8-K - VNO - Equibles

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):

February 12, 2024

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.
(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 February 12, 2024, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the fourth quarter of 2023. 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 February 12, 2024
	99.2	Vornado Realty Trust supplemental operating and financial data for the quarter and year ended December 31, 2023
	99.3	Vornado Realty Trust supplemental fixed income data for the quarter and year ended December 31, 2023
	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: February 12, 2024

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: February 12, 2024

Document

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

Vornado Announces Fourth Quarter 2023 Financial Results

New York City | February 12, 2024

Vornado Realty Trust (NYSE: VNO) reported today:

Quarter Ended December 31, 2023 Financial Results

NET LOSS attributable to common shareholders for the quarter ended December 31, 2023 was $61,013,000, or $0.32 per diluted share, compared to $493,280,000, or $2.57 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 December 31, 2023 was $8,040,000, or $0.04 per diluted share, and $19,954,000, or $0.10 per diluted share for the quarter ended December 31, 2022.

Net loss attributable to common shareholders for the quarter ended December 31, 2023 included $72,664,000 of impairment losses on certain of our real estate assets, which were primarily attributable to shortened hold period assumptions.

FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended December 31, 2023 was $121,105,000, or $0.62 per diluted share, compared to $176,465,000, or $0.91 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 December 31, 2023 was $123,751,000, or $0.63 per diluted share, and $139,041,000, or $0.72 per diluted share for the quarter ended December 31, 2022.

Year Ended December 31, 2023 Financial Results

NET INCOME attributable to common shareholders for the year ended December 31, 2023 was $43,378,000, or $0.23 per diluted share, compared to net loss attributable to common shareholders of $408,615,000, or $2.13 per diluted share, for the year ended December 31, 2022. 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 year ended December 31, 2023 was $51,286,000, or $0.27 per diluted share, and $126,468,000, or $0.66 per diluted share, for the year ended December 31, 2022.

FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the year ended December 31, 2023 was $503,792,000, or $2.59 per diluted share, compared to $638,928,000, or $3.30 per diluted share, for the year ended December 31, 2022. 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 year ended December 31, 2023 was $508,151,000, or $2.61 per diluted share, and $608,892,000, or $3.15 per diluted share, for the year ended December 31, 2022.

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The following table reconciles net (loss) 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>December 31,				For the Year Ended<br>December 31,
	2023		2022		2023		2022
Net (loss) income attributable to common shareholders	$	(61,013)	$	(493,280)	$	43,378	$	(408,615)
Per diluted share	$	(0.32)	$	(2.57)	$	0.23	$	(2.13)
Certain expense (income) items that impact net (loss) income attributable to common shareholders:
Real estate impairment losses on wholly owned and partially owned assets	$	72,664	$	595,488	$	73,289	$	595,488
Our share of (income) loss from real estate fund investments	(13,638)		463		(14,379)		(1,671)
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units and ancillary amenities	(5,786)		(29,773)		(11,959)		(35,858)
Credit losses on investments	8,269		—		8,269		—
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary)	3,526		3,482		11,722		13,665
Change in deferred tax assets related to taxable REIT subsidiaries	1,926		(2,971)		(188)		(4,304)
Net gain on contribution of Pier 94 leasehold interest to joint venture	—		—		(35,968)		—
After-tax net gain on sale of The Armory Show	—		—		(17,076)		—
Our share of Alexander's, Inc. ("Alexander's") gain on sale of Rego Park III land parcel	—		—		(16,396)		—
Other	8,252		(15,198)		10,530		8,053
	75,213		551,491		7,844		575,373
Noncontrolling interests' share of above adjustments and assumed conversion of dilutive potential common shares	(6,160)		(38,257)		64		(40,290)
Total of certain expense (income) items that impact net (loss) income attributable to common shareholders	$	69,053	$	513,234	$	7,908	$	535,083
Per diluted share (non-GAAP)	$	0.36	$	2.67	$	0.04	$	2.79
Net income attributable to common shareholders, as adjusted (non-GAAP)	$	8,040	$	19,954	$	51,286	$	126,468
Per diluted share (non-GAAP)	$	0.04	$	0.10	$	0.27	$	0.66
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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>December 31,				For the Year Ended<br>December 31,
	2023		2022		2023		2022
FFO attributable to common shareholders plus assumed conversions (non-GAAP)(1)	$	121,105	$	176,465	$	503,792	$	638,928
Per diluted share (non-GAAP)	$	0.62	$	0.91	$	2.59	$	3.30
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
Our share of (income) loss from real estate fund investments	$	(13,638)	$	463	$	(14,379)	$	(1,671)
After-tax net gain on sale of 220 CPS condominium units and ancillary amenities	(5,786)		(29,773)		(11,959)		(35,858)
Credit losses on investments	8,269		—		8,269		—
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary)	3,526		3,482		11,722		13,665
Change in deferred tax assets related to taxable REIT subsidiaries	1,926		(2,971)		(188)		(4,304)
Other	8,543		(11,415)		11,231		(4,108)
	2,840		(40,214)		4,696		(32,276)
Noncontrolling interests' share of above adjustments	(194)		2,790		(337)		2,240
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net	$	2,646	$	(37,424)	$	4,359	$	(30,036)
Per diluted share (non-GAAP)	$	0.01	$	(0.19)	$	0.02	$	(0.15)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP)	$	123,751	$	139,041	$	508,151	$	608,892
Per diluted share (non-GAAP)	$	0.63	$	0.72	$	2.61	$	3.15

________________________________

(1)See page 12 for a reconciliation of net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three months and years ended December 31, 2023 and 2022.

FFO, as Adjusted Bridge - Q4 2023 vs. Q4 2022

The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended December 31, 2022 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended December 31, 2023:

(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 December 31, 2022	$	139.0	$	0.72
(Decrease) increase in FFO, as adjusted due to:
Development fee pool bonus expense	(6.4)
Stock compensation expense for the June 2023 grant	(6.0)
Prior period accrual adjustments related to changes in the tax assessed value of THE MART	(4.8)
FFO from sold properties	(2.9)
Change in interest expense, net of interest income	1.9
Other, net	2.1
	(16.1)
Noncontrolling interests' share of above items and impact of assumed conversions of convertible securities	0.9
Net decrease	(15.2)		(0.09)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended December 31, 2023	$	123.8	$	0.63

See page 12 for a reconciliation of net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three months and years ended December 31, 2023 and 2022. 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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Dividends/Share Repurchase Program:

On December 5, 2023, Vornado’s Board of Trustees declared a dividend of $0.30 per common share. Together with the $0.375 per share common dividend already paid in the first quarter of 2023, this resulted in an aggregate 2023 common dividend of $0.675 per common share. We anticipate that our common share dividend policy for 2024 will be to pay one common share dividend in the fourth quarter.

On April 26, 2023, our Board of Trustees authorized the repurchase of up to $200,000,000 of our outstanding common shares under a newly established share repurchase program.

During the year ended December 31, 2023, we repurchased 2,024,495 common shares for $29,143,000 at an average price per share of $14.40. As of December 31, 2023, $170,857,000 remained available and authorized for repurchases.

350 Park Avenue:

On January 24, 2023, we and the Rudin family (“Rudin”) completed agreements with Citadel Enterprise Americas LLC (“Citadel”) and with an affiliate of Kenneth C. Griffin, Citadel’s Founder and CEO (“KG”), for a series of transactions relating to 350 Park Avenue and 40 East 52nd Street.

Pursuant to the agreements, Citadel master leases 350 Park Avenue, a 585,000 square foot Manhattan office building, on an “as is” basis for ten years, with an initial annual net rent of $36,000,000. Per the terms of the lease, no tenant allowance or free rent was provided. Citadel has also master leased Rudin’s adjacent property at 40 East 52nd Street (390,000 square feet).

In addition, we entered into a joint venture with Rudin (the “Vornado/Rudin JV”) which was formed to purchase 39 East 51st Street. Upon formation of the KG joint venture described below, 39 East 51st Street will be combined with 350 Park Avenue and 40 East 52nd Street to create a premier development site (collectively, the “Site”). On June 20, 2023, the Vornado/Rudin JV completed the purchase of 39 East 51st Street for $40,000,000, which was funded on a 50/50 basis by Vornado and Rudin.

From October 2024 to June 2030, KG will have the option to either:

•acquire a 60% interest in a joint venture with the Vornado/Rudin JV that would value the Site at $1.2 billion ($900,000,000 to Vornado and $300,000,000 to Rudin) and build a new 1,700,000 square foot office tower (the “Project”) pursuant to East Midtown Subdistrict zoning with the Vornado/Rudin JV as developer. KG would own 60% of the joint venture and the Vornado/Rudin JV would own 40% (with Vornado owning 36% and Rudin owning 4% of the joint venture along with a $250,000,000 preferred equity interest in the Vornado/Rudin JV).

