635 $ 14,745 $ 4,191
Less NOI at share - cash basis from:
Dispositions (3,436) (3,436)
Development properties (6,852) (6,605) (247)
Other non-same store income, net (8,064) (3,873) (4,191)
Same store NOI at share - cash basis for the three months ended September 30, 2021 $ 238,841 $ 215,708 $ 8,635 $ 14,498 $
Increase in same store NOI at share - cash basis $ 32,870 $ 2,305 $ 28,137 $ 2,428 $
% increase in same store NOI at share - cash basis 13.8 % 1.1 % 325.8 % 16.7 % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 14 OF 18
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the nine months ended September 30, 2022 compared to September 30, 2021.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the nine months ended September 30, 2022 $ 870,293 $ 732,913 $ 75,630 $ 49,051 $ 12,699
Less NOI at share from:
Change in ownership interest in One Park Avenue (13,370) (13,370)
Dispositions (3,523) (3,523)
Development properties (65,440) (65,440)
Other non-same store income, net (17,910) (5,211) (12,699)
Same store NOI at share for the nine months ended September 30, 2022 $ 770,050 $ 645,369 $ 75,630 $ 49,051 $
NOI at share for the nine months ended September 30, 2021 $ 754,946 $ 651,015 $ 42,950 $ 48,230 $ 12,751
Less NOI at share from:
Dispositions (6,667) (6,667)
Development properties (23,207) (22,359) (848)
Hotel Pennsylvania (permanently closed on April 5, 2021) 12,677 12,677
Other non-same store income, net (20,991) (8,240) (12,751)
Same store NOI at share for the nine months ended September 30, 2021 $ 716,758 $ 626,426 $ 42,950 $ 47,382 $
Increase in same store NOI at share $ 53,292 $ 18,943 $ 32,680 $ 1,669 $
% increase in same store NOI at share 7.4 % 3.0 % 76.1 % 3.5 % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 15 OF 18
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the nine months ended September 30, 2022 compared to September 30, 2021.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the nine months ended September 30, 2022 $ 861,469 $ 719,287 $ 78,749 $ 50,141 $ 13,292
Less NOI at share - cash basis from:
Change in ownership interest in One Park Avenue (10,111) (10,111)
Dispositions (3,732) (3,732)
Development properties (44,381) (44,381)
Other non-same store income, net (19,478) (6,186) (13,292)
Same store NOI at share - cash basis for the nine months ended September 30, 2022 $ 783,767 $ 654,877 $ 78,749 $ 50,141 $
NOI at share - cash basis for the nine months ended September 30, 2021 $ 756,516 $ 651,366 $ 45,976 $ 45,552 $ 13,622
Less NOI at share - cash basis from:
Dispositions (6,796) (6,796)
Development properties (24,430) (23,582) (848)
Hotel Pennsylvania (permanently closed on April 5, 2021) 12,723 12,723
Other non-same store income, net (21,310) (7,688) (13,622)
Same store NOI at share - cash basis for the nine months ended September 30, 2021 $ 716,703 $ 626,023 $ 45,976 $ 44,704 $
Increase in same store NOI at share - cash basis $ 67,064 $ 28,854 $ 32,773 $ 5,437 $
% increase in same store NOI at share - cash basis 9.4 % 4.6 % 71.3 % 12.2 % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 16 OF 18
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended September 30, 2022 compared to June 30, 2022.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2022 $ 297,089 $ 241,154 $ 35,769 $ 16,092 $ 4,074
Less NOI at share from:
Dispositions (88) (88)
Development properties (22,914) (22,914)
Other non-same store income, net (5,250) (1,176) (4,074)
Same store NOI at share for the three months ended September 30, 2022 $ 268,837 $ 216,976 $ 35,769 $ 16,092 $
NOI at share for the three months ended June 30, 2022 $ 288,946 $ 248,092 $ 19,947 $ 16,724 $ 4,183
Less NOI at share from:
Dispositions (1,628) (1,628)
Development properties (21,667) (21,667)
Other non-same store income, net (4,231) (48) (4,183)
Same store NOI at share for the three months ended June 30, 2022 $ 261,420 $ 224,749 $ 19,947 $ 16,724 $
Increase (decrease) in same store NOI at share $ 7,417 $ (7,773) $ 15,822 $ (632) $
% increase (decrease) in same store NOI at share 2.8 % (3.5) % 79.3 % (3.8) % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 17 OF 18
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended September 30, 2022 compared to June 30, 2022.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2022 $ 295,670 $ 237,692 $ 36,772 $ 16,926 $ 4,280
Less NOI at share - cash basis from:
Dispositions (88) (88)
Development properties (15,796) (15,796)
Other non-same store income, net (5,665) (1,385) (4,280)
Same store NOI at share - cash basis for the three months ended September 30, 2022 $ 274,121 $ 220,423 $ 36,772 $ 16,926 $
NOI at share - cash basis for the three months ended June 30, 2022 $ 284,671 $ 241,903 $ 21,541 $ 16,855 $ 4,372
Less NOI at share - cash basis from:
Dispositions (1,715) (1,715)
Development properties (14,657) (14,657)
Other non-same store income, net (4,715) (343) (4,372)
Same store NOI at share - cash basis for the three months ended June 30, 2022 $ 263,584 $ 225,188 $ 21,541 $ 16,855 $
Increase (decrease) in same store NOI at share - cash basis $ 10,537 $ (4,765) $ 15,231 $ 71 $
% increase (decrease) in same store NOI at share - cash basis 4.0 % (2.1) % 70.7 % 0.4 % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 18 OF 18
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Document

EXHIBIT 99.2

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INDEX
Page
BUSINESS DEVELOPMENTS 3 4
FINANCIAL INFORMATION
Financial Highlights 5
FFO, As Adjusted Bridge 6
Consolidated Balance Sheets 7
Net Income Attributable to Common Shareholders (Consolidated and by Segment) 8 - 11
Net Operating Income at Share and Net Operating Income at Share - Cash Basis (by Segment and by Subsegment) 12 - 14
Same Store NOI at Share and Same Store NOI at Share - Cash Basis 15
DEVELOPMENT ACTIVITY
PENN District Active Development/Redevelopment Summary 16
Future Development Opportunities 17
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity 18 - 19
Lease Expirations 20 - 22
CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS 23 - 26
UNCONSOLIDATED JOINT VENTURES 27 - 29
DEBT AND CAPITALIZATION
Capital Structure 30
Common Shares Data 31
Debt Analysis 32
Hedging Instruments 33
Consolidated Debt Maturities 34
PROPERTY STATISTICS
Top 30 Tenants 35
Square Footage 36
Occupancy and Residential Statistics 37
Ground Leases 38
Property Table 39 - 48
EXECUTIVE OFFICERS AND RESEARCH COVERAGE 49
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS
Definitions i
Reconciliations ii - xvi

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this supplemental package. We also note the following forward-looking statements: in the case of our development and redevelopment projects, the estimated completion date, estimated project cost, projected incremental cash yield, stabilization date and cost to complete; and estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. Currently, some of the factors are the ongoing adverse effect of the COVID-19 pandemic, the increase in interest rates and inflation on our business, financial condition, results of operations, cash flows, operating performance and the effect that these factors have had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will continue to depend on future developments, including vaccination rates among the population, the efficacy and durability of vaccines against emerging variants, and governmental and tenant responses thereto, which continue to be uncertain but the impact could be material. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2021. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this supplemental package. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this supplemental package. This supplemental package includes certain non-GAAP financial measures, which are accompanied by what Vornado Realty Trust and subsidiaries (the "Company") considers the most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These include Funds From Operations ("FFO"), Funds Available for Distribution ("FAD"), Net Operating Income ("NOI") and Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre"). Quantitative reconciliations of the differences between the most directly comparable GAAP financial measures and the non-GAAP financial measures presented are provided within this supplemental package. Definitions of these non-GAAP financial measures and statements of the reasons why management believes the non-GAAP measures provide useful information to investors about the Company's financial condition and results of operations, and, if applicable, the purposes for which management uses the measures, can be found in the Definitions section of this supplemental package on page i in the Appendix.

This supplemental package should be read in conjunction with the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 which can be accessed at the Company’s website www.vno.com.

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BUSINESS DEVELOPMENTS

Disposition Activity

220 Central Park South ("220 CPS")

During the nine months ended September 30, 2022, we closed on the sale of one condominium unit and ancillary amenities at 220 CPS for net proceeds of $16,124,000 resulting in a financial statement net gain of $7,030,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. In connection with these sales, $945,000 of income tax expense was recognized on our consolidated statements of income. From inception to September 30, 2022, we have closed on the sale of 107 units and ancillary amenities for net proceeds of $3,023,020,000 resulting in financial statement net gains of $1,124,285,000.

SoHo Properties

On January 13, 2022, we sold two Manhattan retail properties located at 478-482 Broadway and 155 Spring Street for $84,500,000 and realized net proceeds of $81,399,000. In connection with the sale, we recognized a net gain of $551,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income.

Center Building (33-00 Northern Boulevard)

On June 17, 2022, we sold the Center Building, an eight-story 498,000 square foot office building located at 33‑00 Northern Boulevard in Long Island City, New York, for $172,750,000. We realized net proceeds of $58,946,000 after repayment of the existing $100,000,000 mortgage loan and closing costs. In connection with the sale, we recognized a net gain of $15,213,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. The gain for tax purposes was approximately $74,000,000.

40 Fulton Street

On August 17, 2022, we entered into an agreement to sell 40 Fulton Street, a 251,000 square foot Manhattan office and retail building, for $102,000,000. We expect to close the sale in the fourth quarter of 2022 and recognize a net gain of approximately $33,000,000 after closing costs. The sale is subject to customary closing conditions. As of September 30, 2022, the $64,177,000 carrying value of the property was classified as held-for-sale and is included in "other assets" on our consolidated balance sheets.

Financing Activity

100 West 33rd Street

On June 15, 2022, we completed a $480,000,000 refinancing of 100 West 33rd Street, a 1.1 million square foot building comprised of 859,000 square feet of office space and 255,000 square feet of retail space. The interest-only loan bears a rate of SOFR plus 1.65% (4.64% as of September 30, 2022) through March 2024, increasing to SOFR plus 1.85% thereafter. The interest rate on the loan was swapped to a fixed rate of 5.06% through March 2024, and 5.26% through June 2027. The loan matures in June 2027, with two one-year extension options subject to debt service coverage ratio and loan-to-value tests. The loan replaces the previous $580,000,000 loan that bore interest at LIBOR plus 1.55% and was scheduled to mature in April 2024.

770 Broadway

On June 28, 2022, we completed a $700,000,000 refinancing of 770 Broadway, a 1.2 million square foot Class A Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.25% (4.93% as of September 30, 2022) and matures in July 2024 with three one-year extension options (July 2027 as fully extended). The interest rate on the loan was swapped to a fixed rate of 4.98% through July 2027. The loan replaces the previous $700,000,000 loan that bore interest at SOFR plus 1.86% and was scheduled to mature in July 2022.

Unsecured Revolving Credit Facility

On June 30, 2022, we amended and extended one of our two revolving credit facilities. The $1.25 billion amended facility bears interest at a rate of SOFR plus 1.15% (4.18% as of September 30, 2022). The term of the facility was extended from March 2024 to December 2027, as fully extended. The facility fee is 25 basis points. On August 16, 2022, the interest rate on the $575,000,000 drawn on the facility was swapped to a fixed interest rate of 3.88% through August 2027. Our other $1.25 billion revolving credit facility matures in April 2026, as fully extended, and bears a rate of SOFR plus 1.19% with a facility fee of 25 basis points.

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BUSINESS DEVELOPMENTS

Financing Activity - Continued

Unsecured Term Loan

On June 30, 2022, we extended our $800,000,000 unsecured term loan from February 2024 to December 2027. The extended loan bears interest at a rate of SOFR plus 1.30% (4.33% as of September 30, 2022) and is currently swapped to a fixed rate of 4.05%.

330 West 34th Street land owner joint venture

On August 18, 2022, the joint venture that owns the fee interest in the 330 West 34th Street land, in which we have a 34.8% interest, completed a $100,000,000 refinancing. The interest-only loan bears interest at a fixed rate of 4.55% and matures in September 2032. In connection with the refinancing, we realized net proceeds of $10,500,000. The loan replaces the previous $50,150,000 loan that bore interest at a fixed rate of 5.71%.

Interest Rate Hedging Activities

During the nine months ended September 30, 2022, we entered into $2.0 billion of interest rate swap arrangements and extended a $500,000,000 interest rate swap arrangement, reducing our variable rate debt at share as a percentage of our total debt at share to 27% from 47% (excluding our participation in the 150 West 34th Street mortgage loan). The exposure to LIBOR/SOFR index increases on our $2.8 billion of unswapped variable rate debt is partially mitigated over the next year by $2.0 billion of interest rate caps and by an increase in interest income on our cash, cash equivalents, restricted cash and investments in U.S. Treasury bills. See page 33 for further detail on our interest rate swap and cap arrangements.

The table below presents the interest rate swap arrangements entered into during the nine months ended September 30, 2022.

(Amounts in thousands) Notional Amount All-In Swapped Rate Swap Expiration Date Variable Rate Spread
770 Broadway mortgage loan $ 700,000 4.98% 07/27 S+225
Unsecured revolving credit facility 575,000 3.88% 08/27 S+115
Unsecured term loan(1) 50,000 4.04% 08/27 S+130
Unsecured term loan (effective 10/23) 500,000 4.39% 10/26 S+130
100 West 33rd Street mortgage loan 480,000 5.06% 06/27 S+165
888 Seventh Avenue mortgage loan(2) 200,000 4.66% 09/27 L+170

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(1)Together with the existing $750,000 interest rate swap arrangement expiring October 2023, the $800,000 unsecured term loan balance currently bears interest at a fixed rate of 4.05%.

(2)The remaining $83,200 amortizing mortgage loan balance bears interest at a floating rate of LIBOR plus 1.70%.

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FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
Total revenues $ 457,431 $ 409,212 $ 453,494 $ 1,353,055 $ 1,168,130
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 50,418 $ 84,665 $ 89,817
Per common share:
Basic $ 0.04 $ 0.20 $ 0.26 $ 0.44 $ 0.47
Diluted $ 0.04 $ 0.20 $ 0.26 $ 0.44 $ 0.47
Net income attributable to common shareholders, as adjusted (non-GAAP) $ 37,429 $ 25,926 $ 37,403 $ 106,652 $ 65,176
Per diluted share (non-GAAP) $ 0.19 $ 0.14 $ 0.19 $ 0.56 $ 0.34
FFO attributable to common shareholders plus assumed conversions, as adjusted<br><br>(non-GAAP) $ 157,350 $ 136,213 $ 160,059 $ 469,851 $ 393,733
Per diluted share (non-GAAP) $ 0.81 $ 0.71 $ 0.83 $ 2.43 $ 2.05
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 152,461 $ 158,286 $ 154,965 $ 462,463 $ 430,057
FFO - Operating Partnership ("OP") basis (non-GAAP) $ 163,769 $ 169,545 $ 166,500 $ 496,777 $ 460,189
Per diluted share (non-GAAP) $ 0.79 $ 0.82 $ 0.80 $ 2.39 $ 2.24
Dividends per common share $ 0.53 $ 0.53 $ 0.53 $ 1.59 $ 1.59
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted) 65.4 % 74.6 % 63.9 % 65.4 % 77.6 %
FAD payout ratio 80.3 % 85.5 % 80.3 % 79.1 % 95.2 %
Weighted average common shares outstanding (REIT basis) 191,793 191,577 191,750 191,756 191,508
Convertible units:
Class A units 13,617 13,287 13,509 13,515 13,155
Convertible securities(1) 1,790 26 1,412 1,407 26
Share based payment awards 502 839 643 633 953
Weighted average common shares outstanding used in calculation of FFO per diluted share (OP basis) 207,702 205,729 207,314 207,311 205,642

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(1)On January 1, 2022, we adopted Accounting Standards Update 2020-06, which requires us to include our Series D-13 cumulative redeemable preferred units and Series G-1 through G-4 convertible preferred units in our dilutive earnings per share calculations, if the effect is dilutive.

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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FFO, AS ADJUSTED BRIDGE - Q3 2022 VS. Q3 2021 (unaudited)
(Amounts in millions, except per share amounts) FFO, as Adjusted
--- --- --- --- ---
Amount Per Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2021 $ 136.2 $ 0.71
Increase (decrease) in FFO, as adjusted due to:
Prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART 22.8
Increase in interest expense, net of increase in interest income (22.5)
Rent commencement and other tenant related items 15.6
Variable businesses (primarily signage and trade shows) 9.5
Straight-line impact of PENN 1 2023 estimated ground rent reset (5.8)
Other, net 2.6
22.2
Noncontrolling interests' share of above items (1.0)
Net increase 21.2 0.10
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2022 $ 157.4 $ 0.81

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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CONSOLIDATED BALANCE SHEETS (unaudited)
(Amounts in thousands)
As of Increase<br>(Decrease)
September 30, 2022 December 31, 2021
ASSETS
Real estate, at cost:
Land $ 2,477,956 $ 2,540,193 $ (62,237)
Buildings and improvements 10,015,452 9,839,166 176,286
Development costs and construction in progress 802,272 718,694 83,578
Leasehold improvements and equipment 122,948 119,792 3,156
Total 13,418,628 13,217,845 200,783
Less accumulated depreciation and amortization (3,606,986) (3,376,347) (230,639)
Real estate, net 9,811,642 9,841,498 (29,856)
Right-of-use assets 685,298 337,197 348,101 (1)
Cash, cash equivalents, restricted cash and investments in U.S. Treasury bills:
Cash and cash equivalents 845,423 1,760,225 (914,802)
Restricted cash 131,625 170,126 (38,501)
Investments in U.S. Treasury bills 445,165 445,165
Total 1,422,213 1,930,351 (508,138)
Tenant and other receivables 81,004 79,661 1,343
Investments in partially owned entities 3,250,197 3,297,389 (47,192)
Real estate fund investments 930 7,730 (6,800)
220 CPS condominium units ready for sale 78,590 57,142 21,448
Receivable arising from the straight-lining of rents 692,733 656,318 36,415
Deferred leasing costs, net 380,221 391,693 (11,472)
Identified intangible assets, net 142,116 154,895 (12,779)
Other assets 630,730 512,714 118,016
Total assets $ 17,175,674 $ 17,266,588 $ (90,914)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,831,769 $ 6,053,343 $ (221,574)
Senior unsecured notes, net 1,191,322 1,189,792 1,530
Unsecured term loan, net 792,847 797,812 (4,965)
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 731,674 370,206 361,468 (1)
Accounts payable and accrued expenses 475,151 613,497 (138,346)
Deferred revenue 41,879 48,118 (6,239)
Deferred compensation plan 95,681 110,174 (14,493)
Other liabilities 265,775 304,725 (38,950)
Total liabilities 10,001,098 10,062,667 (61,569)
Redeemable noncontrolling interests 483,302 688,683 (205,381)
Shareholders' equity 6,438,046 6,236,346 201,700
Noncontrolling interests in consolidated subsidiaries 253,228 278,892 (25,664)
Total liabilities, redeemable noncontrolling interests and equity $ 17,175,674 $ 17,266,588 $ (90,914)

________________________________

(1)In January 2022, we exercised a 25-year renewal option on our PENN 1 ground lease extending the term through June 2073. As a result of the exercise, we remeasured the related ground lease liability to include the 25-year extension option and recorded an estimated incremental right-of-use asset and lease liability of approximately $350,000.