◦at the joint venture formation, Citadel or its affiliates will execute a pre-negotiated 15-year anchor lease with renewal options for approximately 850,000 square feet (with expansion and contraction rights) at the Project for its primary office in New York City;

◦the rent for Citadel’s space will be determined by a formula based on a percentage return (that adjusts based on the actual cost of capital) on the total Project cost;

◦the master leases will terminate at the scheduled commencement of demolition;

•or, exercise an option to purchase the Site for $1.4 billion ($1.085 billion to Vornado and $315,000,000 to Rudin), in which case the Vornado/Rudin JV would not participate in the new development.

Further, the Vornado/Rudin JV will have the option from October 2024 to September 2030 to put the Site to KG for $1.2 billion ($900,000,000 to Vornado and $300,000,000 to Rudin). For ten years following any put option closing, unless the put option is exercised in response to KG’s request to form the joint venture or KG makes a $200,000,000 termination payment, the Vornado/Rudin JV will have the right to invest in a joint venture with KG on the terms described above if KG proceeds with development of the Site.

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Sunset Pier 94 Studios Joint Venture:

On August 28, 2023, we, together with Hudson Pacific Properties and Blackstone Inc., formed a joint venture (“Pier 94 JV”) to develop a 266,000 square foot purpose-built studio campus at Pier 94 in Manhattan (“Sunset Pier 94 Studios”). In connection therewith:

•We contributed our Pier 94 leasehold interest to the joint venture in exchange for a 49.9% common equity interest and an initial capital account of $47,944,000, comprised of (i) the $40,000,000 value of our Pier 94 leasehold interest contribution and (ii) a $7,994,000 credit for pre-development costs incurred. Hudson Pacific Properties (“HPP”) and Blackstone Inc. (together, “HPP/BX”) received an aggregate 50.1% common equity interest in Pier 94 JV and an initial capital account of $22,976,000 in exchange for (i) a $15,000,000 cash contribution upon the joint venture’s formation and (ii) a $7,976,000 credit for pre-development costs incurred. HPP/BX will fund 100% of cash contributions until such time that its capital account is equal to Vornado’s, after which equity will be funded in accordance with each partner’s respective ownership interest.

•The lease of Pier 94 with the City of New York was amended and restated to allow for the contribution to Pier 94 JV and to remove Pier 92 from the lease’s demised premises. The amended and restated lease expires in 2060 with five 10-year renewal options.

•Pier 94 JV closed on a $183,200,000 construction loan facility ($100,000 outstanding as of December 31, 2023) which bears interest at SOFR plus 4.75% and matures in September 2025, with one one-year as-of-right extension option and two one-year extension options subject to certain conditions. VRLP and the other partners provided a joint and several completion guarantee.

The development cost of the project is estimated to be $350,000,000, which will be funded with $183,200,000 of construction financing (described above) and $166,800,000 of equity contributions. Our share of equity contributions will be funded by (i) our $40,000,000 Pier 94 leasehold interest contribution and (ii) $34,000,000 of cash contributions, which are net of an estimated $9,000,000 for our share of development fees and reimbursement for overhead costs incurred by us.

Upon contribution of the Pier 94 leasehold, we recognized a $35,968,000 net gain primarily due to the step-up of our retained investment in the leasehold interest to fair value. The net gain was included in “net gains on disposition of wholly owned and partially owned assets” on our consolidated statements of income for the year ended December 31, 2023.

Dispositions:

Alexander's

On May 19, 2023, Alexander's completed the sale of the Rego Park III land parcel, located in Queens, New York, for $71,060,000, inclusive of consideration for Brownfield tax benefits and reimbursement of costs for plans, specifications and improvements to date. As a result of the sale, we recognized our $16,396,000 share of the net gain and received a $711,000 sales commission from Alexander’s, of which $250,000 was paid to a third-party broker.

The Armory Show

On July 3, 2023, we completed the sale of The Armory Show, located in New York, for $24,410,000, subject to certain post-closing adjustments, and realized net proceeds of $22,489,000. In connection with the sale, we recognized a net gain of $20,181,000 which is included in “net gains on disposition of wholly owned and partially owned assets” on our consolidated statements of income.

Manhattan Retail Properties Sale

On August 10, 2023, we completed the sale of four Manhattan retail properties located at 510 Fifth Avenue, 148–150 Spring Street, 443 Broadway and 692 Broadway for $100,000,000 and realized net proceeds of $95,450,000. In connection with the sale, we recognized an impairment loss of $625,000 which is included in “impairment losses, transaction related costs and other” on our consolidated statements of income.

220 CPS

During the year ended December 31, 2023, we closed on the sale of two condominium units at 220 CPS for net proceeds of $24,484,000 resulting in a financial statement net gain of $14,127,000 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, $2,168,000 of income tax expense was recognized on our consolidated statements of income.

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Financings:

150 West 34th Street

On January 9, 2023, our $105,000,000 participation in the $205,000,000 mortgage loan on 150 West 34th Street was repaid, which reduced “other assets” and “mortgages payable, net” on our consolidated balance sheets by $105,000,000.

On October 4, 2023, we completed a $75,000,000 refinancing of 150 West 34th Street, of which $25,000,000 is recourse to the Operating Partnership. The interest-only loan bears a rate of SOFR plus 2.15% and matures in February 2025, with three one-year as-of-right extension options and an additional one-year extension option available subject to satisfying a loan-to-value test. The interest rate on the loan is subject to an interest rate cap arrangement with a SOFR strike rate of 5.00%, which matures in February 2026. The loan replaces the previous $100,000,000 loan, which bore interest at SOFR plus 1.86%.

697-703 Fifth Avenue (Fifth Avenue and Times Square JV)

On June 14, 2023, the Fifth Avenue and Times Square JV completed a restructuring of the 697-703 Fifth Avenue $421,000,000 non-recourse mortgage loan, which matured in December 2022. The restructured $355,000,000 loan, which had its principal reduced through an application of property-level reserves and funds from the partners, was split into (i) a $325,000,000 senior note, which bears interest at SOFR plus 2.00%, and (ii) a $30,000,000 junior note, which accrues interest at a fixed rate of 4.00%. The restructured loan matures in March 2028, as fully extended. Any amounts funded for future re-leasing of the property will be senior to the $30,000,000 junior note.

512 West 22nd Street

On June 28, 2023, a joint venture, in which we have a 55% interest, completed a $129,250,000 refinancing of 512 West 22nd Street, a 173,000 square foot Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.00% in year one and SOFR plus 2.35% thereafter. The loan matures in June 2025 with a one-year extension option subject to debt service coverage ratio, loan-to-value and debt yield requirements. The loan replaces the previous $137,124,000 loan that bore interest at LIBOR plus 1.85% and had an initial maturity of June 2023. In addition, the joint venture entered into the interest rate cap arrangement detailed in the table below.

825 Seventh Avenue

On July 24, 2023, a joint venture, in which we have a 50% interest, completed a $54,000,000 refinancing of the office condominium of 825 Seventh Avenue, a 173,000 square foot Manhattan office and retail building. The interest-only loan bears a rate of SOFR plus 2.75%, with a 30 basis point reduction available upon satisfaction of certain leasing conditions, and matures in January 2026. The loan replaces the previous $60,000,000 loan that bore interest at LIBOR plus 2.35% and was scheduled to mature in July 2023.

Interest Rate Swap and Cap Arrangements

We entered into the following interest rate swap and cap arrangements during the year ended December 31, 2023:

(Amounts in thousands)	Notional Amount<br>(at share)		All-In Swapped Rate	Expiration Date	Variable Rate Spread
Interest rate swaps:
555 California Street (effective 05/24)	$	840,000	6.03%	05/26	S+205
PENN 11 (effective 03/24)(1)	250,000		6.34%	10/25	S+206
Unsecured term loan(2)	150,000		5.12%	07/25	S+129
			Index Strike Rate
Interest rate caps:
1290 Avenue of the Americas (70.0% interest)(3)	$	665,000	1.00%	11/25	S+162
One Park Avenue (effective 3/24)	525,000		3.89%	03/25	S+122
640 Fifth Avenue (52.0% interest)	259,925		4.00%	05/24	S+111
731 Lexington Avenue office condominium (32.4% interest)	162,000		6.00%	06/24	Prime + 0
150 West 34th Street	75,000		5.00%	02/26	S+215
512 West 22nd Street (55.0% interest)	71,088		4.50%	06/25	S+200

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(1)The $500,000 mortgage loan is currently subject to a $500,000 interest rate swap with an all-in swapped rate of 2.22% and expires in March 2024. In January 2024, we entered into a forward swap arrangement for the remaining $250,000 balance of the $500,000 PENN 11 mortgage loan which is effective upon the March 2024 expiration of the current in-place swap. Together with the forward swap above, the loan will bear interest at an all-in swapped rate of 6.28% effective March 2024 through October 2025.

(2)In addition to the swap disclosed above, the unsecured term loan, which matures in December 2027, is subject to various interest rate swap arrangements that were entered into in prior periods. See page 34 of our Supplemental Operating and Financial Data package for additional information.

(3)In connection with the arrangement, we made a $63,100 up-front payment, of which $18,930 is attributable to noncontrolling interests.

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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 accounting principles generally accepted in the United States of America (“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 December 31, 2023:

•840,000 square feet of New York Office space (475,000 square feet at share) at an initial rent of $100.33 per square foot and a weighted average lease term of 11.2 years. The changes in the GAAP and cash mark-to-market rent on the 449,000 square feet of second generation space were positive 3.9% and negative 9.4%, respectively. Tenant improvements and leasing commissions were $11.41 per square foot per annum, or 11.4% of initial rent.

•41,000 square feet of New York Retail space (39,000 square feet at share) at an initial rent of $131.01 per square foot and a weighted average lease term of 11.1 years. The changes in the GAAP and cash mark-to-market rent on the 19,000 square feet of second generation space were positive 63.5% and positive 55.4%, respectively. Tenant improvements and leasing commissions were $29.58 per square foot per annum, or 22.6% of initial rent.

•161,000 square feet at THE MART (all at share) at an initial rent of $49.89 per square foot and a weighted average lease term of 8.7 years. The changes in the GAAP and cash mark-to-market rent on the 132,000 square feet of second generation space were negative 0.5% and negative 5.7%, respectively. Tenant improvements and leasing commissions were $13.62 per square foot per annum, or 27.3% of initial rent.

For the Year Ended December 31, 2023:

•2,133,000 square feet of New York Office space (1,661,000 square feet at share) at an initial rent of $98.66 per square foot and a weighted average lease term of 10.0 years. The changes in the GAAP and cash mark-to-market rent on the 1,476,000 square feet of second generation space were positive 6.2% and negative 2.0%, respectively. Tenant improvements and leasing commissions were $7.44 per square foot per annum, or 7.5% of initial rent.

•299,000 square feet of New York Retail space (239,000 square feet at share) at an initial rent of $118.47 per square foot and a weighted average lease term of 6.5 years. The changes in the GAAP and cash mark-to-market rent on the 131,000 square feet of second generation space were positive 20.7% and positive 18.8%, respectively. Tenant improvements and leasing commissions were $21.90 per square foot per annum, or 18.5% of initial rent.

•337,000 square feet at THE MART (332,000 square feet at share) at an initial rent of $52.97 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 244,000 square feet of second generation space were negative 3.3% and negative 7.8%, respectively. Tenant improvements and leasing commissions were $11.44 per square foot per annum, or 21.6% of initial rent.

•10,000 square feet at 555 California Street (7,000 square feet at share) at an initial rent of $134.70 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 4,000 square feet of second generation space were positive 12.8% and positive 2.4%, respectively. Tenant improvements and leasing commissions were $22.92 per square foot per annum, or 17.0% of initial rent.

Occupancy:

(At Vornado's share)	New York						THE MART		555 California Street
	Total		Office		Retail
Occupancy as of December 31, 2023	89.4	%	90.7	%	74.9	%	79.2	%	94.5	%

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

	Total		New York		THE MART(1)		555 California Street
Same store NOI at share % (decrease) increase(2):
Three months ended December 31, 2023 compared to December 31, 2022	(1.6)	%	0.4	%	(32.5)	%	8.9	%
Year ended December 31, 2023 compared to December 31, 2022	0.4	%	2.2	%	(34.8)	%	26.3	%	(3)
Three months ended December 31, 2023 compared to September 30, 2023	0.5	%	0.3	%	(5.7)	%	9.4	%
Same store NOI at share - cash basis % (decrease) increase(2):
Three months ended December 31, 2023 compared to December 31, 2022	(1.0)	%	2.0	%	(34.0)	%	3.4	%
Year ended December 31, 2023 compared to December 31, 2022	0.6	%	2.8	%	(37.2)	%	26.6	%	(3)
Three months ended December 31, 2023 compared to September 30, 2023	2.6	%	2.9	%	(3.1)	%	4.1	%

____________________

(1)2022 includes prior period accrual adjustments related to changes in the tax-assessed value of THE MART.

(2)See pages 14 through 19 for same store NOI at share and same store NOI at share - cash basis reconciliations.

(3)Includes our $14,103,000 share of the receipt of a tenant settlement, net of legal expenses.

NYSE: VNO	WWW.VNO.COM	PAGE 7 OF 19

NOI At Share:

The elements of our New York and Other NOI at share for the three months and years ended December 31, 2023 and 2022 and the three months ended September 30, 2023 are summarized below.

(Amounts in thousands)	For the Three Months Ended							For the Year Ended<br>December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
NOI at share:
New York:
Office(1)	$	182,769	$	184,045	$	183,919		$	727,000		$	718,686
Retail	47,378		50,083		46,559			188,561			205,753
Residential	5,415		4,978		5,570			21,910			19,600
Alexander's	12,013		9,489		9,586			40,098			37,469
Total New York	247,575		248,595		245,634			977,569			981,508
Other:
THE MART(2)	14,516		21,276		15,132			61,519			96,906
555 California Street(3)	18,125		16,641		16,564			82,965			65,692
Other investments	6,880		5,243		3,665			21,160			17,942
Total Other	39,521		43,160		35,361			165,644			180,540
NOI at share	$	287,096	$	291,755	$	280,995		$	1,143,213		$	1,162,048

________________________________

See notes below.

NOI At Share - Cash Basis:

The elements of our New York and Other NOI at share - cash basis for the three months and years ended December 31, 2023 and 2022 and the three months ended September 30, 2023 are summarized below.

(Amounts in thousands)	For the Three Months Ended							For the Year Ended<br>December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
NOI at share - cash basis:
New York:
Office(1)	$	183,742	$	182,648	$	179,838		$	726,914		$	715,407
Retail	46,491		46,168		45,451			180,932			188,846
Residential	5,137		4,660		5,271			20,588			18,214
Alexander's	11,059		10,236		10,284			41,435			40,532
Total New York	246,429		243,712		240,844			969,869			962,999
Other:
THE MART(2)	15,511		23,163		15,801			62,579			101,912
555 California Street(3)	18,265		17,672		17,552			85,819			67,813
Other investments	7,012		5,052		3,818			21,569			18,344
Total Other	40,788		45,887		37,171			169,967			188,069
NOI at share - cash basis	$	287,217	$	289,599	$	278,015		$	1,139,836		$	1,151,068

________________________________

(1)Includes Building Maintenance Services NOI of $6,424, $8,305, $7,752, $27,262 and $27,595, respectively, for the three months ended December 31, 2023 and 2022 and September 30, 2023 and the years ended December 31, 2023 and 2022.

(2)2022 includes prior period accrual adjustments related to changes in the tax-assessed value of THE MART.

(3)2023 includes our $14,103 share of the receipt of a tenant settlement, net of legal expenses.

NYSE: VNO	WWW.VNO.COM	PAGE 8 OF 19

Active Development/Redevelopment Summary as of December 31, 2023:

(Amounts in thousands, except square feet)
		(at Vornado’s share)								Projected Incremental<br>Cash Yield
New York segment:	Property<br>Rentable<br>Sq. Ft.	Budget			Cash Amount<br>Expended		Remaining Expenditures		Stabilization Year
PENN District:
PENN 2	1,795,000	$	750,000		$	638,959	$	111,041	2026		9.5%
Districtwide Improvements	N/A	100,000			47,424		52,576		N/A		N/A
Total PENN District		850,000		(1)	686,383		163,617
Sunset Pier 94 Studios (49.9% interest)(2)	266,000	125,000		(2)	7,994		117,006		2026		10.3%
Total Active Development Projects		$	975,000		$	694,377	$	280,623

________________________________

(1)Excluding debt and equity carry.

(2)Represents our 49.9% share of the $350,000 development budget and excludes the $40,000 value of our contributed leasehold interest. $34,000 will be funded via cash contributions. See page 5 for further details.