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CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Three Months Ended
September 30, June 30, 2022
2022 2021 Variance
Property rentals(1) $ 356,783 $ 330,620 $ 26,163 $ 345,607
Tenant expense reimbursements(1) 41,821 38,177 3,644 42,756
Amortization of acquired below-market leases, net 1,384 2,222 (838) 1,487
Straight-lining of rents 9,156 (1,816) 10,972 15,344
Total rental revenues 409,144 369,203 39,941 405,194
Fee and other income:
Building Maintenance Services ("BMS") cleaning fees 35,062 30,827 4,235 33,999
Management and leasing fees 2,532 2,509 23 2,866
Other income 10,693 6,673 4,020 11,435
Total revenues 457,431 409,212 48,219 453,494
Operating expenses (221,596) (212,699) (8,897) (222,309)
Depreciation and amortization (134,526) (100,867) (33,659) (118,662)
General and administrative (29,174) (25,553) (3,621) (31,902)
Benefit (expense) from deferred compensation plan liability 600 (799) 1,399 7,594
Transaction related costs and other (996) (9,681) 8,685 (2,960)
Total expenses (385,692) (349,599) (36,093) (368,239)
Income from partially owned entities 24,341 26,269 (1,928) 25,720
Loss from real estate fund investments (111) (66) (45) (142)
Interest and other investment income, net 5,228 633 4,595 3,036
(Loss) income from deferred compensation plan assets (600) 799 (1,399) (7,594)
Interest and debt expense (76,774) (50,946) (25,828) (62,640)
Net gains on disposition of wholly owned and partially owned assets 10,087 (10,087) 28,832
Income before income taxes 23,823 46,389 (22,566) 72,467
Income tax (expense) benefit (3,711) 25,376 (29,087) (3,564)
Net income 20,112 71,765 (51,653) 68,903
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 3,792 (5,425) 9,217 826
Operating Partnership (606) (2,818) 2,212 (3,782)
Net income attributable to Vornado 23,298 63,522 (40,224) 65,947
Preferred share dividends (15,529) (16,800) 1,271 (15,529)
Series K preferred share issuance costs (9,033) 9,033
Net income attributable to common shareholders $ 7,769 $ 37,689 $ (29,920) $ 50,418
Capitalized expenditures:
Development payroll $ 3,269 $ 2,770 $ 499 $ 2,720
Interest and debt expense 4,874 10,739 (5,865) 3,701

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(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.

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CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Nine Months Ended September 30,
2022 2021 Variance
Property rentals(1) $ 1,033,749 $ 934,685 $ 99,064
Tenant expense reimbursements(1) 128,249 117,143 11,106
Amortization of acquired below-market leases, net 3,788 7,939 (4,151)
Straight-lining of rents 45,835 (11,651) 57,486
Total rental revenues 1,211,621 1,048,116 163,505
Fee and other income:
BMS cleaning fees 101,752 87,387 14,365
Management and leasing fees 8,167 10,951 (2,784)
Other income 31,515 21,676 9,839
Total revenues 1,353,055 1,168,130 184,925
Operating expenses (660,434) (594,598) (65,836)
Depreciation and amortization (370,631) (285,998) (84,633)
General and administrative (102,292) (100,341) (1,951)
Benefit (expense) from deferred compensation plan liability 10,138 (7,422) 17,560
Transaction related costs and other (4,961) (10,630) 5,669
Total expenses (1,128,180) (998,989) (129,191)
Income from partially owned entities 83,775 86,768 (2,993)
Income from real estate fund investments 5,421 5,107 314
Interest and other investment income, net 9,282 3,694 5,588
(Loss) income from deferred compensation plan assets (10,138) 7,422 (17,560)
Interest and debt expense (191,523) (152,904) (38,619)
Net gains on disposition of wholly owned and partially owned assets 35,384 35,811 (427)
Income before income taxes 157,076 155,039 2,037
Income tax (expense) benefit (14,686) 20,551 (35,237)
Net income 142,390 175,590 (33,200)
Less net income attributable to noncontrolling interests in:
Consolidated subsidiaries (4,756) (20,323) 15,567
Operating Partnership (6,382) (6,683) 301
Net income attributable to Vornado 131,252 148,584 (17,332)
Preferred share dividends (46,587) (49,734) 3,147
Series K preferred share issuance costs (9,033) 9,033
Net income attributable to common shareholders $ 84,665 $ 89,817 $ (5,152)
Capitalized expenditures:
Development payroll $ 8,378 $ 8,117 $ 261
Interest and debt expense 12,095 31,785 (19,690)

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(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.

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NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended September 30, 2022
--- --- --- --- --- --- ---
Total New York Other
Property rentals(1) $ 356,783 $ 273,061 $ 83,722
Tenant expense reimbursements(1) 41,821 32,196 9,625
Amortization of acquired below-market leases, net 1,384 1,220 164
Straight-lining of rents 9,156 10,854 (1,698)
Total rental revenues 409,144 317,331 91,813
Fee and other income:
BMS cleaning fees 35,062 37,371 (2,309)
Management and leasing fees 2,532 2,595 (63)
Other income 10,693 2,736 7,957
Total revenues 457,431 360,033 97,398
Operating expenses (221,596) (182,131) (39,465)
Depreciation and amortization (134,526) (112,300) (22,226)
General and administrative (29,174) (11,106) (18,068)
Benefit from deferred compensation plan liability 600 600
Transaction related costs and other (996) (111) (885)
Total expenses (385,692) (305,648) (80,044)
Income from partially owned entities 24,341 21,181 3,160
Loss from real estate fund investments (111) (111)
Interest and other investment income, net 5,228 1,020 4,208
Loss from deferred compensation plan assets (600) (600)
Interest and debt expense (76,774) (36,781) (39,993)
Income (loss) before income taxes 23,823 39,805 (15,982)
Income tax expense (3,711) (524) (3,187)
Net income (loss) 20,112 39,281 (19,169)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries 3,792 2,645 1,147
Net income (loss) attributable to Vornado Realty L.P. 23,904 $ 41,926 $ (18,022)
Less net income attributable to noncontrolling interests in the Operating Partnership (577)
Preferred unit distributions (15,558)
Net income attributable to common shareholders $ 7,769
For the three months ended September 30, 2021:
Net income attributable to Vornado Realty L.P. $ 66,340 $ 59,422 $ 6,918
Net income attributable to common shareholders $ 37,689

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(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.

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NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Nine Months Ended September 30, 2022
--- --- --- --- --- --- ---
Total New York Other
Property rentals(1) $ 1,033,749 $ 810,617 $ 223,132
Tenant expense reimbursements(1) 128,249 94,855 33,394
Amortization of acquired below-market leases, net 3,788 3,309 479
Straight-lining of rents 45,835 49,435 (3,600)
Total rental revenues 1,211,621 958,216 253,405
Fee and other income:
BMS cleaning fees 101,752 108,288 (6,536)
Management and leasing fees 8,167 8,573 (406)
Other income 31,515 7,666 23,849
Total revenues 1,353,055 1,082,743 270,312
Operating expenses (660,434) (536,238) (124,196)
Depreciation and amortization (370,631) (302,449) (68,182)
General and administrative (102,292) (34,912) (67,380)
Benefit from deferred compensation plan liability 10,138 10,138
Transaction related costs and other (4,961) (1,109) (3,852)
Total expenses (1,128,180) (874,708) (253,472)
Income from partially owned entities 83,775 77,237 6,538
Income from real estate fund investments 5,421 5,421
Interest and other investment income, net 9,282 1,780 7,502
Loss from deferred compensation plan assets (10,138) (10,138)
Interest and debt expense (191,523) (91,019) (100,504)
Net gains on disposition of wholly owned and partially owned assets 35,384 28,354 7,030
Income (loss) before income taxes 157,076 224,387 (67,311)
Income tax expense (14,686) (2,605) (12,081)
Net income (loss) 142,390 221,782 (79,392)
Less net income attributable to noncontrolling interests in consolidated subsidiaries (4,756) (1,587) (3,169)
Net income (loss) attributable to Vornado Realty L.P. 137,634 $ 220,195 $ (82,561)
Less net income attributable to noncontrolling interests in the Operating Partnership (6,296)
Preferred unit distributions (46,673)
Net income attributable to common shareholders $ 84,665
For the nine months ended September 30, 2021:
Net income (loss) attributable to Vornado Realty L.P. $ 155,267 $ 192,025 $ (36,758)
Net income attributable to common shareholders $ 89,817

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(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands) For the Three Months Ended September 30, 2022
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 457,431 $ 360,033 $ 97,398
Operating expenses (221,596) (182,131) (39,465)
NOI - consolidated 235,835 177,902 57,933
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (14,766) (8,691) (6,075)
Add: Our share of NOI from partially owned entities 76,020 71,943 4,077
NOI at share 297,089 241,154 55,935
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (1,419) (3,462) 2,043
NOI at share - cash basis $ 295,670 $ 237,692 $ 57,978
For the Three Months Ended September 30, 2021
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 409,212 $ 316,643 $ 92,569
Operating expenses (212,699) (151,276) (61,423)
NOI - consolidated 196,513 165,367 31,146
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (16,886) (9,747) (7,139)
Add: Our share of NOI from partially owned entities 75,644 73,219 2,425
NOI at share 255,271 228,839 26,432
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 1,922 783 1,139
NOI at share - cash basis $ 257,193 $ 229,622 $ 27,571
For the Three Months Ended June 30, 2022
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 453,494 $ 364,162 $ 89,332
Operating expenses (222,309) (176,572) (45,737)
NOI - consolidated 231,185 187,590 43,595
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (16,299) (10,707) (5,592)
Add: Our share of NOI from partially owned entities 74,060 71,209 2,851
NOI at share 288,946 248,092 40,854
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (4,275) (6,189) 1,914
NOI at share - cash basis $ 284,671 $ 241,903 $ 42,768

________________________________

See Appendix page vii for details of NOI at share components.

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT (NON-GAAP) (unaudited)
(unaudited and in thousands) For the Nine Months Ended September 30, 2022
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 1,353,055 $ 1,082,743 $ 270,312
Operating expenses (660,434) (536,238) (124,196)
NOI - consolidated 692,621 546,505 146,116
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (51,100) (32,708) (18,392)
Add: Our share of NOI from partially owned entities 228,772 219,116 9,656
NOI at share 870,293 732,913 137,380
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other (8,824) (13,626) 4,802
NOI at share - cash basis $ 861,469 $ 719,287 $ 142,182 For the Nine Months Ended September 30, 2021
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 1,168,130 $ 921,758 $ 246,372
Operating expenses (594,598) (468,294) (126,304)
NOI - consolidated 573,532 453,464 120,068
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (50,221) (26,841) (23,380)
Add: Our share of NOI from partially owned entities 231,635 224,392 7,243
NOI at share 754,946 651,015 103,931
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 1,570 351 1,219
NOI at share - cash basis $ 756,516 $ 651,366 $ 105,150

________________________________

See Appendix page vii for details of NOI at share components.

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT AND SUBSEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2022
2022 2021 2022 2021
NOI at share:
New York:
Office(1) $ 174,790 $ 166,553 $ 182,042 $ 534,641 $ 497,238
Retail 52,127 49,083 51,438 155,670 124,998
Residential 4,598 4,194 5,250 14,622 12,889
Alexander's Inc. ("Alexander's") 9,639 9,009 9,362 27,980 28,567
Hotel Pennsylvania(2) (12,677)
Total New York 241,154 228,839 248,092 732,913 651,015
Other:
theMART(3) 35,769 6,431 19,947 75,630 42,950
555 California Street 16,092 16,128 16,724 49,051 48,230
Other investments 4,074 3,873 4,183 12,699 12,751
Total Other 55,935 26,432 40,854 137,380 103,931
NOI at share $ 297,089 $ 255,271 $ 288,946 $ 870,293 $ 754,946 For the Three Months Ended For the Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2022
2022 2021 2022 2021
NOI at share - cash basis:
New York:
Office(1) $ 174,606 $ 170,521 $ 180,326 $ 532,759 $ 504,939
Retail 48,096 45,175 47,189 142,678 116,265
Residential 4,556 4,136 4,309 13,554 11,898
Alexander's 10,434 9,790 10,079 30,296 30,987
Hotel Pennsylvania(2) (12,723)
Total New York 237,692 229,622 241,903 719,287 651,366
Other:
theMART(3) 36,772 8,635 21,541 78,749 45,976
555 California Street 16,926 14,745 16,855 50,141 45,552
Other investments 4,280 4,191 4,372 13,292 13,622
Total Other 57,978 27,571 42,768 142,182 105,150
NOI at share - cash basis $ 295,670 $ 257,193 $ 284,671 $ 861,469 $ 756,516

________________________________

(1)Includes BMS NOI of $7,043, $6,879, $6,468, $19,293 and $19,426, respectively, for the three months ended September 30, 2022 and 2021 and June 30, 2022 and the nine months ended September 30, 2022 and 2021.

(2)On April 5, 2021, we permanently closed the Hotel Pennsylvania. Beginning in the third quarter of 2021, we commenced capitalization of carrying costs in connection with our development of the future PENN 15 (formerly Hotel Pennsylvania) site.

(3)Increase primarily due to (i) prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART and (ii) an increase in tradeshow activity in the third quarter of 2022.

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| SAME STORE NOI AT SHARE AND SAME STORE NOI AT SHARE - CASH BASIS (NON-GAAP) (unaudited) | | --- || | Total | | New York | | theMART(2) | | 555 California Street | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Same store NOI at share % increase (decrease)(1): | | | | | | | | | | Three months ended September 30, 2022 compared to September 30, 2021 | 11.7 | % | (0.8) | % | 456.2 | % | 1.3 | % | | Nine months ended September 30, 2022 compared to September 30, 2021 | 7.4 | % | 3.0 | % | 76.1 | % | 3.5 | % | | Three months ended September 30, 2022 compared to June 30, 2022 | 2.8 | % | (3.5) | % | 79.3 | % | (3.8) | % | | Same store NOI at share - cash basis % increase (decrease)(1): | | | | | | | | | | Three months ended September 30, 2022 compared to September 30, 2021 | 13.8 | % | 1.1 | % | 325.8 | % | 16.7 | % | | Nine months ended September 30, 2022 compared to September 30, 2021 | 9.4 | % | 4.6 | % | 71.3 | % | 12.2 | % | | Three months ended September 30, 2022 compared to June 30, 2022 | 4.0 | % | (2.1) | % | 70.7 | % | 0.4 | % |

________________________________

(1)See pages viii through xiii in the Appendix for same store NOI at share and same store NOI at share - cash basis reconciliations.

(2)Primarily due to (i) prior period accrual adjustments recorded in the third quarter of each year related to changes in the tax-assessed value of theMART and (ii) an increase in tradeshow activity in the third quarter of 2022.

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PENN DISTRICT
ACTIVE DEVELOPMENT/REDEVELOPMENT SUMMARY - AS OF SEPTEMBER 30, 2022 (unaudited)
(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Cash Amount<br>Expended Remaining Expenditures Projected Incremental<br>Cash Yield
Active PENN District Projects Segment Budget(1) Stabilization Year
Farley (95% interest) New York 846,000 1,120,000 (2) 1,069,131 (2) 50,869 2022 6.4%
PENN 2 - as expanded New York 1,795,000 750,000 330,303 419,697 2025 9.0%
PENN 1 (including LIRR Concourse Retail)(3) New York 2,546,000 450,000 354,828 95,172 N/A 12.2% (3)(4)
Districtwide Improvements New York N/A 100,000 40,843 59,157 N/A N/A
Total Active PENN District Projects 2,420,000 1,795,105 624,895 8.0%

________________________________

(1)Excluding debt and equity carry.

(2)Net of 154,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).

(3)Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 12.2% projected return is before the ground rent reset in 2023, which may be material.

(4)Projected to be achieved as pre-redevelopment leases roll; approximate average remaining lease term 3.6 years.

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.

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FUTURE DEVELOPMENT OPPORTUNITIES - AS OF SEPTEMBER 30, 2022 (unaudited)
Future Opportunities Segment Property<br>Zoning<br>Sq. Ft.<br><br>(at 100%)
PENN 15 (Hotel Pennsylvania site)(1) New York 2,052,000
PENN District - multiple other opportunities - office/residential/retail New York
260 Eleventh Avenue - office(2) New York 280,000
Undeveloped Land
Rego Park III (32.4% interest) New York 550,000
527 West Kinzie, Chicago Other 330,000
57th Street (50% interest) New York 150,000
Eighth Avenue and 34th Street New York 105,000
Total undeveloped land 1,135,000

____________________

(1)We have permanently closed the Hotel Pennsylvania and plan to develop an office tower on the site. Demolition of the existing building structure commenced in the fourth quarter of 2021.

(2)The building is subject to a ground lease which expires in 2114.

There can be no assurance that the above projects will be completed, completed on schedule or within budget.

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LEASING ACTIVITY (unaudited)
(Square feet in thousands)

The leasing activity and related statistics in the table below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

New York 555 California Street
Office Retail theMART
Three Months Ended September 30, 2022
Total square feet leased 167 62 67 154
Our share of square feet leased: 140 57 67 108
Initial rent(1) $ 88.99 $ 242.89 $ 52.20 $ 98.20
Weighted average lease term (years) 5.8 10.5 7.3 5.6
Second generation relet space:
Square feet 101 36 38 101
GAAP basis:
Straight-line rent(2) $ 83.51 $ 160.80 $ 54.62 $ 86.93
Prior straight-line rent $ 77.93 $ 364.13 $ 56.38 $ 74.93
Percentage increase (decrease) 7.2 % (55.8) % (3.1) % 16.0 %
Cash basis (non-GAAP):
Initial rent(1) $ 87.69 $ 195.22 $ 55.65 $ 95.98
Prior escalated rent $ 86.16 $ 385.30 $ 60.08 $ 85.79
Percentage increase (decrease) 1.8 % (49.3) % (7.4) % 11.9 %
Tenant improvements and leasing commissions:
Per square foot $ 94.04 $ 188.59 $ 84.94 $ 26.49
Per square foot per annum $ 16.21 $ 17.96 $ 11.64 $ 4.73
Percentage of initial rent 18.2 % 7.4 % 22.3 % 4.8 %

________________________________

(1)Represents the cash basis weighted average starting rent per square foot, which is generally indicative of market rents. Most leases include free rent and periodic step-ups in rent which are not included in the initial cash basis rent per square foot but are included in the GAAP basis straight-line rent per square foot.

(2)Represents the GAAP basis weighted average rent per square foot that is recognized over the term of the respective leases and includes the effect of free rent and periodic step-ups in rent.

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LEASING ACTIVITY (unaudited)
(Square feet in thousands)

The leasing activity and related statistics in the table below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

New York 555 California Street
Office Retail theMART
Nine Months Ended September 30, 2022
Total square feet leased 740 90 275 210
Our share of square feet leased: 607 85 275 147
Initial rent(1) $ 84.49 $ 262.88 $ 51.78 $ 96.40
Weighted average lease term (years) 9.2 11.6 7.2 5.9
Second generation relet space:
Square feet 362 42 221 135
GAAP basis:
Straight-line rent(2) $ 79.58 $ 229.84 $ 48.06 $ 87.43
Prior straight-line rent $ 74.90 $ 372.60 $ 50.33 $ 70.32
Percentage increase (decrease) 6.2 % (38.3) % (4.5) % 24.3 %
Cash basis (non-GAAP):
Initial rent(1) $ 82.70 $ 257.34 $ 52.17 $ 93.50
Prior escalated rent $ 79.63 $ 390.83 $ 54.67 $ 82.28
Percentage increase (decrease) 3.9 % (34.2) % (4.6) % 13.6 %
Tenant improvements and leasing commissions:
Per square foot $ 111.26 $ 253.08 $ 78.32 $ 42.19
Per square foot per annum $ 12.09 $ 21.82 $ 10.88 $ 7.15
Percentage of initial rent 14.3 % 8.3 % 21.0 % 7.4 %

________________________________

(1)Represents the cash basis weighted average starting rent per square foot, which is generally indicative of market rents. Most leases include free rent and periodic step-ups in rent which are not included in the initial cash basis rent per square foot but are included in the GAAP basis straight-line rent per square foot.