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, February 13, 2024 at 10:00 a.m. Eastern Time (ET). The conference call can be accessed by dialing 888-317-6003 (domestic) or 412-317-6061 (international) and entering the passcode 3199730. 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 future 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; estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions, including the timing and form of any dividend payments, and the amount and form of potential share repurchases and/or asset sales. 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, 2023. Currently, some of the factors are the increased interest rates and effects of 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.

NYSE: VNO	WWW.VNO.COM	PAGE 9 OF 19

VORNADO REALTY TRUST

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)	As of				Increase<br>(Decrease)
	December 31, 2023		December 31, 2022
ASSETS
Real estate, at cost:
Land	$	2,436,221	$	2,451,828	$	(15,607)
Buildings and improvements	9,952,954		9,804,204		148,750
Development costs and construction in progress	1,281,076		933,334		347,742
Leasehold improvements and equipment	130,953		125,389		5,564
Total	13,801,204		13,314,755		486,449
Less accumulated depreciation and amortization	(3,752,827)		(3,470,991)		(281,836)
Real estate, net	10,048,377		9,843,764		204,613
Right-of-use assets	680,044		684,380		(4,336)
Cash, cash equivalents, restricted cash and investments in U.S. Treasury bills:
Cash and cash equivalents	997,002		889,689		107,313
Restricted cash	264,582		131,468		133,114
Investments in U.S. Treasury bills	—		471,962		(471,962)
Total	1,261,584		1,493,119		(231,535)
Tenant and other receivables	69,543		81,170		(11,627)
Investments in partially owned entities	2,610,558		2,665,073		(54,515)
220 CPS condominium units ready for sale	35,941		43,599		(7,658)
Receivable arising from the straight-lining of rents	701,666		694,972		6,694
Deferred leasing costs, net	355,010		373,555		(18,545)
Identified intangible assets, net	127,082		139,638		(12,556)
Other assets	297,860		474,105		(176,245)
Total assets	$	16,187,665	$	16,493,375	$	(305,710)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net	$	5,688,020	$	5,829,018	$	(140,998)
Senior unsecured notes, net	1,193,873		1,191,832		2,041
Unsecured term loan, net	794,559		793,193		1,366
Unsecured revolving credit facilities	575,000		575,000		—
Lease liabilities	732,859		735,969		(3,110)
Accounts payable and accrued expenses	411,044		450,881		(39,837)
Deferred revenue	32,199		39,882		(7,683)
Deferred compensation plan	105,245		96,322		8,923
Other liabilities	311,132		268,166		42,966
Total liabilities	9,843,931		9,980,263		(136,332)
Redeemable noncontrolling interests	638,448		436,732		201,716
Shareholders' equity	5,509,064		5,839,728		(330,664)
Noncontrolling interests in consolidated subsidiaries	196,222		236,652		(40,430)
Total liabilities, redeemable noncontrolling interests and equity	$	16,187,665	$	16,493,375	$	(305,710)	NYSE: VNO	WWW.VNO.COM	PAGE 10 OF 19
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VORNADO REALTY TRUST

OPERATING RESULTS

(Amounts in thousands, except per share amounts)	For the Three Months Ended<br>December 31,				For the Year Ended<br>December 31,
	2023		2022		2023		2022
Revenues	$	441,886	$	446,940	$	1,811,163	$	1,799,995
Net (loss) income	$	(100,613)	$	(525,002)	$	32,888	$	(382,612)
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries	49,717		10,493		75,967		5,737
Operating Partnership	5,412		36,758		(3,361)		30,376
Net (loss) income attributable to Vornado	(45,484)		(477,751)		105,494		(346,499)
Preferred share dividends	(15,529)		(15,529)		(62,116)		(62,116)
Net (loss) income attributable to common shareholders	$	(61,013)	$	(493,280)	$	43,378	$	(408,615)
(Loss) income per common share - basic:
Net (loss) income per common share	$	(0.32)	$	(2.57)	$	0.23	$	(2.13)
Weighted average shares outstanding	190,361		191,831		191,005		191,775
(Loss) income per common share - diluted:
Net (loss) income per common share	$	(0.32)	$	(2.57)	$	0.23	$	(2.13)
Weighted average shares outstanding	190,361		191,831		191,856		191,775
FFO attributable to common shareholders plus assumed conversions (non-GAAP)	$	121,105	$	176,465	$	503,792	$	638,928
Per diluted share (non-GAAP)	$	0.62	$	0.91	$	2.59	$	3.30
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP)	$	123,751	$	139,041	$	508,151	$	608,892
Per diluted share (non-GAAP)	$	0.63	$	0.72	$	2.61	$	3.15
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share	195,291		194,080		194,324		193,570

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, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, 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 it excludes 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. 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 (loss) 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 11 OF 19

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS

The following table reconciles net (loss) 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>December 31,					For the Year Ended<br>December 31,
	2023			2022		2023			2022
Net (loss) income attributable to common shareholders	$	(61,013)		$	(493,280)	$	43,378		$	(408,615)
Per diluted share	$	(0.32)		$	(2.57)	$	0.23		$	(2.13)
FFO adjustments:
Depreciation and amortization of real property	$	98,085		$	121,900	$	385,608		$	456,920
Real estate impairment losses	22,206		(1)	19,098		22,831		(1)	19,098
Net gains on sale of real estate	—			(30,397)		(53,305)			(58,751)
Proportionate share of adjustments to equity in net (loss) income of partially owned entities to arrive at FFO:
Depreciation and amortization of real property	27,188			32,243		108,088			130,647
Net gain on sale of real estate	—			—		(16,545)			(169)
Real estate impairment losses	50,458		(2)	576,390		50,458		(2)	576,390
	197,937			719,234		497,135			1,124,135
Noncontrolling interests' share of above adjustments	(16,207)			(49,894)		(38,363)			(77,912)
FFO adjustments, net	$	181,730		$	669,340	$	458,772		$	1,046,223
FFO attributable to common shareholders	$	120,717		$	176,060	$	502,150		$	637,608
Impact of assumed conversion of dilutive convertible securities	388			405		1,642			1,320
FFO attributable to common shareholders plus assumed conversions	$	121,105		$	176,465	$	503,792		$	638,928
Per diluted share	$	0.62		$	0.91	$	2.59		$	3.30
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding	190,361			191,831		191,005			191,775
Effect of dilutive securities:
Convertible securities	2,073			2,182		2,468			1,545
Share-based payment awards	2,857			67		851			250
Denominator for FFO per diluted share	195,291			194,080		194,324			193,570

__________________________________________

(1)Net of $22,176 attributable to noncontrolling interests.

(2)Includes a $21,114 impairment loss on advances made for our interest in a joint venture, resulting from a decline in the value of the underlying building.

NYSE: VNO	WWW.VNO.COM	PAGE 12 OF 19

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below is a reconciliation of net (loss) income to NOI at share and NOI at share - cash basis for the three months and years ended December 31, 2023 and 2022 and the three months ended September 30, 2023.

(Amounts in thousands)	For the Three Months Ended							For the Year Ended<br>December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
Net (loss) income	$	(100,613)	$	(525,002)	$	59,570		$	32,888		$	(382,612)
Depreciation and amortization expense	110,197		133,871		110,349			434,273			504,502
General and administrative expense	46,040		31,439		35,838			162,883			133,731
Impairment losses, transaction related costs and other	49,190		26,761		813			50,691			31,722
Loss (income) from partially owned entities	33,518		545,126		(18,269)			(38,689)			461,351
Loss (income) from real estate fund investments	72		1,880		(1,783)			(1,590)			(3,541)
Interest and other investment income, net	(5,905)		(10,587)		(12,934)			(41,697)			(19,869)
Interest and debt expense	87,695		88,242		88,126			349,223			279,765
Net gains on disposition of wholly owned and partially owned assets	(6,607)		(65,241)		(56,136)			(71,199)			(100,625)
Income tax expense	8,374		6,974		11,684			29,222			21,660
NOI from partially owned entities	74,819		77,221		72,100			285,761			305,993
NOI attributable to noncontrolling interests in consolidated subsidiaries	(9,684)		(18,929)		(8,363)			(48,553)			(70,029)
NOI at share	287,096		291,755		280,995			1,143,213			1,162,048
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other	121		(2,156)		(2,980)			(3,377)			(10,980)
NOI at share - cash basis	$	287,217	$	289,599	$	278,015		$	1,139,836		$	1,151,068

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, accruals for ground rent resets yet to be determined, 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 13 OF 19

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, accruals for ground rent resets yet to be determined, 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, THE MART, 555 California Street and other investments for the three months ended December 31, 2023 compared to December 31, 2022.