(2)Represents the GAAP basis weighted average rent per square foot that is recognized over the term of the respective leases and includes the effect of free rent and periodic step-ups in rent.

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LEASE EXPIRATIONS (unaudited)<br>NEW YORK SEGMENT
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Annualized Escalated Rents<br>of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office: Month to Month 8,000 $ 249,000 $ 31.13 0.0 %
Fourth Quarter 2022 205,000 17,500,000 85.37 1.5 %
First Quarter 2023 475,000 46,218,000 97.30 3.9 %
Second Quarter 2023 144,000 11,699,000 81.24 1.0 %
Third Quarter 2023 154,000 11,280,000 73.25 0.9 %
Fourth Quarter 2023 602,000 60,157,000 99.93 5.1 %
Total 2023 1,375,000 129,354,000 94.08 10.9 %
2024 964,000 89,862,000 93.22 7.5 %
2025 698,000 57,115,000 81.83 4.8 %
2026 1,244,000 100,526,000 80.81 8.4 %
2027 1,188,000 90,900,000 76.52 7.6 %
2028 974,000 71,843,000 73.76 6.0 %
2029 1,171,000 94,274,000 80.51 7.9 %
2030 677,000 54,459,000 80.44 4.6 %
2031 894,000 79,206,000 88.60 6.7 %
2032 425,000 36,648,000 86.23 3.1 %
Thereafter 4,847,000 (2) 368,552,000 76.04 31.0 %
Retail: Month to Month 1,000 $ 22,000 $ 22.00 0.0 %
Fourth Quarter 2022 9,000 1,896,000 210.67 0.7 %
First Quarter 2023 138,000 23,348,000 169.19 8.5 %
Second Quarter 2023 0.0 %
Third Quarter 2023 7,000 3,457,000 493.86 1.3 %
Fourth Quarter 2023 5,000 450,000 90.00 0.2 %
Total 2023 150,000 27,255,000 181.70 10.0 %
2024 138,000 24,335,000 176.34 8.8 %
2025 40,000 12,890,000 322.25 4.7 %
2026 82,000 26,091,000 318.18 9.5 %
2027 34,000 18,974,000 558.06 6.9 %
2028 27,000 13,433,000 497.52 4.9 %
2029 50,000 24,430,000 488.60 8.9 %
2030 155,000 22,555,000 145.52 8.2 %
2031 88,000 29,189,000 331.69 10.6 %
2032 55,000 28,376,000 515.93 10.3 %
Thereafter 395,000 45,756,000 115.84 16.5 %

________________________________

(1)    Excludes storage, vacancy and other.

(2)    Assumes U.S. Post Office exercises all lease renewal options through 2038 for 492,000 square feet at 909 Third Avenue given the below-market rent on their options.

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LEASE EXPIRATIONS (unaudited)<br>theMART
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Annualized Escalated Rents<br>of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office / Showroom / Retail: Month to Month 1,000 $ 80,000 $ 80.00 0.0 %
Fourth Quarter 2022 302,000 15,469,000 51.22 9.5 %
First Quarter 2023 46,000 3,248,000 70.61 2.0 %
Second Quarter 2023 7,000 505,000 72.14 0.3 %
Third Quarter 2023 162,000 8,342,000 51.49 5.1 %
Fourth Quarter 2023 35,000 2,114,000 60.40 1.3 %
Total 2023 250,000 14,209,000 56.84 8.7 %
2024 235,000 13,535,000 57.60 8.3 %
2025 414,000 23,745,000 58.20 14.6 %
2026 290,000 16,257,000 56.06 10.0 %
2027 190,000 10,367,000 54.56 6.4 %
2028 679,000 33,028,000 48.64 20.3 %
2029 111,000 5,418,000 48.81 3.3 %
2030 29,000 1,676,000 57.79 1.0 %
2031 294,000 13,929,000 47.38 8.6 %
2032 160,000 7,922,000 49.51 4.9 %
Thereafter 157,000 7,134,000 45.44 4.4 %

________________________________

(1)    Excludes storage, vacancy and other.

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LEASE EXPIRATIONS (unaudited)<br>555 California Street
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Annualized Escalated Rents<br>of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office / Retail: Month to Month $ $ 0.0 %
Fourth Quarter 2022 0.0 %
First Quarter 2023 6,000 391,000 65.17 0.4 %
Second Quarter 2023 0.0 %
Third Quarter 2023 0.0 %
Fourth Quarter 2023 0.0 %
Total 2023 6,000 391,000 65.17 0.4 %
2024 70,000 7,129,000 101.84 6.5 %
2025 274,000 24,505,000 89.43 22.4 %
2026 238,000 23,508,000 98.77 21.5 %
2027 65,000 6,052,000 93.11 5.5 %
2028 112,000 10,501,000 93.76 9.6 %
2029 116,000 11,092,000 95.62 10.2 %
2030 106,000 10,712,000 101.06 9.8 %
2031 0.0 %
2032 5,000 645,000 129.00 0.6 %
Thereafter 188,000 14,657,000 77.96 13.5 %

________________________________

(1)    Excludes storage, vacancy and other.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
CONSOLIDATED
(Amounts in thousands)
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 59,422 $ 75,133 $ 65,173
Tenant improvements 36,887 68,284 65,313
Leasing commissions 11,600 36,274 18,626
Recurring tenant improvements, leasing commissions and other capital expenditures 107,909 179,691 149,112
Non-recurring capital expenditures(1) 25,282 19,849 64,624
Total capital expenditures and leasing commissions $ 133,191 $ 199,540 $ 213,736
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for development and redevelopment expenditures(2):
PENN 2 $ 193,404 $ 105,267 $ 76,883
Farley Office and Retail 182,152 202,414 239,427
PENN 1 74,581 171,824 108,514
PENN 15 (Hotel Pennsylvania site) 59,731 54,280 7,606
PENN Districtwide improvements 9,815 14,116 17,066
220 CPS 8,261 19,351 119,763
theMART 2.0 5,232 729
Other 24,708 17,959 32,661
$ 557,884 $ 585,940 $ 601,920

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)Inclusive of capitalized interest expense, operating expenses and development payroll.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
NEW YORK SEGMENT
(Amounts in thousands)
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 42,922 $ 61,420 $ 53,543
Tenant improvements 26,049 59,522 52,763
Leasing commissions 8,153 27,284 14,612
Recurring tenant improvements, leasing commissions and other capital expenditures 77,124 148,226 120,918
Non-recurring capital expenditures(1) 21,931 19,694 64,414
Total capital expenditures and leasing commissions $ 99,055 $ 167,920 $ 185,332
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for development and redevelopment expenditures(2):
PENN 2 $ 193,404 $ 105,267 $ 76,883
Farley Office and Retail 182,152 202,414 239,427
PENN 1 74,581 171,824 108,514
PENN 15 (Hotel Pennsylvania site) 59,731 54,280 7,606
PENN Districtwide improvements 9,815 14,116 17,066
Other 21,679 12,638 11,952
$ 541,362 $ 560,539 $ 461,448

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)Inclusive of capitalized interest expense, operating expenses and development payroll.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
theMART
(Amounts in thousands)
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 12,667 $ 7,199 $ 7,627
Tenant improvements 8,743 5,683 5,859
Leasing commissions 2,553 2,047 3,173
Recurring tenant improvements, leasing commissions and other capital expenditures 23,963 14,929 16,659
Non-recurring capital expenditures(1) 781 155 210
Total capital expenditures and leasing commissions $ 24,744 $ 15,084 $ 16,869
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for development and redevelopment expenditures(2):
theMART 2.0 $ 5,232 $ 729 $
Other 3,027 1,068 4,011
$ 8,259 $ 1,797 $ 4,011

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)Inclusive of capitalized interest expense, operating expenses and development payroll.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
555 CALIFORNIA STREET
(Amounts in thousands)
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 3,833 $ 6,514 $ 4,003
Tenant improvements 2,095 3,079 6,691
Leasing commissions 894 6,943 841
Recurring tenant improvements, leasing commissions and other capital expenditures 6,822 16,536 11,535
Non-recurring capital expenditures(1) 2,570
Total capital expenditures and leasing commissions $ 9,392 $ 16,536 $ 11,535
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for development and redevelopment expenditures(2):
345 Montgomery Street $ $ 4,253 $ 16,661

________________________________

See notes below.

CAPITAL EXPENDITURES (unaudited)
OTHER
(Amounts in thousands)
Nine Months Ended September 30, 2022 Year Ended December 31,
2021 2020
Amounts paid for development and redevelopment expenditures(2):
220 CPS $ 8,261 $ 19,351 $ 119,763
Other 2 37
$ 8,263 $ 19,351 $ 119,800

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)Inclusive of capitalized interest expense, operating expenses and development payroll.

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
As of September 30, 2022
Joint Venture Name Asset<br>Category Percentage Ownership Company's<br>Carrying<br>Amount Company's<br><br>Pro rata<br><br>Share of Debt(1) 100% of<br><br>Joint Venture Debt(1) Maturity Date(2) Spread over LIBOR/SOFR Interest Rate
Fifth Avenue and Times Square JV Retail/Office 51.5% $ 2,765,475 $ 461,461 $ 950,000 Various Various Various
Alexander's Office/Retail 32.4% 91,278 355,280 1,096,544 Various Various Various
Partially owned office buildings/land:
650 Madison Avenue Office/Retail 20.1% 94,581 161,024 800,000 12/29 N/A 3.49%
512 West 22nd Street Office/Retail 55.0% 60,571 74,642 135,712 06/24 L+200 4.76%
280 Park Avenue Office/Retail 50.0% 58,810 600,000 1,200,000 09/24 L+173 4.44%
West 57th Street properties Office/Retail/Land 50.0% 42,639 10,000 20,000 12/22 L+160 4.16%
825 Seventh Avenue Office 50.0% 9,858 29,230 58,460 07/23 L+235 4.91%
61 Ninth Avenue Office/Retail 45.1% 5,175 75,543 167,500 01/26 S+146 4.21%
Other investments:
Independence Plaza Residential/Retail 50.1% 51,236 338,175 675,000 07/25 N/A 4.25%
Rosslyn Plaza Office/Residential 43.7% to 50.4% 34,613 18,335 36,372 03/23 S+205 4.56%
Other Various Various 35,961 124,427 666,120 Various Various Various
$ 3,250,197 $ 2,248,117 $ 5,805,708
Investments in partially owned entities included in other liabilities(3):
7 West 34th Street Office/Retail 53.0% $ (63,124) $ 159,000 $ 300,000 06/26 N/A 3.65%
85 Tenth Avenue Office/Retail 49.9% (16,884) 311,875 625,000 12/26 N/A 4.55%
$ (80,008) $ 470,875 $ 925,000

________________________________

(1)Represents the contractual debt obligations. All amounts are non-recourse to us except the $300,000 mortgage loan on 7 West 34th Street and the $500,000 mortgage loan on 640 Fifth Avenue, included in Fifth Avenue and Times Square JV.

(2)Represents the extended maturity for certain loans for which we have the unilateral right to extend.

(3)Our negative basis results from distributions in excess of our investment.

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage Ownership at September 30, 2022 Our Share of Net Income (Loss) for the Three Months Ended September 30, Our Share of NOI (non-GAAP) for the Three Months Ended September 30,
2022 2021 2022 2021
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Equity in net income 51.5% $ 11,941 $ 12,671 $ 33,330 $ 33,864
Return on preferred equity, net of our share of the expense 9,430 9,430
21,371 22,101 33,330 33,864
Alexander's 32.4% 4,740 3,710 9,639 9,009
85 Tenth Avenue 49.9% (2,466) (2,949) 2,797 2,311
280 Park Avenue 50.0% (2,087) (1) 1,087 9,497 9,636
Independence Plaza 50.1% (1,609) (1,860) 4,161 3,983
7 West 34th Street 53.0% 1,186 1,116 3,712 3,633
650 Madison Avenue 20.1% (658) (176) 2,505 3,105
West 57th Street properties 50.0% (255) 68 116 349
61 Ninth Avenue 45.1% 152 761 1,613 1,777
512 West 22nd Street 55.0% 54 (184) 1,826 1,591
One Park Avenue(2) 100.0% 1,759 2,692
Other, net Various 753 (441) 2,747 1,269
21,181 24,992 71,943 73,219
Other:
Alexander's corporate fee income 32.4% 1,170 1,085 647 519
Rosslyn Plaza 43.7% to 50.4% 348 319 1,106 988
Other, net Various 1,642 (127) 2,324 918
3,160 1,277 4,077 2,425
Total $ 24,341 $ 26,269 $ 76,020 $ 75,644

______________________________

(1)Decrease primarily due to an increase in variable rate interest expense. In September 2022, the joint venture entered into an interest rate cap arrangement capping LIBOR at 4.08% (2.71% as of September 30, 2022).

(2)On August 5, 2021, we increased our ownership interest in One Park Avenue to 100.0% by acquiring our joint venture partner's 45.0% ownership interest in the property. Accordingly, we consolidated the accounts of the property from the date of acquisition.

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage Ownership at September 30, 2022 Our Share of Net Income (Loss) for the Nine Months Ended September 30, Our Share of NOI (non-GAAP) for the Nine Months Ended September 30,
2022 2021 2022 2021
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Equity in net income 51.5% $ 41,915 $ 32,314 $ 103,684 $ 95,532
Return on preferred equity, net of our share of the expense 27,985 27,985
69,900 60,299 103,684 95,532
Alexander's 32.4% 14,235 17,764 (1) 27,980 28,567
85 Tenth Avenue 49.9% (7,928) (8,469) 7,899 7,104
Independence Plaza 50.1% (3,540) (5,129) 13,421 12,269
7 West 34th Street 53.0% 3,340 3,377 10,997 10,940
650 Madison Avenue 20.1% (1,984) (1,157) 7,781 9,014
61 Ninth Avenue 45.1% 1,162 2,345 5,041 5,396
West 57th Street properties 50.0% (710) (622) 237 226
280 Park Avenue 50.0% 249 3,851 29,913 29,002
512 West 22nd Street 55.0% (96) (591) 4,085 4,602
One Park Avenue(2) 100.0% 11,518 17,348
Other, net Various 2,609 (84) 8,078 4,392
77,237 83,102 219,116 224,392
Other:
Alexander's corporate fee income 32.4% 3,352 3,622 1,782 1,789
Rosslyn Plaza 43.7% to 50.4% 1,276 1,051 3,391 3,078
Other, net N/A 1,910 (1,007) 4,483 2,376
6,538 3,666 9,656 7,243
Total $ 83,775 $ 86,768 $ 228,772 $ 231,635

____________________________

(1)2021 includes our $2,956 share of the net gain on the sale of a land parcel in the Bronx, New York.

(2)On August 5, 2021, we increased our ownership interest in One Park Avenue to 100.0% by acquiring our joint venture partner's 45.0% ownership interest in the property. Accordingly, we consolidated the accounts of the property from the date of acquisition.

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CAPITAL STRUCTURE (unaudited)
(Amounts in thousands, except per share and per unit amounts)
As of
September 30, 2022
Debt (contractual balances):
Consolidated debt(1):
Mortgages payable $ 5,883,015
Senior unsecured notes 1,200,000
800 Million unsecured term loan 800,000
2.5 Billion unsecured revolving credit facilities 575,000
8,458,015
Pro rata share of debt of non-consolidated entities 2,718,992
Less: Noncontrolling interests' share of consolidated debt(primarily 1290 Avenue of the Americas and 555 California Street) (682,059)
10,494,948 (A)
Liquidation Preference
Perpetual Preferred:
3.25% preferred units (D-17) (141,400 units @ 25 per unit) 3,535
5.40% Series L preferred shares $ 25.00 300,000
5.25% Series M preferred shares 25.00 319,500
5.25% Series N preferred shares 25.00 300,000
4.45% Series O preferred shares 25.00 300,000
1,223,035 (B)
September 30, 2022 Common Share Price
Equity:
Common shares $ 23.16 4,442,482
Class A units 23.16 308,584
Convertible share equivalents:
Equity awards - unit equivalents 23.16 21,516
Series D-13 preferred units 23.16 46,691
Series G-1 through G-4 preferred units 23.16 2,524
Series A preferred shares 23.16 579
4,822,376 (C)
Total Market Capitalization (A+B+C) $ 16,540,359

All values are in US Dollars.

________________________________

(1)See reconciliation on page xiv in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of September 30, 2022.

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COMMON SHARES DATA (NYSE: VNO) (unaudited)
Vornado Realty Trust common shares are traded on the New York Stock Exchange ("NYSE") under the symbol VNO. Below is a summary of performance and dividends for VNO common shares (based on NYSE prices):
Third Quarter 2022 Second Quarter 2022 First Quarter 2022 Fourth Quarter 2021
High price $ 30.90 $ 45.84 $ 47.26 $ 46.64
Low price $ 22.83 $ 27.64 $ 38.00 $ 38.82
Closing price - end of quarter $ 23.16 $ 28.59 $ 45.32 $ 41.86
Annualized quarterly dividend per share $ 2.12 $ 2.12 $ 2.12 $ 2.12
Annualized dividend yield - on closing price 9.2 % 7.4 % 4.7 % 5.1 %
Outstanding shares, Class A units and convertible preferred units as converted (in thousands) 208,220 207,814 207,127 206,969
Closing market value of outstanding shares, Class A units and convertible preferred units as converted $ 4.8 Billion $ 5.9 Billion $ 9.4 Billion $ 8.7 Billion
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DEBT ANALYSIS (unaudited)
(Amounts in thousands)
As of September 30, 2022
Total Variable Fixed
(Contractual debt balances) Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate
Consolidated debt(1) $ 8,458,015 3.79% $ 2,313,015 (2) 4.35% $ 6,145,000 3.58%
Pro rata share of debt of non-consolidated entities 2,718,992 4.05% 1,271,535 4.42% 1,447,457 3.72%
Total 11,177,007 3.85% 3,584,550 4.37% 7,592,457 3.61%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street) (682,059) (682,059)
Company's pro rata share of total debt $ 10,494,948 3.81% $ 2,902,491 (2) 4.33% $ 7,592,457 3.61%
Debt Covenant Ratios:(3) Senior Unsecured Notes due 2025, 2026 and 2031 Unsecured Revolving Credit Facilities<br>and Unsecured Term Loan
--- --- --- --- ---
Required Actual Required Actual
Total outstanding debt/total assets(4) Less than 65% 47% Less than 60% 35%
Secured debt/total assets Less than 50% 32% Less than 50% 26%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 2.53 N/A
Fixed charge coverage N/A Greater than 1.40 2.40
Unencumbered assets/unsecured debt Greater than 150% 354% N/A
Unsecured debt/cap value of unencumbered assets N/A Less than 60% 19%
Unencumbered coverage ratio N/A Greater than 1.50 6.39 Consolidated Unencumbered EBITDA (non-GAAP):
--- --- ---
Q3 2022<br>Annualized
New York $ 243,164
Other 105,588
Total $ 348,752

________________________________

(1)See reconciliation on page xiv in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of September 30, 2022.

(2)Includes our $105,000 participation in the 150 West 34th Street mortgage loan.

(3)Our debt covenant ratios and consolidated unencumbered EBITDA are computed in accordance with the terms of our senior unsecured notes, unsecured revolving credit facilities, and unsecured term loan, as applicable. The methodology used for these computations may differ significantly from similarly titled ratios and amounts of other companies. For additional information regarding the methodology used to compute these ratios, please see our filings with the SEC of our revolving credit facilities, senior debt indentures and applicable prospectuses and prospectus supplements.

(4)Total assets include EBITDA capped at 7.0% under the senior unsecured notes due 2025, 2026 and 2031 and 6.0% under the unsecured revolving credit facilities and unsecured term loan.

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HEDGING INSTRUMENTS AS OF SEPTEMBER 30, 2022 (unaudited)
(Amounts in thousands)
Swap / Cap Information
Variable Rate Spread Maturity Date(1) Notional Amount<br>at Share All-In Swapped Rate Swap Expiration Date
Interest Rate Swaps:
Consolidated:
555 California Street mortgage loan 840,000 L+193 05/28 $ 840,000 2.26% 05/24
770 Broadway mortgage loan S+225 07/27 700,000 4.98% 07/27
PENN 11 mortgage loan L+195 10/25 500,000 2.23% 03/24
Unsecured revolving credit facility S+115 12/27 575,000 3.88% 08/27
Unsecured term loan S+130 12/27 800,000 (2) 4.05% 10/23
100 West 33rd Street mortgage loan S+165 06/27 480,000 5.06% 06/27
888 Seventh Avenue mortgage loan L+170 12/25 200,000 4.66% 09/27
4 Union Square South mortgage loan S+150 08/25 100,000 3.74% 01/25
Unconsolidated:
640 Fifth Avenue mortgage loan L+101 05/24 259,925 3.07% 05/23
731 Lexington Avenue - retail condominium mortgage loan L+140 08/25 97,200 1.72% 05/25
50-70 West 93rd Street mortgage loan L+153 12/24 41,168 3.14% 06/24
4,696,992 4,593,293
Interest Rate Caps: Index Strike Rate
Consolidated:
1290 Avenue of the Americas mortgage loan 665,000 L+151 11/28 665,000 4.00% 11/23
One Park Avenue mortgage loan S+122 03/26 525,000 4.50% 03/23
150 West 34th Street mortgage loan L+188 05/24 100,000 (3) 4.08% 12/22
606 Broadway mortgage loan L+180 09/24 37,060 4.00% 09/24
Unconsolidated:
280 Park Avenue mortgage loan L+173 09/24 600,000 4.08% 09/23
61 Ninth Avenue mortgage loan S+146 01/26 75,543 4.39% 02/24
Fashion Centre Mall/Washington Tower mortgage loan L+294 05/26 34,125 4.00% 05/24
50 West 57th Street mortgage loan L+160 12/22 10,000 3.50% 12/22
2,151,728 2,046,728 (4)
Fixed rate debt per loan agreements and Vornado’s 105 million participation in 150 West 34th Street mortgage loan 3,104,164
Variable rate debt not subject to interest rate swaps or caps 750,763 (4)
Total debt at share $ 10,494,948

All values are in US Dollars.

____________________

(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend.

(2)Comprised of a $750,000 interest rate swap arrangement expiring October 2023 and a $50,000 interest rate swap arrangement expiring August 2027. In September 2022, we entered into a forward swap for $500,000 of the $800,000 unsecured term loan through October 2026, effective upon the October 2023 expiration of the $750,000 swap arrangement. Together with the existing $50,000 swap arrangement, commencing October 2023, $550,000 of the loan will bear interest at a blended fixed rate of 4.36%. The unswapped balance of the loan will bear interest at a floating rate of SOFR plus 1.30%.

(3)Excludes our $105,000 participation in the loan.

(4)Our exposure to LIBOR/SOFR index increases is partially mitigated by an increase in interest income on our cash, cash equivalents, restricted cash and investments in U.S. Treasury bills.

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CONSOLIDATED DEBT MATURITIES AT 100% (CONTRACTUAL BALANCES) (unaudited)
(Amounts in thousands)
Property Maturity<br><br>Date (1) Spread over<br>LIBOR/SOFR Interest<br><br>Rate(2) 2022 2023 2024 2025 2026 Thereafter Total
Secured Debt:
435 Seventh Avenue 02/24 L+130 3.93% $ $ $ 95,696 $ $ $ $ 95,696
150 West 34th Street 05/24 L+188 4.53% 205,000 (3) 205,000
606 Broadway (50.0% interest) 09/24 L+180 4.56% 74,119 74,119
4 Union Square South 08/25 3.78% 120,000 120,000
PENN 11 10/25 2.23% 500,000 500,000
888 Seventh Avenue 12/25 4.62% 283,200 283,200
One Park Avenue 03/26 S+122 4.07% 525,000 525,000
350 Park Avenue 01/27 3.92% 400,000 400,000
100 West 33rd Street 06/27 5.06% 480,000 480,000
770 Broadway 07/27 4.98% 700,000 700,000
555 California Street (70.0% interest) 05/28 3.01% 1,200,000 1,200,000
1290 Avenue of the Americas (70.0% interest) 11/28 L+151 4.32% 950,000 950,000
909 Third Avenue 04/31 3.23% 350,000 350,000
Total Secured Debt 374,815 903,200 525,000 4,080,000 5,883,015
Unsecured Debt:
Senior unsecured notes due 2025 01/25 3.50% 450,000 450,000
$1.25 Billion unsecured revolving credit facility 04/26 S+119 0.00%
Senior unsecured notes due 2026 06/26 2.15% 400,000 400,000
$1.25 Billion unsecured revolving credit facility 12/27 3.88% 575,000 575,000
$800 Million unsecured term loan 12/27 4.05% 800,000 800,000
Senior unsecured notes due 2031 06/31 3.40% 350,000 350,000
Total Unsecured Debt 450,000 400,000 1,725,000 2,575,000
Total Debt $ $ $ 374,815 $ 1,353,200 $ 925,000 $ 5,805,000 $ 8,458,015
Weighted average rate 0.00% 0.00% 4.39% 3.29% 3.24% 3.96% 3.79%
Fixed rate debt(4) $ $ $ $ 1,250,000 $ 400,000 $ 4,495,000 $ 6,145,000
Fixed weighted average rate expiring 0.00% 0.00% 0.00% 3.19% 2.15% 3.82% 3.58%
Floating rate debt $ $ $ 374,815 $ 103,200 $ 525,000 $ 1,310,000 $ 2,313,015
Floating weighted average rate expiring 0.00% 0.00% 4.39% 4.42% 4.07% 4.44% 4.35%

________________________________

(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend.

(2)Represents the interest rate in effect as of September 30, 2022 based on the appropriate reference rate as of the contractual reset date plus contractual spread, adjusted for hedging instruments, as applicable. See the previous page for information on interest rate swap and interest rate cap arrangements entered into as of September 30, 2022.

(3)We hold a $105,000 participation in the mortgage loan which is included in “other assets” on our consolidated balance sheets.

(4)Debt classified as fixed rate includes the effect of interest rate swap arrangements which may expire prior to debt maturity. See the previous page for information on interest rate swap arrangements entered into as of September 30, 2022.

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TOP 30 TENANTS (unaudited)
(Amounts in thousands, except square feet) Tenants Square<br><br>Footage<br><br>At Share Annualized<br><br>Escalated Rents<br><br>At Share(1) % of Total Annualized<br><br>Escalated Rents<br><br>At Share
--- --- --- --- --- ---
Meta Platforms, Inc. 1,451,153 $ 159,034 8.7 %
IPG and affiliates 967,552 66,863 3.6 %
New York University 685,290 45,013 2.5 %
Google/Motorola Mobility (guaranteed by Google) 759,446 41,220 2.2 %
Bloomberg L.P. 306,768 40,356 2.2 %
Equitable Financial Life Insurance Company 336,644 35,530 1.9 %
Swatch Group USA 14,949 34,456 1.9 %
Yahoo Inc. 313,726 32,248 1.8 %
Amazon (including its Whole Foods subsidiary) 312,694 30,092 1.6 %
Neuberger Berman Group LLC 306,612 27,353 1.5 %
Madison Square Garden & Affiliates 412,551 25,741 1.4 %
AMC Networks, Inc. 326,717 25,441 1.4 %
Bank of America 247,459 24,412 1.3 %
Apple Inc. 412,434 24,072 1.3 %
LVMH Brands 65,060 22,952 1.3 %
Citadel 209,263 21,544 1.2 %
Victoria's Secret (guaranteed by L Brands, Inc.) 33,156 19,531 1.1 %
PwC 241,196 19,148 1.0 %
Macy's 242,837 17,886 1.0 %
Fast Retailing (Uniqlo) 47,167 13,654 0.7 %
Cushman & Wakefield 127,485 13,088 0.7 %
The City of New York 232,010 11,862 0.6 %
Foot Locker 149,987 11,474 0.6 %
ABBVIE Inc. 168,673 11,172 0.6 %
Axon Capital 93,127 10,763 0.6 %
Kirkland & Ellis LLP 106,751 10,718 0.6 %
Manufacturers & Traders Trust 102,622 10,451 0.6 %
Alston & Bird LLP 126,872 10,161 0.6 %
Burlington Coat Factory 108,844 10,050 0.5 %
WSP USA 172,666 9,907 0.5 %
45.5 %

________________________________

(1)Represents monthly contractual base rent before free rent plus tenant reimbursements multiplied by 12. Annualized escalated rents at share include leases signed but not yet commenced in place of current tenants or vacancy in the same space.

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SQUARE FOOTAGE (unaudited)
(Square feet in thousands)
At Vornado's Share
At<br>100% Under Development or Not Available for Lease In Service
Total Office Retail Showroom Other
Segment:
New York:
Office 20,147 17,452 1,177 16,092 183
Retail 2,579 2,139 272 1,867
Residential - 1,671 units 1,511 778 778
Alexander's (32.4% interest), including 312 residential units 2,454 795 69 305 339 82
26,691 21,164 1,518 16,397 2,206 183 860
Other:
theMART 3,901 3,892 264 2,044 103 1,265 216
555 California Street (70% interest) 1,819 1,273 1,240 33
Other 2,845 1,346 149 212 874 111
8,565 6,511 413 3,496 1,010 1,265 327
Total square feet at September 30, 2022 35,256 27,675 1,931 19,893 3,216 1,448 1,187
Total square feet at June 30, 2022 35,235 27,654 1,955 19,861 3,172 1,479 1,187
Parking Garages (not included above): Square Feet Number of <br>Garages Number of <br>Spaces
New York 1,635 9 4,804
theMART 558 4 1,643
555 California Street 168 1 453
Rosslyn Plaza 411 4 1,094
Total at September 30, 2022 2,772 18 7,994
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OCCUPANCY (unaudited)
New York theMART 555 California Street
Occupancy rate at:
September 30, 2022 90.3 % 87.3 % 94.7 %
June 30, 2022 90.8 % 88.6 % 94.2 %
December 31, 2021 91.3 % 88.9 % 93.8 % (1)
September 30, 2021 90.4 % 89.6 % 98.1 %

________________________________

(1)Decrease in occupancy due to 345 Montgomery Street (78,000 square feet) being placed into service during the fourth quarter of 2021.

RESIDENTIAL STATISTICS (unaudited)
Vornado's Ownership Interest
Number of Units Number of Units Occupancy Rate Average Monthly<br>Rent Per Unit
New York:
September 30, 2022 1,983 948 96.8% $3,877
June 30, 2022 1,983 948 97.6% $3,804
December 31, 2021 1,986 951 97.0% $3,776
September 30, 2021 1,986 951 96.4% $3,756
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GROUND LEASES (unaudited)
(Amounts in thousands, except square feet)
Property Current Annual<br>Rent at Share Next Option Renewal Date Fully Extended<br>Lease Expiration Rent Increases and Other Information
Consolidated:
New York:
Farley (95% interest) $ 4,750 None 2116 None
PENN 1:
Land 2,500 2073 2098 One 25-year renewal option at fair market value ("FMV"). FMV rent resets occur in 2023 and 2048. The FMV rent reset in 2023 has not yet been determined.
Long Island Railroad Concourse Retail (1) 2048 2098 Two 25-year renewal options. Rent increases at a rate based on the increase in gross income reduced by the increase in real estate taxes and operating expenses. The next rent increase occurs in 2028 and every ten years thereafter.
260 Eleventh Avenue 4,383 None 2114 Rent increases annually by the lesser of CPI or 1.5% compounded. We have a purchase option exercisable at a future date for $110,000 increased annually by the lesser of CPI or 1.5% compounded.
888 Seventh Avenue 3,350 2028 2067 Two 20-year renewal options at FMV.
Piers 92 & 94 1,000 2060 2110 None
330 West 34th Street -<br>65.2% ground leased 10,265 (2) 2051 2149 Two 30-year and one 39-year renewal option at FMV.
909 Third Avenue 1,600 2041 2063 One 22-year renewal option at current annual rent.
962 Third Avenue (the Annex building to 150 East 58th Street) - 50.0% ground leased 666 None 2118 Rent resets every ten years to FMV.
Other:
Wayne Town Center 5,018 2035 2064 Two 10-year renewal options and one 9-year renewal option. Rent increases annually by the greater of CPI or 6%.
Annapolis 650 None 2042 Fixed rent increases to $750 per annum in 2032.
Unconsolidated:
61 Ninth Avenue<br><br>(45.1% interest) 3,553 None 2115 Rent increases in April 2023 and every three years thereafter based on CPI, subject to a cap. In 2051, 2071 and 2096, rent resets based on the increase in the property's gross revenue net of real estate taxes, if greater than the CPI reset.
Flushing (Alexander's)<br><br>(32.4% interest) 259 2027 2037 One 10-year renewal option at 90% of FMV.

________________________________

(1)In December 2020, we entered into an agreement with the Metropolitan Transportation Authority (the “MTA”) to oversee the redevelopment of the Long Island Rail Road Concourse at Penn Station (the "Concourse"). In connection with the redevelopment, we entered into an agreement with the MTA which will result in the widening of the Concourse to relieve overcrowding and our trading of 15,000 square feet of back of house space for 22,000 square feet of retail frontage space.

(2)Represents the arbitration panel’s rent reset determination. We filed a petition in New York Supreme Court to vacate or modify the arbitration determination and our petition was denied. We are appealing the court’s decision.