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share for the three months ended December 31, 2023	$	287,096		$	247,575		$	14,516		$	18,125		$	6,880
Less NOI at share from:
Dispositions	31			21			10			—			—
Development properties	(6,884)			(6,884)			—			—			—
Other non-same store income, net	(7,480)			(600)			—			—			(6,880)
Same store NOI at share for the three months ended December 31, 2023	$	272,763		$	240,112		$	14,526		$	18,125		$	—
NOI at share for the three months ended December 31, 2022	$	291,755		$	248,595		$	21,276		$	16,641		$	5,243
Less NOI at share from:
Dispositions	(2,371)			(2,616)			245			—			—
Development properties	(3,837)			(3,837)			—			—			—
Other non-same store income, net	(8,324)			(3,081)			—			—			(5,243)
Same store NOI at share for the three months ended December 31, 2022	$	277,223		$	239,061		$	21,521		$	16,641		$	—
(Decrease) increase in same store NOI at share	$	(4,460)		$	1,051		$	(6,995)		$	1,484		$	—
% (decrease) increase in same store NOI at share	(1.6)		%	0.4		%	(32.5)		%	8.9		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 14 OF 19
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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, THE MART, 555 California Street and other investments for the three months ended December 31, 2023 compared to December 31, 2022.

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share - cash basis for the three months ended December 31, 2023	$	287,217		$	246,429		$	15,511		$	18,265		$	7,012
Less NOI at share - cash basis from:
Dispositions	31			21			10			—			—
Development properties	(6,073)			(6,073)			—			—			—
Other non-same store income, net	(8,959)			(1,947)			—			—			(7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023	$	272,216		$	238,430		$	15,521		$	18,265		$	—
NOI at share - cash basis for the three months ended December 31, 2022	$	289,599		$	243,712		$	23,163		$	17,672		$	5,052
Less NOI at share - cash basis from:
Dispositions	(2,119)			(2,455)			336			—			—
Development properties	(4,248)			(4,248)			—			—			—
Other non-same store income, net	(8,233)			(3,181)			—			—			(5,052)
Same store NOI at share - cash basis for the three months ended December 31, 2022	$	274,999		$	233,828		$	23,499		$	17,672		$	—
(Decrease) increase in same store NOI at share - cash basis	$	(2,783)		$	4,602		$	(7,978)		$	593		$	—
% (decrease) increase in same store NOI at share - cash basis	(1.0)		%	2.0		%	(34.0)		%	3.4		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 15 OF 19
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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, THE MART, 555 California Street and other investments for the year ended December 31, 2023 compared to December 31, 2022.

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share for the year ended December 31, 2023	$	1,143,213		$	977,569		$	61,519		$	82,965		$	21,160
Less NOI at share from:
Dispositions	(1,270)			(1,556)			286			—			—
Development properties	(26,748)			(26,748)			—			—			—
Other non-same store (income) expense, net	(20,399)			761			—			—			(21,160)
Same store NOI at share for the year ended December 31, 2023	$	1,094,796		$	950,026		$	61,805		$	82,965		$	—
NOI at share for the year ended December 31, 2022	$	1,162,048		$	981,508		$	96,906		$	65,692		$	17,942
Less NOI at share from:
Dispositions	(15,205)			(13,158)			(2,047)			—			—
Development properties	(24,088)			(24,088)			—			—			—
Other non-same store income, net	(32,838)			(14,896)			—			—			(17,942)
Same store NOI at share for the year ended December 31, 2022	$	1,089,917		$	929,366		$	94,859		$	65,692		$	—
Increase (decrease) in same store NOI at share	$	4,879		$	20,660		$	(33,054)		$	17,273		$	—
% increase (decrease) in same store NOI at share	0.4		%	2.2		%	(34.8)		%	26.3		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 16 OF 19
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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, THE MART, 555 California Street and other investments for the year ended December 31, 2023 compared to December 31, 2022.

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share - cash basis for the year ended December 31, 2023	$	1,139,836		$	969,869		$	62,579		$	85,819		$	21,569
Less NOI at share - cash basis from:
Dispositions	(1,793)			(2,016)			223			—			—
Development properties	(23,661)			(23,661)			—			—			—
Other non-same store income, net	(29,547)			(7,978)			—			—			(21,569)
Same store NOI at share - cash basis for the year ended December 31, 2023	$	1,084,835		$	936,214		$	62,802		$	85,819		$	—
NOI at share - cash basis for the year ended December 31, 2022	$	1,151,068		$	962,999		$	101,912		$	67,813		$	18,344
Less NOI at share - cash basis from:
Dispositions	(15,122)			(13,256)			(1,866)			—			—
Development properties	(23,567)			(23,567)			—			—			—
Other non-same store income, net	(33,665)			(15,321)			—			—			(18,344)
Same store NOI at share - cash basis for the year ended December 31, 2022	$	1,078,714		$	910,855		$	100,046		$	67,813		$	—
Increase (decrease) in same store NOI at share - cash basis	$	6,121		$	25,359		$	(37,244)		$	18,006		$	—
% increase (decrease) in same store NOI at share - cash basis	0.6		%	2.8		%	(37.2)		%	26.6		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 17 OF 19
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share for the three months ended December 31, 2023	$	287,096		$	247,575		$	14,516		$	18,125		$	6,880
Less NOI at share from:
Dispositions	31			21			10			—			—
Development properties	(6,884)			(6,884)			—			—			—
Other non-same store income, net	(7,120)			(240)			—			—			(6,880)
Same store NOI at share for the three months ended December 31, 2023	$	273,123		$	240,472		$	14,526		$	18,125		$	—
NOI at share for the three months ended September 30, 2023	$	280,995		$	245,634		$	15,132		$	16,564		$	3,665
Less NOI at share from:
Dispositions	(164)			(440)			276			—			—
Development properties	(4,724)			(4,724)			—			—			—
Other non-same store income, net	(4,414)			(749)			—			—			(3,665)
Same store NOI at share for the three months ended September 30, 2023	$	271,693		$	239,721		$	15,408		$	16,564		$	—
Increase (decrease) in same store NOI at share	$	1,430		$	751		$	(882)		$	1,561		$	—
% increase (decrease) in same store NOI at share	0.5		%	0.3		%	(5.7)		%	9.4		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 18 OF 19
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VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

(Amounts in thousands)	Total			New York			THE MART			555 California Street			Other
NOI at share - cash basis for the three months ended December 31, 2023	$	287,217		$	246,429		$	15,511		$	18,265		$	7,012
Less NOI at share - cash basis from:
Dispositions	31			21			10			—			—
Development properties	(6,073)			(6,073)			—			—			—
Other non-same store income, net	(8,599)			(1,587)			—			—			(7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023	$	272,576		$	238,790		$	15,521		$	18,265		$	—
NOI at share - cash basis for the three months ended September 30, 2023	$	278,015		$	240,844		$	15,801		$	17,552		$	3,818
Less NOI at share - cash basis from:
Dispositions	(274)			(487)			213			—			—
Development properties	(4,131)			(4,131)			—			—			—
Other non-same store income, net	(8,019)			(4,201)			—			—			(3,818)
Same store NOI at share - cash basis for the three months ended September 30, 2023	$	265,591		$	232,025		$	16,014		$	17,552		$	—
Increase (decrease) in same store NOI at share - cash basis	$	6,985		$	6,765		$	(493)		$	713		$	—
% increase (decrease) in same store NOI at share - cash basis	2.6		%	2.9		%	(3.1)		%	4.1		%	0.0		%	NYSE: VNO	WWW.VNO.COM	PAGE 19 OF 19
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Document


	Page
BUSINESS DEVELOPMENTS	3	-	6
FINANCIAL INFORMATION
Financial Highlights	7
FFO, As Adjusted Bridge	8
Consolidated Balance Sheets	9
Net (Loss) Income Attributable to Common Shareholders (Consolidated and by Segment)	10	-	13
Net Operating Income at Share and Net Operating Income at Share - Cash Basis (by Segment and by Subsegment)	14	-	16
Same Store NOI at Share and Same Store NOI at Share - Cash Basis	17
DEVELOPMENT/REDEVELOPMENT - ACTIVE PROJECTS AND FUTURE OPPORTUNITIES	18
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity	19	-	20
Lease Expirations	21	-	23
CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS	24	-	27
UNCONSOLIDATED JOINT VENTURES	28	-	30
DEBT AND CAPITALIZATION
Capital Structure	31
Common Shares Data	32
Debt Analysis	33
Hedging Instruments	34
Consolidated Debt Maturities	35
PROPERTY STATISTICS
Top 30 Tenants	36
Square Footage	37
Occupancy and Residential Statistics	38
Ground Leases	39
Property Table	40	-	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 future 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; estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions, including the timing and form of any dividend payments, and the amount and form of potential share repurchases and/or asset sales. 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 increased interest rates and effects of 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. 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, 2023. 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 Annual Report on Form 10-K for the year ended December 31, 2023 and the Company’s Supplemental Fixed Income Data package for the quarter and year ended December 31, 2023, both of which can be accessed at the Company’s website www.vno.com.

BUSINESS DEVELOPMENTS

Dividends/Share Repurchase Program

On April 26, 2023, our Board of Trustees authorized the repurchase of up to $200,000,000 of our outstanding common shares under a newly established share repurchase program.

350 Park Avenue

From October 2024 to June 2030, KG will have the option to either:

◦the rent for Citadel’s space will be determined by a formula based on a percentage return (that adjusts based on the actual cost of capital) on the total Project cost;

◦the master leases will terminate at the scheduled commencement of demolition;

•or, exercise an option to purchase the Site for $1.4 billion ($1.085 billion to Vornado and $315,000,000 to Rudin), in which case the Vornado/Rudin JV would not participate in the new development.

BUSINESS DEVELOPMENTS

Sunset Pier 94 Studios Joint Venture

Dispositions

Alexander's, Inc. ("Alexander's")

The Armory Show

Manhattan Retail Properties Sale

220 Central Park South ("220 CPS")

BUSINESS DEVELOPMENTS

Financing Activity

150 West 34th Street

697-703 Fifth Avenue (Fifth Avenue and Times Square JV)

512 West 22nd Street

On June 28, 2023, a joint venture, in which we have a 55% interest, completed a $129,250,000 refinancing of 512 West 22nd Street, a 173,000 square foot Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.00% in year one and SOFR plus 2.35% thereafter. The loan matures in June 2025 with a one-year extension option subject to debt service coverage ratio, loan-to-value and debt yield requirements. The loan replaces the previous $137,124,000 loan that bore interest at LIBOR plus 1.85% and had an initial maturity of June 2023. In addition, the joint venture entered the interest rate cap arrangement detailed in the table on the following page.

825 Seventh Avenue

BUSINESS DEVELOPMENTS

Financing Activity - continued

Interest Rate Swap and Cap Arrangements

We entered into the following interest rate swap and cap arrangements during the year ended December 31, 2023. See page 34 for further information on our interest rate swap and cap arrangements:

(Amounts in thousands)	Notional Amount<br>(at share)		All-In Swapped Rate	Expiration Date	Variable Rate Spread
Interest rate swaps:
555 California Street (effective 05/24)	$	840,000	6.03%	05/26	S+205
PENN 11 (effective 03/24)(1)	250,000		6.34%	10/25	S+206
Unsecured term loan(2)	150,000		5.12%	07/25	S+129
			Index Strike Rate
Interest rate caps:
1290 Avenue of the Americas (70.0% interest)(3)	$	665,000	1.00%	11/25	S+162
One Park Avenue (effective 3/24)	525,000		3.89%	03/25	S+122
640 Fifth Avenue (52.0% interest)	259,925		4.00%	05/24	S+111
731 Lexington Avenue office condominium (32.4% interest)	162,000		6.00%	06/24	Prime + 0
150 West 34th Street	75,000		5.00%	02/26	S+215
512 West 22nd Street (55.0% interest)	71,088		4.50%	06/25	S+200

____________________

(3)In connection with the arrangement, we made a $63,100 up-front payment, of which $18,930 is attributable to noncontrolling interests.

FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
	For the Three Months Ended											For the Year Ended<br>December 31,
	December 31,							September 30, 2023
	2023				2022						2023					2022
Total revenues	$	441,886			$	446,940		$	450,995			$	1,811,163				$	1,799,995
Net income attributable to common shareholders	$	(61,013)		(1)	$	(493,280)		$	52,846			$	43,378		(1)		$	(408,615)
Per common share:
Basic	$	(0.32)			$	(2.57)		$	0.28			$	0.23				$	(2.13)
Diluted	$	(0.32)			$	(2.57)		$	0.28			$	0.23				$	(2.13)
Net income attributable to common shareholders, as adjusted (non-GAAP)	$	8,040			$	19,954		$	12,845			$	51,286				$	126,468
Per diluted share (non-GAAP)	$	0.04			$	0.10		$	0.07			$	0.27				$	0.66
FFO attributable to common shareholders plus assumed conversions, as adjusted<br><br>(non-GAAP)	$	123,751			$	139,041		$	127,241			$	508,151				$	608,892
Per diluted share (non-GAAP)	$	0.63			$	0.72		$	0.66			$	2.61				$	3.15
FFO attributable to common shareholders plus assumed conversions (non-GAAP)	$	121,105			$	176,465		$	119,487			$	503,792				$	638,928
FFO - Operating Partnership ("OP") basis (non-GAAP)	$	131,871			$	189,572		$	130,094			$	545,401				$	686,349
Per diluted share (non-GAAP)	$	0.62			$	0.91		$	0.62			$	2.59				$	3.30
Dividends per common share(2)	$	0.30			$	0.53		$	—			$	0.675				$	2.12
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted)(2)	47.6		%		73.6		%	—		%		25.9		%			67.3		%
FAD payout ratio(2)	75.0		%		93.0		%	—		%		35.7		%			81.9		%
Weighted average VNO common shares outstanding	190,364				191,840			190,364				191,008					191,784
Redeemable Class A units and LTIP Unit awards	16,976				14,302			16,950				15,878					14,270
Weighted average VRLP Class A units outstanding	207,340				206,142			207,314				206,886					206,054
Dilutive share based payment awards	2,857				66			445				851					48
Redeemable preferred units - common share equivalents	2,104				2,182			2,260				2,468					1,545
Weighted average VRLP Class A units outstanding - diluted	212,301				208,390			210,019				210,205					207,647

____________________

(1)Includes $72,664 of impairment losses on certain of our real estate investments, which were primarily attributable to shortened hold period assumptions.

(2)On December 5, 2023, Vornado’s Board of Trustees declared a dividend of $0.30 per common share. Together with the $0.375 per common share dividend already paid in the first quarter of 2023, this resulted in an aggregate 2023 common dividend of $0.675 per common share.

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

FFO, AS ADJUSTED BRIDGE - Q4 2023 VS. Q4 2022 (unaudited)
(Amounts in millions, except per share amounts)		(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 December 31, 2022	$	139.0	$	0.72
(Decrease) increase in FFO, as adjusted due to:
Development fee pool bonus expense	(6.4)
Stock compensation expense for the June 2023 grant	(6.0)
Prior period accrual adjustments related to changes in the tax assessed value of THE MART	(4.8)
FFO from sold properties	(2.9)
Change in interest expense, net of interest income	1.9
Other, net	2.1
	(16.1)
Noncontrolling interests' share of above items and impact of assumed conversions of convertible securities	0.9
Net decrease	(15.2)		(0.09)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended December 31, 2023	$	123.8	$	0.63

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

CONSOLIDATED BALANCE SHEETS (unaudited)
(Amounts in thousands)
	As of December 31,				(Decrease)<br> Increase
	2023		2022
ASSETS
Real estate, at cost:
Land	$	2,436,221	$	2,451,828	$	(15,607)
Buildings and improvements	9,952,954		9,804,204		148,750
Development costs and construction in progress	1,281,076		933,334		347,742
Leasehold improvements and equipment	130,953		125,389		5,564
Total	13,801,204		13,314,755		486,449
Less accumulated depreciation and amortization	(3,752,827)		(3,470,991)		(281,836)
Real estate, net	10,048,377		9,843,764		204,613
Right-of-use assets	680,044		684,380		(4,336)
Cash, cash equivalents, restricted cash and investments in U.S. Treasury bills:
Cash and cash equivalents	997,002		889,689		107,313
Restricted cash	264,582		131,468		133,114
Investments in U.S. Treasury bills	—		471,962		(471,962)
Total	1,261,584		1,493,119		(231,535)
Tenant and other receivables	69,543		81,170		(11,627)
Investments in partially owned entities	2,610,558		2,665,073		(54,515)
220 CPS condominium units ready for sale	35,941		43,599		(7,658)
Receivable arising from the straight-lining of rents	701,666		694,972		6,694
Deferred leasing costs, net	355,010		373,555		(18,545)
Identified intangible assets, net	127,082		139,638		(12,556)
Other assets	297,860		474,105		(176,245)
Total assets	$	16,187,665	$	16,493,375	$	(305,710)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net	$	5,688,020	$	5,829,018	$	(140,998)
Senior unsecured notes, net	1,193,873		1,191,832		2,041
Unsecured term loan, net	794,559		793,193		1,366
Unsecured revolving credit facilities	575,000		575,000		—
Lease liabilities	732,859		735,969		(3,110)
Accounts payable and accrued expenses	411,044		450,881		(39,837)
Deferred revenue	32,199		39,882		(7,683)
Deferred compensation plan	105,245		96,322		8,923
Other liabilities	311,132		268,166		42,966
Total liabilities	9,843,931		9,980,263		(136,332)
Redeemable noncontrolling interests	638,448		436,732		201,716
Shareholders' equity	5,509,064		5,839,728		(330,664)
Noncontrolling interests in consolidated subsidiaries	196,222		236,652		(40,430)
Total liabilities, redeemable noncontrolling interests and equity	$	16,187,665	$	16,493,375	$	(305,710)

CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
	For the Three Months Ended
	December 31,						September 30, 2023
	2023		2022		Variance
Property rentals(1)	$	340,539	$	354,453	$	(13,914)	$	341,743
Tenant expense reimbursements(1)	45,730		39,879		5,851		53,192
Amortization of acquired below-market leases, net	1,185		1,390		(205)		1,356
Straight-lining of rents	4,038		342		3,696		4,076
Total rental revenues	391,492		396,064		(4,572)		400,367
Fee and other income:
Building Maintenance Services ("BMS") cleaning fees	36,035		35,921		114		35,428
Management and leasing fees	3,070		2,872		198		3,263
Other income	11,289		12,083		(794)		11,937
Total revenues	441,886		446,940		(5,054)		450,995
Operating expenses	(219,925)		(213,477)		(6,448)		(233,737)
Depreciation and amortization	(110,197)		(133,871)		23,674		(110,349)
General and administrative	(46,040)		(31,439)		(14,601)		(35,838)
Expense from deferred compensation plan liability	(4,621)		(521)		(4,100)		(1,631)
Impairment losses, transaction related costs and other	(49,190)		(26,761)		(22,429)		(813)
Total expenses	(429,973)		(406,069)		(23,904)		(382,368)
(Loss) income from partially owned entities	(33,518)		(545,126)		511,608		18,269
(Loss) income from real estate fund investments	(72)		(1,880)		1,808		1,783
Interest and other investment income, net	5,905		10,587		(4,682)		12,934
Income from deferred compensation plan assets	4,621		521		4,100		1,631
Interest and debt expense	(87,695)		(88,242)		547		(88,126)
Net gains on disposition of wholly owned and partially owned assets	6,607		65,241		(58,634)		56,136
(Loss) income before income taxes	(92,239)		(518,028)		425,789		71,254
Income tax expense	(8,374)		(6,974)		(1,400)		(11,684)
Net (loss) income	(100,613)		(525,002)		424,389		59,570
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries	49,717		10,493		39,224		13,541
Operating Partnership	5,412		36,758		(31,346)		(4,736)
Net (loss) income attributable to Vornado	(45,484)		(477,751)		432,267		68,375
Preferred share dividends	(15,529)		(15,529)		—		(15,529)
Net (loss) income attributable to common shareholders	$	(61,013)	$	(493,280)	$	432,267	$	52,846
Capitalized expenditures:
Development payroll	$	2,416	$	3,838	$	(1,422)	$	3,115
Interest and debt expense	13,051		6,990		6,061		11,205

________________________________

(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.

10 -

CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
	For the Year Ended December 31,
	2023		2022		Variance
Property rentals(1)	$	1,390,650	$	1,388,202	$	2,448
Tenant expense reimbursements(1)	202,760		168,128		34,632
Amortization of acquired below-market leases, net	5,268		5,178		90
Straight-lining of rents	8,808		46,177		(37,369)
Total rental revenues	1,607,486		1,607,685		(199)
Fee and other income:
BMS cleaning fees	141,937		137,673		4,264
Management and leasing fees	13,040		11,039		2,001
Other income	48,700		43,598		5,102
Total revenues	1,811,163		1,799,995		11,168
Operating expenses	(905,158)		(873,911)		(31,247)
Depreciation and amortization	(434,273)		(504,502)		70,229
General and administrative	(162,883)		(133,731)		(29,152)
(Expense) benefit from deferred compensation plan liability	(12,162)		9,617		(21,779)
Impairment losses, transaction related costs and other	(50,691)		(31,722)		(18,969)
Total expenses	(1,565,167)		(1,534,249)		(30,918)
Income (loss) from partially owned entities	38,689		(461,351)		500,040
Income from real estate fund investments	1,590		3,541		(1,951)
Interest and other investment income, net	41,697		19,869		21,828
Income (loss) from deferred compensation plan assets	12,162		(9,617)		21,779
Interest and debt expense	(349,223)		(279,765)		(69,458)
Net gains on disposition of wholly owned and partially owned assets	71,199		100,625		(29,426)
Income (loss) before income taxes	62,110		(360,952)		423,062
Income tax expense	(29,222)		(21,660)		(7,562)
Net income (loss)	32,888		(382,612)		415,500
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries	75,967		5,737		70,230
Operating Partnership	(3,361)		30,376		(33,737)
Net income (loss) attributable to Vornado	105,494		(346,499)		451,993
Preferred share dividends	(62,116)		(62,116)		—
Net income (loss) attributable to common shareholders	$	43,378	$	(408,615)	$	451,993
Capitalized expenditures:
Development payroll	$	11,084	$	12,216	$	(1,132)
Interest and debt expense	43,062		19,085		23,977

________________________________

11 -

NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands)			For the Three Months Ended December 31, 2023
---	---	---	---	---	---	---
	Total		New York		Other
Property rentals(1)	$	340,539	$	273,838	$	66,701
Tenant expense reimbursements(1)	45,730		34,598		11,132
Amortization of acquired below-market leases, net	1,185		1,017		168
Straight-lining of rents	4,038		4,690		(652)
Total rental revenues	391,492		314,143		77,349
Fee and other income:
BMS cleaning fees	36,035		38,177		(2,142)
Management and leasing fees	3,070		3,244		(174)
Other income	11,289		5,541		5,748
Total revenues	441,886		361,105		80,781
Operating expenses	(219,925)		(182,600)		(37,325)
Depreciation and amortization	(110,197)		(84,849)		(25,348)
General and administrative	(46,040)		(13,393)		(32,647)
Expense from deferred compensation plan liability	(4,621)		—		(4,621)
Impairment losses, transaction related costs and other	(49,190)		(47,157)		(2,033)
Total expenses	(429,973)		(327,999)		(101,974)
(Loss) income from partially owned entities	(33,518)		(34,431)		913
Loss from real estate fund investments	(72)		—		(72)
Interest and other investment income (expense), net	5,905		(236)		6,141
Income from deferred compensation plan assets	4,621		—		4,621
Interest and debt expense	(87,695)		(35,320)		(52,375)
Net gains on disposition of wholly owned and partially owned assets	6,607		—		6,607
Loss before income taxes	(92,239)		(36,881)		(55,358)
Income tax expense	(8,374)		(1,227)		(7,147)
Net loss	(100,613)		(38,108)		(62,505)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries	49,717		32,685		17,032
Net loss attributable to Vornado Realty L.P.	(50,896)		$	(5,423)	$	(45,473)
Less net loss attributable to noncontrolling interests in the Operating Partnership	5,441
Preferred unit distributions	(15,558)
Net loss attributable to common shareholders	$	(61,013)
For the three months ended December 31, 2022
Net (loss) income attributable to Vornado Realty L.P.	$	(514,509)	$	(518,221)	$	3,712
Net loss attributable to common shareholders	$	(493,280)