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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK:
PENN District:
PENN 1
(ground leased through 2098)** Cisco, Hartford Fire Insurance, Empire Healthchoice Assurance, Inc.,
-Office 100.0 % 80.8 % $ 72.87 2,230,000 2,230,000 United Healthcare Services, Inc., Siemens Mobility, WSP USA, Gusto Inc.*
-Retail 100.0 % 100.0 % 168.74 316,000 77,000 239,000 Bank of America, Starbucks, Blue Bottle Coffee Inc.
100.0 % 81.4 % 76.47 2,546,000 2,307,000 239,000 $
PENN 2
-Office 100.0 % 100.0 % 61.61 1,577,000 400,000 1,177,000 Madison Square Garden, EMC
-Retail 100.0 % 100.0 % 375.33 43,000 15,000 28,000 Chase Manhattan Bank
100.0 % 100.0 % 72.81 1,620,000 415,000 1,205,000 575,000 (3)
Farley Office and Retail<br><br>(ground and building leased through 2116)**
-Office 95.0 % 100.0 % 110.40 730,000 730,000 Meta Platforms, Inc.
-Retail 95.0 % 23.6 % 392.98 116,000 116,000 Duane Reade, Magnolia Bakery, Starbucks, Birch Coffee, H&H Bagels
95.0 % 89.7 % 120.38 846,000 846,000
PENN 11
-Office 100.0 % 100.0 % 69.85 1,114,000 1,114,000 Apple Inc., Madison Square Garden, AMC Networks, Inc., Macy's
-Retail 100.0 % 80.1 % 143.86 39,000 39,000 PNC Bank National Association, Starbucks
100.0 % 99.3 % 71.93 1,153,000 1,153,000 500,000
100 West 33rd Street
-Office 100.0 % 91.5 % 70.80 859,000 859,000 IPG and affiliates
-Retail 100.0 % 16.8 % 55.54 255,000 255,000 Aeropostale, Candytopia
100.0 % 75.1 % 70.05 1,114,000 1,114,000 480,000
330 West 34th Street
(65.2% ground leased through 2149)** Structure Tone,
-Office 100.0 % 75.4 % 74.67 702,000 702,000 Deutsch, Inc., Web.com, Footlocker, HomeAdvisor, Inc.
-Retail 100.0 % 91.1 % 127.10 22,000 22,000 Starbucks
100.0 % 75.7 % 76.11 724,000 724,000 100,000 (4)
435 Seventh Avenue
-Retail 100.0 % 100.0 % 35.22 43,000 43,000 95,696 Forever 21
7 West 34th Street
-Office 53.0 % 100.0 % 80.16 458,000 458,000 Amazon
-Retail 53.0 % 100.0 % 345.54 19,000 19,000 Amazon, Lindt, Naturalizer (guaranteed by Caleres)
53.0 % 100.0 % 90.98 477,000 477,000 300,000
431 Seventh Avenue
-Retail 100.0 % 100.0 % 248.24 9,000 9,000 Essen*
138-142 West 32nd Street
-Retail 100.0 % 100.0 % 124.49 8,000 8,000
150 West 34th Street
-Retail 100.0 % 100.0 % 112.53 78,000 78,000 205,000 (5) Old Navy
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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
PENN District (Continued):
137 West 33rd Street
-Retail 100.0 % 100.0 % $ 99.05 3,000 3,000 $
131-135 West 33rd Street
-Retail 100.0 % 100.0 % 58.44 23,000 23,000
Other (3 buildings)
-Retail 100.0 % 100.0 % 189.36 16,000 16,000
Total PENN District 8,660,000 7,216,000 1,444,000 2,255,696
Midtown East:
909 Third Avenue
(ground leased through 2063)** IPG and affiliates, AbbVie Inc., United States Post Office,
-Office 100.0 % 93.1 % 65.40 (6) 1,350,000 1,350,000 350,000 Geller & Company, Morrison Cohen LLP, Sard Verbinnen
150 East 58th Street(7)
-Office 100.0 % 88.0 % 79.13 541,000 541,000 Castle Harlan, Tournesol Realty LLC (Peter Marino)
-Retail 100.0 % 100.0 % 96.14 3,000 3,000
100.0 % 88.1 % 79.22 544,000 544,000
715 Lexington Avenue
-Retail 100.0 % 100.0 % 193.32 22,000 22,000 Orangetheory Fitness, Casper, Santander Bank, Blu Dot*
966 Third Avenue
-Retail 100.0 % 100.0 % 103.17 7,000 7,000 McDonald's
968 Third Avenue
-Retail 50.0 % 100.0 % 176.33 7,000 7,000 Wells Fargo
Total Midtown East 1,930,000 1,930,000 350,000
Midtown West:
888 Seventh Avenue
(ground leased through 2067)** Axon Capital LP, Lone Star US Acquisitions LLC, Top-New York, Inc.,
-Office 100.0 % 88.8 % 96.92 872,000 872,000 Vornado Executive Headquarters, United Talent Agency
-Retail 100.0 % 100.0 % 258.38 15,000 15,000 Redeye Grill L.P.
100.0 % 88.9 % 98.53 887,000 887,000 283,200
57th Street - 2 buildings
-Office 50.0 % 85.4 % 60.89 81,000 81,000
-Retail 50.0 % 42.5 % 103.48 22,000 22,000
50.0 % 78.3 % 64.74 103,000 103,000 20,000
825 Seventh Avenue
-Office 50.0 % 79.6 % 59.02 168,000 168,000 58,460 Young Adult Institute Inc., New Alternatives for Children, Inc.*
-Retail 100.0 % 48.6 % 72.57 4,000 4,000
78.9 % 59.22 172,000 172,000 58,460
Total Midtown West 1,162,000 1,162,000 361,660
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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Park Avenue:
280 Park Avenue Cohen & Steers Inc., Franklin Templeton Co. LLC,
-Office 50.0 % 98.0 % $ 109.69 1,236,000 1,236,000 PJT Partners, Investcorp International Inc., GIC Inc., Wells Fargo
-Retail 50.0 % 100.0 % 82.30 28,000 28,000 Scottrade Inc., Starbucks, Fasano Restaurant
50.0 % 98.1 % 109.07 1,264,000 1,264,000 $ 1,200,000
350 Park Avenue Citadel, Marshall Wace North America,
-Office 100.0 % 78.9 % 106.61 567,000 567,000 M&T Bank, Square Mile Capital Management
-Retail 100.0 % 91.5 % 266.76 18,000 18,000 Fidelity Investments, AT&T Wireless, Valley National Bank
100.0 % 79.3 % 112.15 585,000 585,000 400,000
Total Park Avenue 1,849,000 1,849,000 1,600,000
Grand Central:
90 Park Avenue Alston & Bird, Capital One, PwC, MassMutual,
-Office 100.0 % 100.0 % 81.86 938,000 938,000 Factset Research Systems Inc., Foley & Lardner
-Retail 100.0 % 72.8 % 167.66 18,000 18,000 Citibank, Starbucks
100.0 % 99.5 % 83.01 956,000 956,000
510 Fifth Avenue
-Retail 100.0 % 25.2 % 387.11 65,000 65,000 The North Face
Total Grand Central 1,021,000 1,021,000
Madison/Fifth:
640 Fifth Avenue Fidelity Investments, Abbott Capital Management,
-Office 52.0 % 91.6 % 104.67 246,000 246,000 Avolon Aerospace, Houlihan Lokey Advisors Parent, Inc.
-Retail 52.0 % 100.0 % 1,031.45 69,000 69,000 Victoria's Secret (guaranteed by L Brands, Inc.), Dyson
52.0 % 92.9 % 256.12 315,000 315,000 500,000
666 Fifth Avenue
-Retail 52.0 % 100.0 % 391.53 114,000(8) 114,000 Fast Retailing (Uniqlo), Hollister, Tissot
595 Madison Avenue LVMH Moet Hennessy Louis Vuitton Inc.,
-Office 100.0 % 83.0 % 80.05 301,000 301,000 Albea Beauty Solutions, Aerin LLC
-Retail 100.0 % 100.0 % 734.66 30,000 30,000 Fendi, Berluti, Christofle Silver Inc.
100.0 % 84.1 % 129.37 331,000 331,000
650 Madison Avenue Sotheby's International Realty, Inc., BC Partners Inc.,
-Office 20.1 % 84.1 % 114.92 564,000 564,000 Polo Ralph Lauren, Willett Advisors LLC (Bloomberg Philanthropies)
-Retail 20.1 % 94.7 % 1,042.82 37,000 37,000 Moncler USA Inc., Tod's, Celine, Balmain
20.1 % 84.5 % 155.80 601,000 601,000 800,000
689 Fifth Avenue
-Office 52.0 % 100.0 % 91.36 81,000 81,000 Yamaha Artist Services Inc., Brunello Cucinelli USA Inc.
-Retail 52.0 % 62.0 % 1,195.34 17,000 17,000 MAC Cosmetics, Canada Goose
52.0 % 93.9 % 209.48 98,000 98,000
655 Fifth Avenue
-Retail 50.0 % 100.0 % 285.76 57,000 57,000 Ferragamo
697-703 Fifth Avenue
-Retail 44.8 % 100.0 % 3,635.23 26,000 26,000 450,000 Swatch Group USA, Harry Winston
Total Madison/Fifth 1,542,000 1,542,000 1,750,000
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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Midtown South:
770 Broadway
-Office 100.0 % 100.0 % $ 107.70 1,077,000 1,077,000 Meta Platforms, Inc., Yahoo Inc.
-Retail 100.0 % 92.0 % 92.12 106,000 106,000 Bank of America N.A., Wegmans Food Markets
100.0 % 99.3 % 106.49 1,183,000 1,183,000 $ 700,000
One Park Avenue
New York University, BMG Rights Management LLC,
-Office 100.0 % 95.4 % 66.79 867,000 867,000 Robert A.M. Stern Architect
-Retail 100.0 % 90.1 % 82.31 78,000 78,000 Bank of Baroda, Citibank, Equinox
100.0 % 95.0 % 67.98 945,000 945,000 525,000
4 Union Square South
-Retail 100.0 % 100.0 % 125.57 204,000 204,000 120,000 Burlington, Whole Foods Market, DSW, Sephora
692 Broadway
-Retail 100.0 % 64.4 % 68.57 36,000 36,000 Equinox
Total Midtown South 2,368,000 2,368,000 1,345,000
Rockefeller Center:
1290 Avenue of the Americas Equitable Financial Life Insurance Company, Hachette Book Group Inc.,
Bryan Cave LLP, Neuberger Berman Group LLC, SSB Realty LLC,
Cushman & Wakefield, Columbia University, LinkLaters, Venable LLP,
-Office 70.0 % 100.0 % 92.58 2,043,000 2,043,000 Fubotv Inc
-Retail 70.0 % 78.3 % 302.89 77,000 77,000 Duane Reade, JPMorgan Chase Bank, Sovereign Bank, Starbucks
70.0 % 99.4 % 97.12 2,120,000 2,120,000 950,000
Wall Street/Downtown:
40 Fulton Street(9)
-Office 100.0 % 81.0 % 56.09 246,000 246,000 Safety National Casualty Corp, Fortune Media Corp.
-Retail 100.0 % 100.0 % 120.07 5,000 5,000 TD Bank
100.0 % 81.4 % 57.55 251,000 251,000
SoHo:
484-486 Broadway
-Retail 100.0 % 100.0 % 293.99 18,000 13,000 5,000 Madewell, J. Crew
-Residential (7 units) 100.0 % 100.0 % 12,000 12,000
100.0 % 30,000 25,000 5,000
606 Broadway (19 East Houston Street)
-Office 50.0 % 100.0 % 129.08 30,000 30,000 WeWork
-Retail 50.0 % 100.0 % 685.54 6,000 6,000 HSBC, Harman International
50.0 % 100.0 % 202.27 36,000 36,000 74,119
443 Broadway
-Retail 100.0 % 100.0 % 62.16 16,000 16,000 Blick Art Materials
  • 42 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
SoHo (Continued):
304 Canal Street
-Retail 100.0 % 100.0 % $ 53.35 4,000 4,000 Stellar Works
-Residential (4 units) 100.0 % 100.0 % 9,000 9,000
100.0 % 13,000 13,000 $
334 Canal Street
-Retail 100.0 % 0.0 % 4,000 4,000
-Residential (4 units) 100.0 % 0.0 % 10,000 10,000
100.0 % 14,000 14,000
148 Spring Street
-Retail 100.0 % 42.4 % 396.16 8,000 8,000 Dr. Martens
150 Spring Street
-Retail 100.0 % 74.2 % 103.36 6,000 6,000
-Residential (1 unit) 100.0 % 100.0 % 1,000 1,000
100.0 % 7,000 7,000
Total SoHo 124,000 119,000 5,000 74,119
Times Square:
1540 Broadway Forever 21, Disney, Sunglass Hut,
-Retail 52.0 % 79.9 % 168.78 161,000 161,000 MAC Cosmetics, U.S. Polo
1535 Broadway
-Retail 52.0 % 95.3 % 1,197.98 45,000 45,000 T-Mobile, Invicta, Swatch Group USA, Levi's, Sephora
-Theatre 52.0 % 100.0 % 15.18 62,000 62,000 Nederlander-Marquis Theatre
52.0 % 98.2 % 446.33 107,000 107,000
Total Times Square 268,000 268,000
Upper East Side:
1131 Third Avenue
-Retail 100.0 % 100.0 % 200.55 23,000 23,000 Nike, Crunch LLC, J.Jill
759-771 Madison Avenue (40 East 66th Street)
-Residential (4 units) 100.0 % 100.0 % 10,000 10,000
10,000 10,000
Total Upper East Side 33,000 33,000
Chelsea/Meatpacking District:
260 Eleventh Avenue
(ground leased through 2114)**
-Office 100.0 % 95.5 % 48.83 209,000 209,000 The City of New York
85 Tenth Avenue Google, Telehouse International Corp.,
-Office 49.9 % 90.5 % 95.33 595,000 595,000 L-3 Communications, Clear Secure, Inc.*
-Retail 49.9 % 55.2 % 50.88 43,000 43,000
49.9 % 88.4 % 93.63 638,000 638,000 625,000
537 West 26th Street
-Retail 100.0 % 100.0 % 161.89 17,000 17,000 The Chelsea Factory Inc.
  • 43 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Chelsea/Meatpacking District (Continued):
61 Ninth Avenue (2 buildings)
(ground leased through 2115)**
-Office 45.1 % 100.0 % $ 132.95 171,000 171,000 Aetna Life Insurance Company, Apple Inc.
-Retail 45.1 % 100.0 % 361.81 23,000 23,000 Starbucks
45.1 % 100.0 % 148.01 194,000 194,000 $ 167,500
512 West 22nd Street Warner Media, Next Jump, Pura Vida Investments,
-Office 55.0 % 78.5 % 120.16 165,000 165,000 Capricorn Investment Group
-Retail 55.0 % 100.0 % 100.56 8,000 8,000 Galeria Nara Roesler, Harper's Books
55.0 % 79.5 % 119.02 173,000 173,000 135,712
Total Chelsea/Meatpacking District 1,231,000 1,231,000 928,212
Upper West Side:
50-70 West 93rd Street
-Residential (324 units) 49.9 % 98.4 % 283,000 283,000 83,500
Tribeca:
Independence Plaza
-Residential (1,327 units) 50.1 % 96.2 % 1,186,000 1,186,000
-Retail 50.1 % 55.0 % 71.00 72,000 72,000 Duane Reade
50.1 % 1,258,000 1,258,000 675,000
339 Greenwich Street
-Retail 100.0 % 100.0 % 71.31 8,000 8,000 Sarabeth's
Total Tribeca 1,266,000 1,266,000 675,000
New Jersey:
Paramus
-Office 100.0 % 84.6 % 24.87 129,000 129,000 Vornado's Administrative Headquarters
Properties to be Developed:
PENN 15 (Hotel Pennsylvania site)
-Land 100.0 %
57th Street
-Land 50.0 %
Eighth Avenue and 34th Street
-Land 100.0 %
New York Office:
Total 92.1 % $ 86.10 20,147,000 18,970,000 1,177,000 $ 8,519,584
Vornado's Ownership Interest 91.8 % $ 83.46 17,452,000 16,275,000 1,177,000 $ 6,043,976
New York Retail:
Total 76.4 % $ 271.84 2,579,000 2,307,000 272,000 $ 1,095,103
Vornado's Ownership Interest 74.4 % $ 222.33 2,139,000 1,867,000 272,000 $ 809,580
New York Residential:
Total 96.9 % 1,511,000 1,511,000 $ 758,500
Vornado's Ownership Interest 96.8 % 778,000 778,000 $ 379,841

`

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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
ALEXANDER'S, INC.:
New York:
731 Lexington Avenue, Manhattan
-Office 32.4 % 100.0 % $ 132.45 939,000 939,000 $ 500,000 Bloomberg L.P.
-Retail 32.4 % 90.3 % 250.90 140,000 140,000 300,000 The Home Depot, Hutong, Capital One
32.4 % 98.9 % 144.76 1,079,000 1,079,000 800,000
Rego Park I, Queens (4.8 acres) 32.4 % 100.0 % 50.12 338,000 260,000 78,000 Burlington, Bed Bath & Beyond, Marshalls, IKEA
Rego Park II (adjacent to Rego Park I),
Queens (6.6 acres) 32.4 % 87.1 % 63.95 615,000 480,000 135,000 202,544 Costco, Kohl's, TJ Maxx
Flushing, Queens (1.0 acre ground leased through 2037)** 32.4 % 100.0 % 32.18 167,000 167,000 New World Mall LLC
The Alexander Apartment Tower,
Rego Park, Queens, NY
Residential (312 units) 32.4 % 98.1 % 255,000 255,000 94,000
Property to be Developed:
Rego Park III (adjacent to Rego Park II),
Queens, NY (3.2 acres) 32.4 %
Total Alexander's 32.4 % 96.3 % 104.12 2,454,000 2,241,000 213,000 1,096,544
Total New York 91.0 % $ 102.32 26,691,000 25,029,000 1,662,000 $ 11,469,731
Vornado's Ownership Interest 90.3 % $ 95.11 21,164,000 19,646,000 1,518,000 $ 7,588,677

________________________________

*    Lease not yet commenced.

**    Term assumes all renewal options exercised, if applicable.

(1)Weighted average escalated annual rent per square foot and average occupancy percentage for office properties excludes garages and de minimis amounts of storage space. Weighted average escalated annual rent per square foot for retail excludes non-selling space.

(2)Represents contractual debt obligations.

(3)Secured amount outstanding on revolving credit facilities.

(4)Amount represents debt on land which is owned 34.8% by Vornado.

(5)Includes our $105,000 participation in the 150 West 34th Street mortgage loan.

(6)Excludes US Post Office lease for 492,000 square feet.

(7)Includes 962 Third Avenue (the Annex building to 150 East 58th Street) 50.0% ground leased through 2118**.

(8)75,000 square feet is leased from 666 Fifth Avenue Office Condominium.

(9)On August 17, 2022, we entered into an agreement to sell 40 Fulton Street. We expect to close the sale in the fourth quarter of 2022.

  • 45 -

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OTHER SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
theMART:
theMART, Chicago Motorola Mobility (guaranteed by Google),
CCC Information Services,
1871, ANGI Home Services, Inc, Yelp Inc., Paypal, Inc.,
Allscripts Healthcare, Kellogg Company,
Chicago School of Professional Psychology, ConAgra Foods Inc.,
Innovation Development Institute, Inc., Avant LLC*,
-Office 100.0 % 87.7 % $ 48.35 2,100,000 2,044,000 56,000 Allstate Insurance Company, Medline Industries, Inc
Steelcase, Baker, Knapp & Tubbs, Holly Hunt Ltd.,
-Showroom/Trade show 100.0 % 87.7 % 57.98 1,481,000 1,481,000 Allsteel Inc.
-Retail 100.0 % 70.7 % 53.51 93,000 93,000
100.0 % 87.3 % 52.39 3,674,000 3,618,000 56,000 $
Other (2 properties) 50.0 % 93.9 % 49.28 19,000 19,000 27,620
Total theMART, Chicago 3,693,000 3,637,000 56,000 27,620
Piers 92 and 94 (New York)<br><br>(ground and building leased through 2110)** 100.0 % 208,000 208,000
Property to be Developed:
527 West Kinzie, Chicago 100.0 %
Total theMART 87.3 % $ 52.38 3,901,000 3,637,000 264,000 $ 27,620
Vornado's Ownership Interest 87.3 % $ 52.38 3,892,000 3,628,000 264,000 $ 13,810
555 California Street:
555 California Street 70.0 % 99.0 % $ 93.55 1,506,000 1,506,000 $ 1,200,000 Bank of America, N.A., Dodge & Cox, Goldman Sachs & Co.,
Jones Day, Kirkland & Ellis LLP, Morgan Stanley & Co. Inc.,
McKinsey & Company Inc., UBS Financial Services,
KKR Financial, Microsoft Corporation,
Fenwick & West LLP, Sidley Austin
315 Montgomery Street 70.0 % 99.7 % 85.69 235,000 235,000 Bank of America, N.A., Regus, Ripple Labs Inc., Blue Shield,<br>Lending Home Corporation
345 Montgomery Street 70.0 % 0.0 % 78,000 78,000
Total 555 California Street 94.7 % $ 92.49 1,819,000 1,819,000 $ 1,200,000
Vornado's Ownership Interest 94.7 % $ 92.49 1,273,000 1,273,000 $ 840,000

________________________________

*    Lease not yet commenced.

**    Term assumes all renewal options exercised, if applicable.

(1)Weighted average escalated annual rent per square foot excludes ground rent, storage rent and garages.

(2)Represents the contractual debt obligations.

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OTHER SEGMENT
PROPERTY TABLE
Property %<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3) Major Tenants
Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
Owned by<br>Company Owned by<br><br>Tenant(2)
OTHER:
Virginia:
Rosslyn Plaza
-Office - 4 buildings 46.2 % 63.2 % $ 52.14 736,000 432,000 304,000 Corporate Executive Board, Nathan Associates, Inc.
-Residential - 2 buildings (197 units) 43.7 % 96.5 % 253,000 253,000
989,000 685,000 304,000 $ 36,372
Fashion Centre Mall 7.5 % 95.9 % 39.18 868,000 868,000 412,700 Macy's, Nordstrom
Washington Tower 7.5 % 75.0 % 54.74 170,000 170,000 42,300 The Rand Corporation
New Jersey:
Wayne Town Center, Wayne<br>(ground leased through 2064)** 100.0 % 100.0 % 31.35 690,000 238,000 443,000 9,000 JCPenney, Costco, Dick's Sporting Goods,
Nordstrom Rack, UFC FIT
Atlantic City<br><br>(11.3 acres ground leased through 2070 to VICI<br><br>Properties for a portion of the Borgata Hotel<br><br>and Casino complex) 100.0 % 100.0 % VICI Properties (ground lessee)
Maryland:
Annapolis<br>(ground and building leased through 2042)** 100.0 % 100.0 % 8.99 128,000 128,000 The Home Depot
Total Other 89.6 % $ 37.38 2,845,000 2,089,000 443,000 313,000 $ 491,372
Vornado's Ownership Interest 92.7 % $ 31.82 1,346,000 754,000 443,000 149,000 $ 52,461

________________________________

**    Term assumes all renewal options exercised, if applicable.

(1)Weighted average escalated annual rent per square foot excludes ground rent, storage rent, garages and residential.

(2)Owned by tenant on land leased from the company.

(3)Represents the contractual debt obligations.

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REAL ESTATE FUND
PROPERTY TABLE
Fund %<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1) Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
VORNADO CAPITAL PARTNERS
REAL ESTATE FUND:
New York, NY:
Lucida, 86th Street and Lexington Avenue
(ground leased through 2082)** Target, Hennes & Mauritz,
-Retail 100.0 % 100.0 % $ 243.78 98,000 98,000 Sephora, Bank of America
-Residential (39 units) 100.0 % 100.0 % 59,000 59,000
100.0 % 157,000 157,000 $ 145,075
Crowne Plaza Times Square (0.64 acres owned in<br><br>fee; 0.18 acres ground leased through 2187 and<br><br>0.05 acres ground leased through 2035)**(3)
-Hotel (795 Rooms)
-Retail 75.7 % 27.9 % 438.48 50,000 50,000 Krispy Kreme, BHT Broadway
-Office 75.7 % 100.0 % 51.71 196,000 196,000 American Management Association, Open Jar, Association for Computing Machinery
75.7 % 86.7 % 74.71 246,000 246,000 274,355
Total Real Estate Fund 88.8 % 90.5 % $ 128.57 403,000 403,000 $ 419,430
Vornado's Ownership Interest 28.6 % 89.8 % $ 119.03 120,000 120,000 $ 126,532

________________________________

**    Term assumes all renewal options exercised, if applicable.

(1)Weighted average escalated annual rent per square foot excludes ground rent, storage rent and garages.

(2)Represents the contractual debt obligations.

(3)We own a 32.8% economic interest through the Fund and the Crowne Plaza Joint Venture.

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INVESTOR INFORMATION
Corporate Officers:
Steven Roth Chairman of the Board and Chief Executive Officer
Michael J. Franco President and Chief Financial Officer
Glen J. Weiss Executive Vice President - Office Leasing - Co-Head of Real Estate
Barry S. Langer Executive Vice President - Development - Co-Head of Real Estate
Haim Chera Executive Vice President - Head of Retail
Thomas J. Sanelli Executive Vice President - Finance and Chief Administrative Officer
RESEARCH COVERAGE
Camille Bonnel Caitlin Burrows/Julien Blouin Ronald Kamdem
Bank of America/BofA Securities Goldman Sachs Morgan Stanley
416-369-2140 212-902-4736/212-357-7297 212-296-8319
John P. Kim Daniel Ismail/Dylan Burzinski Alexander Goldfarb/Connor Mitchell
BMO Capital Markets Green Street Advisors Piper Sandler
212-885-4115 949-640-8780 212-466-7937/203-861-7615
Michael Griffin Anthony Paolone/Ray Zhong Nicholas Yulico
Citi JP Morgan Scotia Capital (USA) Inc
212-816-5871 212-622-6682/212-622-5411 212-225-6904
Derek Johnston Mark Streeter/Ian Snyder Michael Lewis/Joab Dempsey
Deutsche Bank JP Morgan Fixed Income Truist Securities
212-250-5683 212-834-5086/212-834-3798 212-319-5659/443-545-4245
Steve Sakwa/Brian Spahn Vikram Malhotra/Amit Nihalani
Evercore ISI Mizuho Securities (USA) Inc.
212-446-9462/212-446-9459 212-282-3827/212-282-3996
Research Coverage - is provided as a service to interested parties and not as an endorsement of any report, or representation as to the accuracy of any information contained therein. Opinions, forecasts and other forward-looking statements expressed in analysts' reports are subject to change without notice.
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APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS

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FINANCIAL SUPPLEMENT DEFINITIONS

The financial supplement includes various non-GAAP financial measures. Descriptions of these non-GAAP measures are provided below. Reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are provided on the following pages.

Net Operating Income ("NOI") at Share and NOI at Share - Cash Basis - NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We consider NOI at share - cash basis to be the primary non-GAAP financial measure for making decisions and assessing the unlevered performance of our segments as it relates to the total return on assets as opposed to the levered return on equity. As properties are bought and sold based on NOI at share - cash basis, we utilize this measure to make investment decisions as well as to compare the performance of our assets to that of our peers. NOI at share and NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

Same Store NOI at Share and Same Store NOI at Share - Cash Basis - Same store NOI at share represents NOI at share from operations which are in service in both the current and prior year reporting periods. Same store NOI at share - cash basis is same store NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We present these non-GAAP measures to (i) facilitate meaningful comparisons of the operational performance of our properties and segments, (ii) make decisions on whether to buy, sell or refinance properties, and (iii) compare the performance of our properties and segments to those of our peers. Same store NOI at share and same store NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

Funds From Operations ("FFO") - FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of certain real estate assets, real estate impairment losses, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because they exclude the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. The Company also uses FFO attributable to common shareholders plus assumed conversions, as adjusted for certain items that impact the comparability of period-to-period FFO, as one of several criteria to determine performance-based compensation for senior management. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies.

Funds Available For Distribution ("FAD") - FAD is defined as FFO less (i) cash basis recurring tenant improvements, leasing commissions and capital expenditures, (ii) straight-line rents and amortization of acquired below-market leases, net, and (iii) other non-cash income, plus (iv) other non-cash charges. FAD is a non-GAAP financial measure that is not intended to represent cash flow and is not indicative of cash flow provided by operating activities as determined in accordance with GAAP. FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding the Company's ability to fund its dividends.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") - EBITDAre (i.e., EBITDA for real estate companies) is a non-GAAP financial measure established by NAREIT, which may not be comparable to EBITDA reported by other REITs that do not compute EBITDA in accordance with the NAREIT definition. NAREIT defines EBITDAre as GAAP net income or loss, plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property including losses and gains on change of control, plus impairment write-downs of depreciated property and of investments in unconsolidated joint ventures caused by a decrease in value of depreciated property in the joint venture, plus adjustments to reflect the entity's share of EBITDA of unconsolidated joint ventures. The Company has included EBITDAre because it is a performance measure used by other REITs and therefore may provide useful information to investors in comparing Vornado's performance to that of other REITs.

  • i -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 50,418 $ 84,665 $ 89,817
Per diluted share $ 0.04 $ 0.20 $ 0.26 $ 0.44 $ 0.47
Certain expense (income) items that impact net income attributable to common shareholders:
Hotel Pennsylvania loss $ 26,613 $ 6,492 $ 8,931 $ 44,473 $ 20,474
Deferred tax liability on our investment in Farley Office and Retail (held through a taxable REIT subsidiary) 3,776 1,688 3,234 10,183 1,688
Tax benefit recognized by our taxable REIT subsidiaries (27,910) (27,910)
After-tax net gain on sale of 220 CPS condominium unit(s) and ancillary amenities (8,815) (673) (6,085) (31,023)
Net gain on sale of the Center Building (33-00 Northern Boulevard, Long Island City, NY) (15,213) (15,213)
Refund of New York City transfer taxes related to the April 2019 transfer to Fifth Avenue and Times Square JV (13,613) (13,613)
Other 1,477 15,664 3,760 4,137 10,090
31,866 (12,881) (13,574) 23,882 (26,681)
Noncontrolling interests' share of above adjustments (2,206) 1,118 559 (1,895) 2,040
Total of certain expense (income) items that impact net income attributable to common shareholders $ 29,660 $ (11,763) $ (13,015) $ 21,987 $ (24,641)
Net income attributable to common shareholders, as adjusted (non-GAAP) $ 37,429 $ 25,926 $ 37,403 $ 106,652 $ 65,176
Per diluted share (non-GAAP) $ 0.19 $ 0.14 $ 0.19 $ 0.56 $ 0.34
  • ii -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
Reconciliation of net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP):
Net income attributable to common shareholders $ 7,769 $ 37,689 $ 50,418 $ 84,665 $ 89,817
Per diluted share $ 0.04 $ 0.20 $ 0.26 $ 0.44 $ 0.47
FFO adjustments:
Depreciation and amortization of real property $ 122,438 $ 86,180 $ 106,620 $ 335,020 $ 256,295
Real estate impairment losses 7,880 7,880
Net gain on sale of real estate (27,803) (28,354)
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO:
Depreciation and amortization of real property 32,584 35,125 33,681 98,404 104,829
Net loss (gain) on sale of real estate 6 (175) (169) (3,052)
Decrease (increase) in fair value of marketable securities 287 (1,118)
155,028 129,472 112,323 404,901 364,834
Noncontrolling interests' share of above adjustments (10,731) (8,886) (7,781) (28,018) (24,627)
FFO adjustments, net $ 144,297 $ 120,586 $ 104,542 $ 376,883 $ 340,207
FFO attributable to common shareholders (non-GAAP) $ 152,066 $ 158,275 $ 154,960 $ 461,548 $ 430,024
Impact of assumed conversion of dilutive convertible securities 395 11 5 915 33
FFO attributable to common shareholders plus assumed conversions (non-GAAP) 152,461 158,286 154,965 462,463 430,057
Add back of FFO allocated to noncontrolling interests of the Operating Partnership 11,308 11,259 11,535 34,314 30,132
FFO attributable to Class A unitholders (non-GAAP) $ 163,769 $ 169,545 $ 166,500 $ 496,777 $ 460,189
FFO per diluted share (non-GAAP) $ 0.79 $ 0.82 $ 0.80 $ 2.39 $ 2.24
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NON-GAAP RECONCILIATIONS<br>RECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 152,461 $ 158,286 $ 154,965 $ 462,463 $ 430,057
Per diluted share (non-GAAP) $ 0.79 $ 0.82 $ 0.80 $ 2.39 $ 2.24
Certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions:
Deferred tax liability on our investment in Farley Office and Retail (held through a taxable REIT subsidiary) $ 3,776 $ 1,688 $ 3,234 $ 10,183 $ 1,688
Tax benefit recognized by our taxable REIT subsidiaries (27,910) (27,910)
After-tax net gain on sale of 220 CPS condominium unit(s) and ancillary amenities (8,815) (673) (6,085) (31,023)
Other 1,477 11,394 2,912 3,840 18,698
5,253 (23,643) 5,473 7,938 (38,547)
Noncontrolling interests' share of above adjustments (364) 1,570 (379) (550) 2,223
Total of certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions, net $ 4,889 $ (22,073) $ 5,094 $ 7,388 $ (36,324)
Per diluted share (non-GAAP) $ 0.02 $ (0.11) $ 0.03 $ 0.04 $ (0.19)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 157,350 $ 136,213 $ 160,059 $ 469,851 $ 393,733
Per diluted share (non-GAAP) $ 0.81 $ 0.71 $ 0.83 $ 2.43 $ 2.05
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FAD (unaudited)
(Amounts in thousands)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2022
2022 2021 2022 2021
FFO attributable to common shareholders plus assumed conversions (non-GAAP) (A) $ 152,461 $ 158,286 $ 154,965 $ 462,463 $ 430,057
Adjustments to arrive at FAD (non-GAAP):
Certain items that impact FAD 5,253 (31,612) 4,665 7,130 (47,548)
Recurring tenant improvements, leasing commissions and other capital expenditures (42,314) (32,353) (42,826) (121,897) (135,648)
Stock-based compensation expense 3,886 5,510 5,846 22,887 32,889
Amortization of debt issuance costs 5,546 6,428 6,658 17,759 19,622
Personal property depreciation 1,963 8,859 1,197 4,374 12,279
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other (1,419) 1,922 (4,275) (8,824) 1,570
Noncontrolling interests in the Operating Partnership's share of above adjustments 1,812 2,739 1,991 5,375 7,431
FAD adjustments, net (B) (25,273) (38,507) (26,744) (73,196) (109,405)
FAD (non-GAAP) (A+B) $ 127,188 $ 119,779 $ 128,221 $ 389,267 $ 320,652
FAD payout ratio (1) 80.3 % 85.5 % 80.3 % 79.1 % 95.2 %

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(1)FAD payout ratios on a quarterly basis are not necessarily indicative of amounts for the full year due to fluctuation in timing of cash expenditures, the commencement of new leases and the seasonality of our operations.

  • v -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME TO NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS (unaudited)
(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2022
2022 2021 2022 2021
Net income $ 20,112 $ 71,765 $ 68,903 $ 142,390 $ 175,590
Depreciation and amortization expense 134,526 100,867 118,662 370,631 285,998
General and administrative expense 29,174 25,553 31,902 102,292 100,341
Transaction related costs and other 996 9,681 2,960 4,961 10,630
Income from partially owned entities (24,341) (26,269) (25,720) (83,775) (86,768)
Loss (income) from real estate fund investments 111 66 142 (5,421) (5,107)
Interest and other investment income, net (5,228) (633) (3,036) (9,282) (3,694)
Interest and debt expense 76,774 50,946 62,640 191,523 152,904
Net gains on disposition of wholly owned and partially owned assets (10,087) (28,832) (35,384) (35,811)
Income tax expense (benefit) 3,711 (25,376) 3,564 14,686 (20,551)
NOI from partially owned entities 76,020 75,644 74,060 228,772 231,635
NOI attributable to noncontrolling interests in consolidated subsidiaries (14,766) (16,886) (16,299) (51,100) (50,221)
NOI at share 297,089 255,271 288,946 870,293 754,946
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other (1,419) 1,922 (4,275) (8,824) 1,570
NOI at share - cash basis $ 295,670 $ 257,193 $ 284,671 $ 861,469 $ 756,516
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NON-GAAP RECONCILIATIONS<br><br>COMPONENTS OF NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS (unaudited)
(Amounts in thousands) For the Three Months Ended September 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
2022 2021 2022 2021 2022 2021 2022 2021 2022 2021
New York $ 360,033 $ 316,643 $ (182,131) $ (151,276) $ 177,902 $ 165,367 $ (5,001) $ 3,258 $ 172,901 $ 168,625
Other 97,398 92,569 (39,465) (61,423) 57,933 31,146 2,160 326 60,093 31,472
Consolidated total 457,431 409,212 (221,596) (212,699) 235,835 196,513 (2,841) 3,584 232,994 200,097
Noncontrolling interests' share in consolidated subsidiaries (55,024) (30,945) 40,258 14,059 (14,766) (16,886) 2,481 344 (12,285) (16,542)
Our share of partially owned entities 122,357 120,422 (46,337) (44,778) 76,020 75,644 (1,059) (2,006) 74,961 73,638
Vornado's share $ 524,764 $ 498,689 $ (227,675) $ (243,418) $ 297,089 $ 255,271 $ (1,419) $ 1,922 $ 295,670 $ 257,193 For the Three Months Ended June 30, 2022
--- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
New York $ 364,162 $ (176,572) $ 187,590 $ (11,117) $ 176,473
Other 89,332 (45,737) 43,595 1,730 45,325
Consolidated total 453,494 (222,309) 231,185 (9,387) 221,798
Noncontrolling interests' share in consolidated subsidiaries (54,677) 38,378 (16,299) 7,679 (8,620)
Our share of partially owned entities 119,880 (45,820) 74,060 (2,567) 71,493
Vornado's share $ 518,697 $ (229,751) $ 288,946 $ (4,275) $ 284,671
For the Nine Months Ended September 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
2022 2021 2022 2021 2022 2021 2022 2021 2022 2021
New York $ 1,082,743 $ 921,758 $ (536,238) $ (468,294) $ 546,505 $ 453,464 $ (33,563) $ 12,135 $ 512,942 $ 465,599
Other 270,312 246,372 (124,196) (126,304) 146,116 120,068 4,578 (504) 150,694 119,564
Consolidated total 1,353,055 1,168,130 (660,434) (594,598) 692,621 573,532 (28,985) 11,631 663,636 585,163
Noncontrolling interests' share in consolidated subsidiaries (163,568) (88,575) 112,468 38,354 (51,100) (50,221) 24,795 (429) (26,305) (50,650)
Our share of partially owned entities 364,795 363,923 (136,023) (132,288) 228,772 231,635 (4,634) (9,632) 224,138 222,003
Vornado's share $ 1,554,282 $ 1,443,478 $ (683,989) $ (688,532) $ 870,293 $ 754,946 $ (8,824) $ 1,570 $ 861,469 $ 756,516

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(1)Includes adjustments for straight-line rents, amortization of acquired below-market leases, net and other.

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO SEPTEMBER 30, 2021 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share for the three months ended September 30, 2022 $ 297,089 $ 241,154 $ 35,769 $ 16,092 $ 4,074
Less NOI at share from:
Change in ownership interest in One Park Avenue (2,106) (2,106)
Dispositions (88) (88)
Development properties (22,914) (22,914)
Other non-same store income, net (6,149) (2,075) (4,074)
Same store NOI at share for the three months ended September 30, 2022 $ 265,832 $ 213,971 $ 35,769 $ 16,092 $
NOI at share for the three months ended September 30, 2021 $ 255,271 $ 228,839 $ 6,431 $ 16,128 $ 3,873
Less NOI at share from:
Dispositions (2,754) (2,754)
Development properties (6,302) (6,055) (247)
Other non-same store income, net (8,198) (4,325) (3,873)
Same store NOI at share for the three months ended September 30, 2021 $ 238,017 $ 215,705 $ 6,431 $ 15,881 $
Increase (decrease) in same store NOI at share $ 27,815 $ (1,734) $ 29,338 $ 211 $
% increase (decrease) in same store NOI at share 11.7 % (0.8) % 456.2 % 1.3 % 0.0 %
  • viii -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO SEPTEMBER 30, 2021 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share - cash basis for the three months ended September 30, 2022 $ 295,670 $ 237,692 $ 36,772 $ 16,926 $ 4,280
Less NOI at share - cash basis from:
Change in ownership interest in One Park Avenue (1,502) (1,502)
Dispositions (88) (88)
Development properties (15,796) (15,796)
Other non-same store income, net (6,573) (2,293) (4,280)
Same store NOI at share - cash basis for the three months ended September 30, 2022 $ 271,711 $ 218,013 $ 36,772 $ 16,926 $
NOI at share - cash basis for the three months ended September 30, 2021 $ 257,193 $ 229,622 $ 8,635 $ 14,745 $ 4,191
Less NOI at share - cash basis from:
Dispositions (3,436) (3,436)
Development properties (6,852) (6,605) (247)
Other non-same store income, net (8,064) (3,873) (4,191)
Same store NOI at share - cash basis for the three months ended September 30, 2021 $ 238,841 $ 215,708 $ 8,635 $ 14,498 $
Increase in same store NOI at share - cash basis $ 32,870 $ 2,305 $ 28,137 $ 2,428 $
% increase in same store NOI at share - cash basis 13.8 % 1.1 % 325.8 % 16.7 % 0.0 %
  • ix -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO SEPTEMBER 30, 2021 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share for the nine months ended September 30, 2022 $ 870,293 $ 732,913 $ 75,630 $ 49,051 $ 12,699
Less NOI at share from:
Change in ownership interest in One Park Avenue (13,370) (13,370)
Dispositions (3,523) (3,523)
Development properties (65,440) (65,440)
Other non-same store income, net (17,910) (5,211) (12,699)
Same store NOI at share for the nine months ended September 30, 2022 $ 770,050 $ 645,369 $ 75,630 $ 49,051 $
NOI at share for the nine months ended September 30, 2021 $ 754,946 $ 651,015 $ 42,950 $ 48,230 $ 12,751
Less NOI at share from:
Dispositions (6,667) (6,667)
Development properties (23,207) (22,359) (848)
Hotel Pennsylvania (permanently closed on April 5, 2021) 12,677 12,677
Other non-same store income, net (20,991) (8,240) (12,751)
Same store NOI at share for the nine months ended September 30, 2021 $ 716,758 $ 626,426 $ 42,950 $ 47,382 $
Increase in same store NOI at share $ 53,292 $ 18,943 $ 32,680 $ 1,669 $
% increase in same store NOI at share 7.4 % 3.0 % 76.1 % 3.5 % 0.0 %
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO SEPTEMBER 30, 2021 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share - cash basis for the nine months ended September 30, 2022 $ 861,469 $ 719,287 $ 78,749 $ 50,141 $ 13,292
Less NOI at share - cash basis from:
Change in ownership interest in One Park Avenue (10,111) (10,111)
Dispositions (3,732) (3,732)
Development properties (44,381) (44,381)
Other non-same store income, net (19,478) (6,186) (13,292)
Same store NOI at share - cash basis for the nine months ended September 30, 2022 $ 783,767 $ 654,877 $ 78,749 $ 50,141 $
NOI at share - cash basis for the nine months ended September 30, 2021 $ 756,516 $ 651,366 $ 45,976 $ 45,552 $ 13,622
Less NOI at share - cash basis from:
Dispositions (6,796) (6,796)
Development properties (24,430) (23,582) (848)
Hotel Pennsylvania (permanently closed on April 5, 2021) 12,723 12,723
Other non-same store income, net (21,310) (7,688) (13,622)
Same store NOI at share - cash basis for the nine months ended September 30, 2021 $ 716,703 $ 626,023 $ 45,976 $ 44,704 $
Increase in same store NOI at share - cash basis $ 67,064 $ 28,854 $ 32,773 $ 5,437 $
% increase in same store NOI at share - cash basis 9.4 % 4.6 % 71.3 % 12.2 % 0.0 %
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO JUNE 30, 2022 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share for the three months ended September 30, 2022 $ 297,089 $ 241,154 $ 35,769 $ 16,092 $ 4,074
Less NOI at share from:
Dispositions (88) (88)
Development properties (22,914) (22,914)
Other non-same store income, net (5,250) (1,176) (4,074)
Same store NOI at share for the three months ended September 30, 2022 $ 268,837 $ 216,976 $ 35,769 $ 16,092 $
NOI at share for the three months ended June 30, 2022 $ 288,946 $ 248,092 $ 19,947 $ 16,724 $ 4,183
Less NOI at share from:
Dispositions (1,628) (1,628)
Development properties (21,667) (21,667)
Other non-same store income, net (4,231) (48) (4,183)
Same store NOI at share for the three months ended June 30, 2022 $ 261,420 $ 224,749 $ 19,947 $ 16,724 $
Increase (decrease) in same store NOI at share $ 7,417 $ (7,773) $ 15,822 $ (632) $
% increase (decrease) in same store NOI at share 2.8 % (3.5) % 79.3 % (3.8) % 0.0 %
  • xii -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED TO JUNE 30, 2022 (unaudited)
(Amounts in thousands) Total New York theMART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share - cash basis for the three months ended September 30, 2022 $ 295,670 $ 237,692 $ 36,772 $ 16,926 $ 4,280
Less NOI at share - cash basis from:
Dispositions (88) (88)
Development properties (15,796) (15,796)
Other non-same store income, net (5,665) (1,385) (4,280)
Same store NOI at share - cash basis for the three months ended September 30, 2022 $ 274,121 $ 220,423 $ 36,772 $ 16,926 $
NOI at share - cash basis for the three months ended June 30, 2022 $ 284,671 $ 241,903 $ 21,541 $ 16,855 $ 4,372
Less NOI at share - cash basis from:
Dispositions (1,715) (1,715)
Development properties (14,657) (14,657)
Other non-same store income, net (4,715) (343) (4,372)
Same store NOI at share - cash basis for the three months ended June 30, 2022 $ 263,584 $ 225,188 $ 21,541 $ 16,855 $
Increase (decrease) in same store NOI at share - cash basis $ 10,537 $ (4,765) $ 15,231 $ 71 $
% increase (decrease) in same store NOI at share - cash basis 4.0 % (2.1) % 70.7 % 0.4 % 0.0 %
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
As of September 30, 2022
Consolidated<br><br>Debt, Net Deferred Financing<br><br>Costs, Net and Other Consolidated Contractual Debt
Mortgages payable $ 5,831,769 $ 51,246 $ 5,883,015
Senior unsecured notes 1,191,322 8,678 1,200,000
$800 Million unsecured term loan 792,847 7,153 800,000
$2.5 Billion unsecured revolving credit facilities 575,000 575,000
$ 8,390,938 $ 67,077 $ 8,458,015
  • xiv -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME TO EBITDAre (unaudited)
(Amounts in thousands) For the Three Months Ended For the Nine Months Ended September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2022
2022 2021 2022 2021
Reconciliation of net income to EBITDAre (non-GAAP):
Net income $ 20,112 $ 71,765 $ 68,903 $ 142,390 $ 175,590
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 3,792 (5,425) 826 (4,756) (20,323)
Net income attributable to the Operating Partnership 23,904 66,340 69,729 137,634 155,267
EBITDAre adjustments at share:
Depreciation and amortization expense 156,985 130,164 141,498 437,798 373,403
Interest and debt expense 98,358 69,347 81,925 250,473 208,469
Income tax expense (benefit) 4,151 (25,414) 3,749 15,491 (20,557)
Real estate impairment losses 7,880 7,880
Net gain on sale of real estate 6 (27,978) (28,523) (3,052)
EBITDAre at share 283,404 248,317 268,923 812,873 721,410
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 14,449 15,968 15,303 53,649 52,721
EBITDAre (non-GAAP) $ 297,853 $ 264,285 $ 284,226 $ 866,522 $ 774,131
  • xv -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
For the Three Months Ended For the Nine Months Ended September 30,
September 30, June 30, 2022
2022 2021 2022 2021
EBITDAre (non-GAAP) $ 297,853 $ 264,285 $ 284,226 $ 866,522 $ 774,131
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (14,449) (15,968) (15,303) (53,649) (52,721)
Certain expense (income) items that impact EBITDAre:
Gain on sale of 220 CPS condominium unit(s) and ancillary amenities (10,087) (1,029) (7,030) (35,359)
Other 1,477 (1,249) 2,522 3,450 7,291
Total of certain expense (income) items that impact EBITDAre 1,477 (11,336) 1,493 (3,580) (28,068)
EBITDAre, as adjusted (non-GAAP) $ 284,881 $ 236,981 $ 270,416 $ 809,293 $ 693,342
  • xvi -

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Document

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INDEX
Page
FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS 3 - 6
DEBT AND CAPITALIZATION
Unsecured Notes Covenant Ratios and Credit Ratings 7
Liquidity and Capitalization 8
Net Debt to EBITDAre, As Adjusted / Debt Snapshot 9
Hedging Instruments 10
Consolidated Debt Maturities 11 - 12
PROPERTY STATISTICS
Top 15 Tenants 13
Lease Expirations 14
DEVELOPMENT ACTIVITY
PENN District Active Development/Redevelopment Summary 15
APPENDIX: NON-GAAP RECONCILIATIONS i - v

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this supplemental package. We also note the following forward-looking statements: in the case of our development and redevelopment projects, the estimated completion date, estimated project cost, projected incremental cash yield, stabilization date and cost to complete; and estimates of future capital expenditures. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. Currently, some of the factors are the ongoing adverse effect of the COVID-19 pandemic, the increase in interest rates and inflation on our business, financial condition, results of operations, cash flows, operating performance and the effect that these factors have had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will continue to depend on future developments, including vaccination rates among the population, the efficacy and durability of vaccines against emerging variants, and governmental and tenant responses thereto, which continue to be uncertain but the impact could be material. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2021. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this supplemental package. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this supplemental package. This supplemental package includes certain non-GAAP financial measures, which are accompanied by what Vornado Realty Trust and subsidiaries (the "Company") considers the most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These include Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre"). Quantitative reconciliations of the differences between the most directly comparable GAAP financial measures and the non-GAAP financial measures presented are provided within this supplemental package. Definitions of these non-GAAP financial measures and statements of the reasons why management believes the non-GAAP measures provide useful information to investors about the Company's financial condition and results of operations, and, if applicable, the purposes for which management uses the measures, can be found in the Appendix of this supplemental package.

This supplemental package should be read in conjunction with the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 and the Company’s Supplemental Operating and Financial Data package for the quarter ended September 30, 2022, both of which can be accessed at the Company’s website www.vno.com.

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

Third Quarter 2022 Financial Highlights

Net income attributable to common shareholders for the quarter ended September 30, 2022 was $7,769,000, or $0.04 per diluted share, compared to $37,689,000, or $0.20 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability, net income attributable to common shareholders, as adjusted (non-GAAP) for the quarter ended September 30, 2022 was $37,429,000, or $0.19 per diluted share, and $25,926,000, or $0.14 per diluted share for the prior year’s quarter.

EBITDAre, as adjusted (non-GAAP) for the quarter ended September 30, 2022 was $284,881,000, compared to $236,981,000 for the prior year’s quarter.

Liquidity

As of September 30, 2022, we have $3.3 billion of liquidity comprised of $977 million of cash and cash equivalents and restricted cash, $445 million of investments in U.S. Treasury bills and $1.9 billion available on our $2.5 billion revolving credit facilities.

PENN District Development

As of September 30, 2022, we have expended $1,795,105,000 of cash with an estimated $624,895,000 remaining to be spent across Farley, PENN 1, PENN 2, and PENN districtwide improvements. There can be no assurance that these projects will be completed, completed on schedule or within budget.

2022 Business Developments

Disposition Activity

220 Central Park South (“220 CPS”)

During the nine months ended September 30, 2022, we closed on the sale of one condominium unit and ancillary amenities at 220 CPS for net proceeds of $16,124,000 resulting in a financial statement net gain of $7,030,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. In connection with these sales, $945,000 of income tax expense was recognized on our consolidated statements of income. From inception to September 30, 2022, we have closed on the sale of 107 units and ancillary amenities for net proceeds of $3,023,020,000 resulting in financial statement net gains of $1,124,285,000.

SoHo Properties

On January 13, 2022, we sold two Manhattan retail properties located at 478-482 Broadway and 155 Spring Street for $84,500,000 and realized net proceeds of $81,399,000. In connection with the sale, we recognized a net gain of $551,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income.

Center Building (33-00 Northern Boulevard)

On June 17, 2022, we sold the Center Building, an eight-story 498,000 square foot office building located at 33‑00 Northern Boulevard in Long Island City, New York, for $172,750,000. We realized net proceeds of $58,946,000 after repayment of the existing $100,000,000 mortgage loan and closing costs. In connection with the sale, we recognized a net gain of $15,213,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. The gain for tax purposes was approximately $74,000,000.

40 Fulton Street

On August 17, 2022, we entered into an agreement to sell 40 Fulton Street, a 251,000 square foot Manhattan office and retail building, for $102,000,000. We expect to close the sale in the fourth quarter of 2022 and recognize a net gain of approximately $33,000,000 after closing costs. The sale is subject to customary closing conditions. As of September 30, 2022, the $64,177,000 carrying value of the property was classified as held-for-sale and is included in "other assets" on our consolidated balance sheets.

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2022 Business Developments - continued

Financing Activity

100 West 33rd Street

On June 15, 2022, we completed a $480,000,000 refinancing of 100 West 33rd Street, a 1.1 million square foot building comprised of 859,000 square feet of office space and 255,000 square feet of retail space. The interest-only loan bears a rate of SOFR plus 1.65% (4.64% as of September 30, 2022) through March 2024, increasing to SOFR plus 1.85% thereafter. The interest rate on the loan was swapped to a fixed rate of 5.06% through March 2024, and 5.26% through June 2027.The loan matures in June 2027, with two one-year extension options subject to debt service coverage ratio and loan-to-value tests. The loan replaces the previous $580,000,000 loan that bore interest at LIBOR plus 1.55% and was scheduled to mature in April 2024.

770 Broadway

On June 28, 2022, we completed a $700,000,000 refinancing of 770 Broadway, a 1.2 million square foot Class A Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.25% (4.93% as of September 30, 2022) and matures in July 2024 with three one-year extension options (July 2027 as fully extended). The interest rate on the loan was swapped to a fixed rate of 4.98% through July 2027. The loan replaces the previous $700,000,000 loan that bore interest at SOFR plus 1.86% and was scheduled to mature in July 2022.

Unsecured Revolving Credit Facility

On June 30, 2022, we amended and extended one of our two revolving credit facilities. The $1.25 billion amended facility bears interest at a rate of SOFR plus 1.15% (4.18% as of September 30, 2022). The term of the facility was extended from March 2024 to December 2027, as fully extended. The facility fee is 25 basis points. On August 16, 2022, the interest rate on the $575,000,000 drawn on the facility was swapped to a fixed interest rate of 3.88% through August 2027. Our other $1.25 billion revolving credit facility matures in April 2026, as fully extended, and bears a rate of SOFR plus 1.19% with a facility fee of 25 basis points.

Unsecured Term Loan

On June 30, 2022, we extended our $800,000,000 unsecured term loan from February 2024 to December 2027. The extended loan bears interest at a rate of SOFR plus 1.30% (4.33% as of September 30, 2022) and is currently swapped to a fixed rate of 4.05%.

330 West 34th Street land owner joint venture

On August 18, 2022, the joint venture that owns the fee interest in the 330 West 34th Street land, in which we have a 34.8% interest, completed a $100,000,000 refinancing. The interest-only loan bears interest at a fixed rate of 4.55% and matures in September 2032. In connection with the refinancing, we realized net proceeds of $10,500,000. The loan replaces the previous $50,150,000 loan that bore interest at a fixed rate of 5.71%.

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2022 Business Developments - continued

Financing Activity - continued

Interest Rate Hedging Activities

During the nine months ended September 30, 2022, we entered into $2.0 billion of interest rate swap arrangements and extended a $500,000,000 interest rate swap arrangement, reducing our variable rate debt at share as a percentage of our total debt at share to 27% from 47% (excluding our participation in the 150 West 34th Street mortgage loan). The exposure to LIBOR/SOFR index increases on our $2.8 billion of unswapped variable rate debt is partially mitigated over the next year by $2.0 billion of interest rate caps and by an increase in interest income on our cash, cash equivalents, restricted cash and investments in U.S. Treasury bills. See page 10 for further detail on our interest rate swap and cap arrangements.

The table below presents the interest rate swap arrangements entered into during the nine months ended September 30, 2022.

(Amounts in thousands) Notional Amount All-In Swapped Rate Swap Expiration Date Variable Rate Spread
770 Broadway mortgage loan $ 700,000 4.98% 07/27 S+225
Unsecured revolving credit facility 575,000 3.88% 08/27 S+115
Unsecured term loan(1) 50,000 4.04% 08/27 S+130
Unsecured term loan (effective 10/23) 500,000 4.39% 10/26 S+130
100 West 33rd Street mortgage loan 480,000 5.06% 06/27 S+165
888 Seventh Avenue mortgage loan(2) 200,000 4.66% 09/27 L+170

____________________

(1)Together with the existing $750,000 interest rate swap arrangement expiring October 2023, the $800,000 unsecured term loan balance currently bears interest at a fixed rate of 4.05%.

(2)The remaining $83,200 amortizing mortgage loan balance bears interest at a floating rate of LIBOR plus 1.70%.

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

Leasing Activity

The leasing activity and related statistics below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

For the Three Months Ended September 30, 2022

167,000 square feet of New York Office space (140,000 square feet at share) at an initial rent of $88.99 per square foot and a weighted average lease term of 5.8 years. The changes in the GAAP and cash mark-to-market rent on the 101,000 square feet of second generation space were positive 7.2% and positive 1.8%, respectively. Tenant improvements and leasing commissions were $16.21 per square foot per annum, or 18.2% of initial rent.

62,000 square feet of New York Retail space (57,000 square feet at share) at an initial rent of $242.89 per square foot and a weighted average lease term of 10.5 years. The changes in the GAAP and cash mark-to-market rent on the 36,000 square feet of second generation space were negative 55.8% and negative 49.3%, respectively. Tenant improvements and leasing commissions were $17.96 per square foot per annum, or 7.4% of initial rent.

67,000 square feet at theMART (all at share) at an initial rent of $52.20 per square foot and a weighted average lease term of 7.3 years. The changes in the GAAP and cash mark-to-market rent on the 38,000 square feet of second generation space were negative 3.1% and negative 7.4%, respectively. Tenant improvements and leasing commissions were $11.64 per square foot per annum, or 22.3% of initial rent.

154,000 square feet at 555 California (108,000 square feet at share) at an initial rent of $98.20 per square foot and a weighted average lease term of 5.6 years. The changes in the GAAP and cash mark-to-market rent on the 101,000 square feet of second generation space were positive 16.0% and positive 11.9%, respectively. Tenant improvements and leasing commissions were $4.73 per square foot per annum, or 4.8% of initial rent.

For the Nine Months Ended September 30, 2022

740,000 square feet of New York Office space (607,000 square feet at share) at an initial rent of $84.49 per square foot and a weighted average lease term of 9.2 years. The changes in the GAAP and cash mark-to-market rent on the 362,000 square feet of second generation space were positive 6.2% and positive 3.9%, respectively. Tenant improvements and leasing commissions were $12.09 per square foot per annum, or 14.3% of initial rent.

90,000 square feet of New York Retail space (85,000 square feet at share) at an initial rent of $262.88 per square foot and a weighted average lease term of 11.6 years. The changes in the GAAP and cash mark-to-market rent on the 42,000 square feet of second generation space were negative 38.3% and negative 34.2%, respectively. Tenant improvements and leasing commissions were $21.82 per square foot per annum, or 8.3% of initial rent.

275,000 square feet at theMART (all at share) at an initial rent of $51.78 per square foot and a weighted average lease term of 7.2 years. The changes in the GAAP and cash mark-to-market rent on the 221,000 square feet of second generation space were negative 4.5% and negative 4.6%, respectively. Tenant improvements and leasing commissions were $10.88 per square foot per annum, or 21.0% of initial rent.

210,000 square feet at 555 California (147,000 square feet at share) at an initial rent of $96.40 per square foot and a weighted average lease term of 5.9 years. The changes in the GAAP and cash mark-to-market rent on the 135,000 square feet of second generation space were positive 24.3% and positive 13.6%, respectively. Tenant improvements and leasing commissions were $7.15 per square foot per annum, or 7.4% of initial rent.

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UNSECURED NOTES COVENANT RATIOS AND CREDIT RATINGS (unaudited)
(Amounts in thousands) As of
Unsecured Notes Covenant Ratios(1) Required September 30, <br>2022 June 30, <br>2022 March 31, <br>2022 December 31, <br>2021
Total outstanding debt/total assets(2) Less than 65% 47% 47% 48% 47%
Secured debt/total assets Less than 50% 32% 31% 33% 32%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 2.53 3.02 3.29 3.00
Unencumbered assets/unsecured debt Greater than 150% 354% 362% 360% 362%
Consolidated Unencumbered EBITDA(1) (non-GAAP): Q3 2022<br>Annualized
--- --- ---
New York $ 243,164
Other 105,588
Total $ 348,752
Credit Ratings(3): Rating Outlook
--- --- ---
Moody’s Baa3 Stable
S&P BBB- Stable
Fitch BBB- Negative
(1) Our debt covenant ratios and consolidated unencumbered EBITDA are computed in accordance with the terms of our senior unsecured notes. The methodology used for these computations may differ significantly from similarly titled ratios and amounts of other companies. For additional information regarding the methodology used to compute these ratios and amounts, please see our filings with the SEC of our senior debt indentures and applicable prospectuses and prospectus supplements.
--- ---
(2) Total assets include EBITDA capped at 7.0% per the terms of our senior unsecured notes covenants.
(3) Credit ratings are provided for informational purposes only and are not a recommendation to buy or sell our securities.

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LIQUIDITY AND CAPITALIZATION (unaudited)
(Amounts in millions, except per share amounts)
Liquidity Snapshot(1)
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(1) Prior to June 30, 2022, the $1.25 billion revolving credit facility maturing in 2027, as fully extended, had full capacity of $1.5 billion.
(2) The debt balances presented above represent contractual debt balances. See reconciliation on page iii in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of September 30, 2022.
(3) Based on the Vornado Realty Trust (NYSE: VNO) September 30, 2022 quarter end closing common share price of $23.16.

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Company capitalization(2): Amount % Total
Consolidated mortgages payable (at 100%) $ 5,883 41%
Unsecured debt (contractual) 2,575 18%
Perpetual preferred shares/units 1,223 8%
Equity(3) 4,822 33%
Total 14,503 100%
Pro rata share of debt of non-consolidated entities 2,719
Less: Noncontrolling interests' share of consolidated debt (682)
Total at share $ 16,540

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NET DEBT TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in millions)
As of and For the Trailing Twelve Months Ended September 30, 2022 As of and For the Year Ended December 31,
2021 2020 2019
Secured debt $ 5,883 $ 6,099 $ 5,608 $ 5,670
Unsecured debt 2,575 2,575 1,825 1,775
Pro rata share of debt of non-consolidated entities 2,719 2,700 2,873 2,803
Less: Noncontrolling interests’ share of consolidated debt (682) (682) (483) (483)
Company’s pro rata share of total debt $ 10,495 $ 10,692 $ 9,823 $ 9,765
% Unsecured debt 25% 24% 19% 18%
Company’s pro rata share of total debt $ 10,495 $ 10,692 $ 9,823 $ 9,765
Less: Cash and cash equivalents, restricted cash and investments in U.S. Treasury bills (1,422) (1,930) (1,730) (1,242) (1)
Less: Participation in 150 West 34th Street mortgage loan (105) (105) (105) (105)
Less: Projected cash proceeds from 220 Central Park South (150) (148) (275) (1,200)
Net debt $ 8,818 $ 8,509 $ 7,713 $ 7,218
EBITDAre, as adjusted (non-GAAP) $ 1,065 $ 949 $ 910 $ 1,136
Net debt / EBITDAre, as adjusted 8.3 x 9.0 x 8.5 x 6.4 x

______________________________

(1)2019 includes $33 million of investments in marketable securities sold in January 2020 and is reduced by a $398 million accrual of a special dividend/distribution paid in January 2020.

DEBT SNAPSHOT (unaudited)
(Amounts in millions)
As of September 30, 2022
Total Variable Fixed
(Contractual debt balances) Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate
Consolidated debt(1) $ 8,458 3.79% $ 2,313 (2) 4.35% $ 6,145 3.58%
Pro rata share of debt of non-consolidated entities 2,719 4.05% 1,272 4.42% 1,447 3.72%
Total 11,177 3.85% 3,585 4.37% 7,592 3.61%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street) (682) (682)
Company's pro rata share of total debt $ 10,495 3.81% $ 2,903 (2) 4.33% $ 7,592 3.61%

________________________________

(1)See reconciliation on page iii in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of September 30, 2022.

(2)Includes our $105 million participation in the 150 West 34th Street mortgage loan.

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HEDGING INSTRUMENTS AS OF SEPTEMBER 30, 2022 (unaudited)
(Amounts in thousands)
Swap / Cap Information
Variable Rate Spread Maturity Date(1) Notional Amount<br>at Share All-In Swapped Rate Swap Expiration Date
Interest Rate Swaps:
Consolidated:
555 California Street mortgage loan 840,000 L+193 05/28 $ 840,000 2.26% 05/24
770 Broadway mortgage loan S+225 07/27 700,000 4.98% 07/27
PENN 11 mortgage loan L+195 10/25 500,000 2.23% 03/24
Unsecured revolving credit facility S+115 12/27 575,000 3.88% 08/27
Unsecured term loan S+130 12/27 800,000 (2) 4.05% 10/23
100 West 33rd Street mortgage loan S+165 06/27 480,000 5.06% 06/27
888 Seventh Avenue mortgage loan L+170 12/25 200,000 4.66% 09/27
4 Union Square South mortgage loan S+150 08/25 100,000 3.74% 01/25
Unconsolidated:
640 Fifth Avenue mortgage loan L+101 05/24 259,925 3.07% 05/23
731 Lexington Avenue - retail condominium mortgage loan L+140 08/25 97,200 1.72% 05/25
50-70 West 93rd Street mortgage loan L+153 12/24 41,168 3.14% 06/24
4,696,992 4,593,293
Interest Rate Caps: Index Strike Rate
Consolidated:
1290 Avenue of the Americas mortgage loan 665,000 L+151 11/28 665,000 4.00% 11/23
One Park Avenue mortgage loan S+122 03/26 525,000 4.50% 03/23
150 West 34th Street mortgage loan L+188 05/24 100,000 (3) 4.08% 12/22
606 Broadway mortgage loan L+180 09/24 37,060 4.00% 09/24
Unconsolidated:
280 Park Avenue mortgage loan L+173 09/24 600,000 4.08% 09/23
61 Ninth Avenue mortgage loan S+146 01/26 75,543 4.39% 02/24
Fashion Centre Mall/Washington Tower mortgage loan L+294 05/26 34,125 4.00% 05/24
50 West 57th Street mortgage loan L+160 12/22 10,000 3.50% 12/22
2,151,728 2,046,728 (4)
Fixed rate debt per loan agreements and Vornado’s 105 million participation in 150 West 34th Street mortgage loan 3,104,164
Variable rate debt not subject to interest rate swaps or caps 750,763 (4)
Total debt at share $ 10,494,948

All values are in US Dollars.

________________________________

(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend.

(2)Comprised of a $750,000 interest rate swap arrangement expiring October 2023 and a $50,000 interest rate swap arrangement expiring August 2027. In September 2022, we entered into a forward swap for $500,000 of the $800,000 unsecured term loan through October 2026, effective upon the October 2023 expiration of the $750,000 swap arrangement. Together with the existing $50,000 swap arrangement, commencing October 2023, $550,000 of the loan will bear interest at a blended fixed rate of 4.36%. The unswapped balance of the loan will bear interest at a floating rate of SOFR plus 1.30%.

(3)Excludes our $105,000 participation in the loan.

(4)Our exposure to LIBOR/SOFR index increases is partially mitigated by an increase in interest income on our cash, cash equivalents, restricted cash and investments in U.S. Treasury bills.

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CONSOLIDATED DEBT MATURITIES (CONTRACTUAL BALANCES) (unaudited)
(Amounts in millions)
Consolidated Debt Maturity Schedule(1)<br><br>as of September 30, 2022<br><br>(Excludes pro rata share of JV debt)(2)
---

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Consolidated (100%):
Secured $ $ $ 375 $ 903 $ 525 $ 4,080
Unsecured 450 400 1,725
Total consolidated debt (100%) $ $ $ 375 $ 1,353 $ 925 $ 5,805 (3)
% of total consolidated debt % % 4.4 % 16.0 % 10.9 % 68.7 %
Debt maturities at share:
Consolidated debt (100%) $ $ $ 375 $ 1,353 $ 925 $ 5,805
Pro rata share of debt of non-consolidated entities 212 48 1,138 505 581 235
Less: Noncontrolling interests' share of consolidated debt (37) (645)
Total debt at share $ 212 $ 48 $ 1,476 $ 1,858 $ 1,506 $ 5,395
% of total debt at share 2.0 % 0.5 % 14.1 % 17.7 % 14.3 % 51.4 %

_______________________________

(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend. Debt classified as fixed rate includes the effect of interest rate swap arrangements which may expire prior to debt maturity. See the previous page for information on interest rate swap arrangements entered into as of September 30, 2022.

(2)Vornado Realty L.P. guarantees $800 million of JV partnership debt comprised of the $300 million mortgage loan on 7 West 34th Street and the $500 million mortgage loan on 640 Fifth Avenue included in the Fifth Avenue and Times Square JV. This $800 million is excluded from the schedule presented above.

(3)Of the $1.3 billion floating rate debt expiring after 2026, $645 million is attributable to noncontrolling interests.

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CONSOLIDATED DEBT MATURITIES AT 100% (CONTRACTUAL BALANCES) (unaudited)
(Amounts in thousands)
Property Maturity<br><br>Date(1) Spread over<br>LIBOR/SOFR Interest<br><br>Rate(2) 2022 2023 2024 2025 2026 Thereafter Total
Secured Debt:
435 Seventh Avenue 02/24 L+130 3.93% $ $ $ 95,696 $ $ $ $ 95,696
150 West 34th Street 05/24 L+188 4.53% 205,000 (3) 205,000
606 Broadway (50.0% interest) 09/24 L+180 4.56% 74,119 74,119
4 Union Square South 08/25 3.78% 120,000 120,000
PENN 11 10/25 2.23% 500,000 500,000
888 Seventh Avenue 12/25 4.62% 283,200 283,200
One Park Avenue 03/26 S+122 4.07% 525,000 525,000
350 Park Avenue 01/27 3.92% 400,000 400,000
100 West 33rd Street 06/27 5.06% 480,000 480,000
770 Broadway 07/27 4.98% 700,000 700,000
555 California Street (70.0% interest) 05/28 3.01% 1,200,000 1,200,000
1290 Avenue of the Americas (70.0% interest) 11/28 L+151 4.32% 950,000 950,000
909 Third Avenue 04/31 3.23% 350,000 350,000
Total Secured Debt 374,815 903,200 525,000 4,080,000 5,883,015
Unsecured Debt:
Senior unsecured notes due 2025 01/25 3.50% 450,000 450,000
$1.25 Billion unsecured revolving credit facility 04/26 S+119 0.00%
Senior unsecured notes due 2026 06/26 2.15% 400,000 400,000
$1.25 Billion unsecured revolving credit facility 12/27 3.88% 575,000 575,000
$800 Million unsecured term loan 12/27 4.05% 800,000 800,000
Senior unsecured notes due 2031 06/31 3.40% 350,000 350,000
Total Unsecured Debt 450,000 400,000 1,725,000 2,575,000
Total Debt $ $ $ 374,815 $ 1,353,200 $ 925,000 $ 5,805,000 $ 8,458,015
Weighted average rate 0.00% 0.00% 4.39% 3.29% 3.24% 3.96% 3.79%
Fixed rate debt(4) $ $ $ $ 1,250,000 $ 400,000 $ 4,495,000 $ 6,145,000
Fixed weighted average rate expiring 0.00% 0.00% 0.00% 3.19% 2.15% 3.82% 3.58%
Floating rate debt $ $ $ 374,815 $ 103,200 $ 525,000 $ 1,310,000 $ 2,313,015
Floating weighted average rate expiring 0.00% 0.00% 4.39% 4.42% 4.07% 4.44% 4.35%

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(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend.

(2)Represents the interest rate in effect as of September 30, 2022 based on the appropriate reference rate as of the contractual reset date plus contractual spread, adjusted for hedging instruments, as applicable. See page 10 for information on interest rate swap and interest rate cap arrangements entered into as of September 30, 2022.

(3)We hold a $105,000 participation in the mortgage loan which is included in “other assets” on our consolidated balance sheets.

(4)Debt classified as fixed rate includes the effect of interest rate swap arrangements which may expire prior to debt maturity. See page 10 for information on interest rate swap arrangements entered into as of September 30, 2022.

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TOP 15 TENANTS (unaudited)
(Amounts in thousands, except square feet)
Credit Ratings (Moody’s / S&P)(1) Square Footage At Share Annualized Escalated Rents<br><br>At Share(2) % of Total Annualized Escalated Rents<br>At Share
Meta Platforms, Inc. A1 / AA- 1,451,153 $ 159,034 8.7 %
IPG and affiliates Baa2 / BBB 967,552 66,863 3.6 %
New York University Aa2 / AA- 685,290 45,013 2.5 %
Google/Motorola Mobility (guaranteed by Google) Aa2 / AA+ 759,446 41,220 2.2 %
Bloomberg L.P. NR / NR 306,768 40,356 2.2 %
Equitable Financial Life Insurance Company A1 / A+ 336,644 35,530 1.9 %
Swatch Group USA NR / NR 14,949 34,456 1.9 %
Yahoo Inc. NR / NR 313,726 32,248 1.8 %
Amazon (including its Whole Foods subsidiary) A1 / AA 312,694 30,092 1.6 %
Neuberger Berman Group LLC Baa2 / BBB+ 306,612 27,353 1.5 %
Madison Square Garden & Affiliates NR / NR 412,551 25,741 1.4 %
AMC Networks, Inc. Ba2 / BB 326,717 25,441 1.4 %
Bank of America A2 / A- 247,459 24,412 1.3 %
Apple Inc. Aaa / AA+ 412,434 24,072 1.3 %
LVMH Brands A1 / A+ 65,060 22,952 1.3 %
34.6 %

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(1)NR denotes “not rated.”

(2)Represents monthly contractual base rent before free rent plus tenant reimbursements multiplied by 12. Annualized escalated rents at share include leases signed but not yet commenced in place of current tenants or vacancy in the same space.

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LEASE EXPIRATIONS (unaudited)
(Amounts in thousands) Our Share of Square Feet of Expiring Leases<br>As of September 30, 2022
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New York Office 205 1,375 964 698 1,244 1,188 974 1,171 677 894 425 4,847
New York Retail 9 150 138 40 82 34 27 50 155 88 55 395
theMart 302 250 235 414 290 190 679 111 29 294 160 157
555 California Street 6 70 274 238 65 112 116 106 5 188
Total 516 1,781 1,407 1,426 1,854 1,477 1,792 1,448 967 1,276 645 5,587
% of total 2.6% 8.8% 7.0% 7.1% 9.2% 7.3% 8.9% 7.2% 4.8% 6.3% 3.2% 27.6%

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PENN DISTRICT
ACTIVE DEVELOPMENT/REDEVELOPMENT SUMMARY - AS OF SEPTEMBER 30, 2022 (unaudited)
(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Cash Amount<br>Expended Remaining Expenditures Stabilization Year Projected Incremental Cash Yield
Active PENN District Projects Segment Budget(1)
Farley (95% interest) New York 846,000 1,120,000 (2) 1,069,131 (2) 50,869 2022 6.4%
PENN 2 - as expanded New York 1,795,000 750,000 330,303 419,697 2025 9.0%
PENN 1 (including LIRR Concourse Retail)(3) New York 2,546,000 450,000 354,828 95,172 N/A 12.2% (3)(4)
Districtwide Improvements New York N/A 100,000 40,843 59,157 N/A N/A
Total Active PENN District Projects 2,420,000 1,795,105 624,895 8.0%

___________________

(1)Excluding debt and equity carry.

(2)Net of 154,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).

(3)Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 12.2% projected return is before the ground rent reset in 2023, which may be material.

(4)Projected to be achieved as pre-redevelopment leases roll; approximate average remaining lease term 3.6 years.

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.

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APPENDIX<br><br>NON-GAAP RECONCILIATIONS

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended
September 30,
2022 2021
Net income attributable to common shareholders $ 7,769 $ 37,689
Per diluted share $ 0.04 $ 0.20
Certain expense (income) items that impact net income attributable to common shareholders:
Hotel Pennsylvania loss $ 26,613 $ 6,492
Deferred tax liability on our investment in Farley Office and Retail (held through a taxable REIT subsidiary) 3,776 1,688
Tax benefit recognized by our taxable REIT subsidiaries (27,910)
After-tax net gain on sale of 220 CPS condominium unit(s) and ancillary amenities (8,815)
Other 1,477 15,664
31,866 (12,881)
Noncontrolling interests' share of above adjustments (2,206) 1,118
Total of certain expense (income) items that impact net income attributable to common shareholders $ 29,660 $ (11,763)
Net income attributable to common shareholders, as adjusted (non-GAAP) $ 37,429 $ 25,926
Per diluted share (non-GAAP) $ 0.19 $ 0.14

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NON-GAAP RECONCILIATIONS<br><br>CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
As of September 30, 2022
Consolidated<br>Debt, Net Deferred Financing<br>Costs, Net and Other Consolidated Contractual Debt
Mortgages payable $ 5,831,769 $ 51,246 $ 5,883,015
Senior unsecured notes 1,191,322 8,678 1,200,000
$800 Million unsecured term loan 792,847 7,153 800,000
$2.5 Billion unsecured revolving credit facilities 575,000 575,000
$ 8,390,938 $ 67,077 $ 8,458,015

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME (LOSS) TO EBITDAre (unaudited)
(Amounts in thousands)

EBITDAre (i.e., EBITDA for real estate companies) is a non-GAAP financial measure established by the National Association of Real Estate Investment Trusts ("NAREIT"), which may not be comparable to EBITDA reported by other REITs that do not compute EBITDA in accordance with the NAREIT definition. NAREIT defines EBITDAre as GAAP net income or loss, plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property including losses and gains on change of control, plus impairment write-downs of depreciated property and of investments in unconsolidated joint ventures caused by a decrease in value of depreciated property in the joint venture, plus adjustments to reflect the entity's share of EBITDA of unconsolidated joint ventures. The Company has included EBITDAre because it is a performance measure used by other REITs and therefore may provide useful information to investors in comparing Vornado's performance to that of other REITs.

For the Three Months Ended September 30, For the Trailing Twelve Months Ended For the Year Ended December 31,
2022 2021 September 30, 2022 2021 2020 2019
Reconciliation of net income (loss) to EBITDAre (non-GAAP):
Net income (loss) $ 20,112 $ 71,765 $ 174,353 $ 207,553 $ (461,845) $ 3,334,262
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 3,792 (5,425) (8,447) (24,014) 139,894 24,547
Net income (loss) attributable to the Operating Partnership 23,904 66,340 165,906 183,539 (321,951) 3,358,809
EBITDAre adjustments at share:
Depreciation and amortization expense 156,985 130,164 590,934 526,539 532,298 530,473
Interest and debt expense 98,358 69,347 339,120 297,116 309,003 390,139
Income tax expense (benefit) 4,151 (25,414) 26,235 (9,813) 36,253 103,917
Net gain (loss) on sale of real estate 6 (41,146) (15,675) (178,711)
Real estate impairment losses 7,880 7,880 236,286 32,001
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the $2.559 billion gain recognized on the April 2019 transfer to the Joint Venture attributable to the GAAP required write-up of the retained interest 409,060
Net gain on transfer to Fifth Avenue and Times Square JV on April 18, 2019, net of $11,945 attributable to noncontrolling interests (2,559,154)
EBITDAre at share 283,404 248,317 1,081,049 989,586 1,200,949 1,677,474
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 14,449 15,968 76,915 75,987 (91,155) 8,150
EBITDAre (non-GAAP) $ 297,853 $ 264,285 $ 1,157,964 $ 1,065,573 $ 1,109,794 $ 1,685,624

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
For the Three Months Ended September 30, For the Trailing Twelve Months Ended For the Year Ended December 31,
2022 2021 September 30, 2022 2021 2020 2019
EBITDAre (non-GAAP) $ 297,853 $ 264,285 $ 1,157,964 $ 1,065,573 $ 1,109,794 $ 1,685,624
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (14,449) (15,968) (76,915) (75,987) 91,155 (8,150)
Certain (income) expense items that impact EBITDAre:
Gain on sale of 220 CPS condominium unit(s) and ancillary amenities (10,087) (21,989) (50,318) (381,320) (604,393)
Our share of (income) loss from real estate fund investments (201) (294) (3,698) (3,757) 63,114 48,808
Hotel Pennsylvania loss (income) 11,625 31,139 (8,264)
Mark-to-market decrease in PREIT common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) 4,938 21,649
Other 1,678 (955) 9,565 1,840 (8,527) 343
Total of certain expense (income) items that impact EBITDAre 1,477 (11,336) (16,122) (40,610) (290,656) (541,857)
EBITDAre, as adjusted (non-GAAP) $ 284,881 $ 236,981 $ 1,064,927 $ 948,976 $ 910,293 $ 1,135,617

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