________________________________

12 -

NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands)			For the Year Ended December 31, 2023
---	---	---	---	---	---	---
	Total		New York		Other
Property rentals(1)	$	1,390,650	$	1,096,691	$	293,959
Tenant expense reimbursements(1)	202,760		157,095		45,665
Amortization of acquired below-market leases, net	5,268		4,594		674
Straight-lining of rents	8,808		11,437		(2,629)
Total rental revenues	1,607,486		1,269,817		337,669
Fee and other income:
BMS cleaning fees	141,937		151,608		(9,671)
Management and leasing fees	13,040		13,619		(579)
Other income	48,700		17,114		31,586
Total revenues	1,811,163		1,452,158		359,005
Operating expenses	(905,158)		(733,478)		(171,680)
Depreciation and amortization	(434,273)		(341,275)		(92,998)
General and administrative	(162,883)		(50,340)		(112,543)
Expense from deferred compensation plan liability	(12,162)		—		(12,162)
Impairment losses, transaction related costs and other	(50,691)		(47,793)		(2,898)
Total expenses	(1,565,167)		(1,172,886)		(392,281)
Income from partially owned entities	38,689		32,924		5,765
Income from real estate fund investments	1,590		—		1,590
Interest and other investment income, net	41,697		11,472		30,225
Income from deferred compensation plan assets	12,162		—		12,162
Interest and debt expense	(349,223)		(152,004)		(197,219)
Net gains on disposition of wholly owned and partially owned assets	71,199		—		71,199
Income (loss) before income taxes	62,110		171,664		(109,554)
Income tax expense	(29,222)		(4,941)		(24,281)
Net income (loss)	32,888		166,723		(133,835)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries	75,967		59,678		16,289
Net income (loss) attributable to Vornado Realty L.P.	108,855		$	226,401	$	(117,546)
Less net income attributable to noncontrolling interests in the Operating Partnership	(3,246)
Preferred unit distributions	(62,231)
Net income attributable to common shareholders	$	43,378
For the year ended December 31, 2022
Net loss attributable to Vornado Realty L.P.	$	(376,875)	$	(298,026)	$	(78,849)
Net loss attributable to common shareholders	$	(408,615)

________________________________

13 -

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 December 31, 2023
---	---	---	---	---	---	---
	Total		New York		Other
Total revenues	$	441,886	$	361,105	$	80,781
Operating expenses	(219,925)		(182,600)		(37,325)
NOI - consolidated	221,961		178,505		43,456
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries	(9,684)		(3,323)		(6,361)
Add: Our share of NOI from partially owned entities	74,819		72,393		2,426
NOI at share	287,096		247,575		39,521
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other	121		(1,146)		1,267
NOI at share - cash basis	$	287,217	$	246,429	$	40,788	For the Three Months Ended December 31, 2022
---	---	---	---	---	---	---
	Total		New York		Other
Total revenues	$	446,940	$	366,699	$	80,241
Operating expenses	(213,477)		(179,910)		(33,567)
NOI - consolidated	233,463		186,789		46,674
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries	(18,929)		(12,858)		(6,071)
Add: Our share of NOI from partially owned entities	77,221		74,664		2,557
NOI at share	291,755		248,595		43,160
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other	(2,156)		(4,883)		2,727
NOI at share - cash basis	$	289,599	$	243,712	$	45,887	For the Three Months Ended September 30, 2023
---	---	---	---	---	---	---
	Total		New York		Other
Total revenues	$	450,995	$	364,768	$	86,227
Operating expenses	(233,737)		(186,147)		(47,590)
NOI - consolidated	217,258		178,621		38,637
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries	(8,363)		(2,197)		(6,166)
Add: Our share of NOI from partially owned entities	72,100		69,210		2,890
NOI at share	280,995		245,634		35,361
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other	(2,980)		(4,790)		1,810
NOI at share - cash basis	$	278,015	$	240,844	$	37,171

________________________________

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

14 -

NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands)			For the Year Ended December 31, 2023
---	---	---	---	---	---	---
	Total		New York		Other
Total revenues	$	1,811,163	$	1,452,158	$	359,005
Operating expenses	(905,158)		(733,478)		(171,680)
NOI - consolidated	906,005		718,680		187,325
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries	(48,553)		(15,547)		(33,006)
Add: Our share of NOI from partially owned entities	285,761		274,436		11,325
NOI at share	1,143,213		977,569		165,644
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other	(3,377)		(7,700)		4,323
NOI at share - cash basis	$	1,139,836	$	969,869	$	169,967	For the Year Ended December 31, 2022
---	---	---	---	---	---	---
	Total		New York		Other
Total revenues	$	1,799,995	$	1,449,442	$	350,553
Operating expenses	(873,911)		(716,148)		(157,763)
NOI - consolidated	926,084		733,294		192,790
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries	(70,029)		(45,566)		(24,463)
Add: Our share of NOI from partially owned entities	305,993		293,780		12,213
NOI at share	1,162,048		981,508		180,540
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other	(10,980)		(18,509)		7,529
NOI at share - cash basis	$	1,151,068	$	962,999	$	188,069

________________________________

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

15 -

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 Year Ended<br>December 31,
---	---	---	---	---	---	---	---	---	---	---	---	---	---
	December 31,				September 30, 2023
	2023		2022				2023				2022
NOI at share:
New York:
Office(1)	$	182,769	$	184,045	$	183,919		$	727,000			$	718,686
Retail	47,378		50,083		46,559			188,561				205,753
Residential	5,415		4,978		5,570			21,910				19,600
Alexander’s	12,013		9,489		9,586			40,098				37,469
Total New York	247,575		248,595		245,634			977,569				981,508
Other:
THE MART(2)	14,516		21,276		15,132			61,519				96,906
555 California Street	18,125		16,641		16,564			82,965		(3)		65,692
Other investments	6,880		5,243		3,665			21,160				17,942
Total Other	39,521		43,160		35,361			165,644				180,540
NOI at share	$	287,096	$	291,755	$	280,995		$	1,143,213			$	1,162,048	NOI at share - cash basis:
---	---	---	---	---	---	---	---	---	---	---	---
New York:
Office(1)	$	183,742	$	182,648	$	179,838	$	726,914		$	715,407
Retail	46,491		46,168		45,451		180,932			188,846
Residential	5,137		4,660		5,271		20,588			18,214
Alexander's	11,059		10,236		10,284		41,435			40,532
Total New York	246,429		243,712		240,844		969,869			962,999
Other:
THE MART(2)	15,511		23,163		15,801		62,579			101,912
555 California Street	18,265		17,672		17,552		85,819		(3)	67,813
Other investments	7,012		5,052		3,818		21,569			18,344
Total Other	40,788		45,887		37,171		169,967			188,069
NOI at share - cash basis	$	287,217	$	289,599	$	278,015	$	1,139,836		$	1,151,068

________________________________

(1)Includes BMS NOI of $6,424, $8,305, $7,752, $27,262 and $27,595, respectively, for the three months ended December 31, 2023 and 2022 and September 30, 2023 and the years ended December 31, 2023 and 2022.

(2)2022 includes prior period accrual adjustments related to changes in the tax-assessed value of THE MART.

(3)Includes our $14,103 share of the receipt of a tenant settlement, net of legal expenses.

16 -

| SAME STORE NOI AT SHARE AND SAME STORE NOI AT SHARE - CASH BASIS (NON-GAAP) (unaudited) | | --- || | Total | | New York | | THE MART(1) | | 555 California Street | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Same store NOI at share % (decrease) increase(2): | | | | | | | | | | | Three months ended December 31, 2023 compared to December 31, 2022 | (1.6) | % | 0.4 | % | (32.5) | % | 8.9 | % | | | Year ended December 31, 2023 compared to December 31, 2022 | 0.4 | % | 2.2 | % | (34.8) | % | 26.3 | % | (3) | | Three months ended December 31, 2023 compared to September 30, 2023 | 0.5 | % | 0.3 | % | (5.7) | % | 9.4 | % | | | Same store NOI at share - cash basis % (decrease) increase(2): | | | | | | | | | | | Three months ended December 31, 2023 compared to December 31, 2022 | (1.0) | % | 2.0 | % | (34.0) | % | 3.4 | % | | | Year ended December 31, 2023 compared to December 31, 2022 | 0.6 | % | 2.8 | % | (37.2) | % | 26.6 | % | (3) | | Three months ended December 31, 2023 compared to September 30, 2023 | 2.6 | % | 2.9 | % | (3.1) | % | 4.1 | % | |

________________________________

(1)2022 includes prior period accrual adjustments related to changes in the tax-assessed value of THE MART.

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

(3)Includes our $14,103,000 share of the receipt of a tenant settlement, net of legal expenses.

17 -

DEVELOPMENT/REDEVELOPMENT - ACTIVE PROJECTS AND FUTURE OPPORTUNITIES
(Amounts in thousands, except square feet)
		(at Vornado’s share)								Projected Incremental<br>Cash Yield
Active Development Projects:<br><br>New York segment:	Property<br>Rentable<br>Sq. Ft.	Budget			Cash Amount<br>Expended		Remaining Expenditures		Stabilization Year
PENN District:
PENN 2	1,795,000	$	750,000		$	638,959	$	111,041	2026		9.5%
Districtwide Improvements	N/A	100,000			47,424		52,576		N/A		N/A
Total PENN District		850,000		(1)	686,383		163,617
Sunset Pier 94 Studios (49.9% interest)	266,000	125,000		(2)	7,994		117,006		2026		10.3%
Total Active Development Projects		$	975,000		$	694,377	$	280,623
Future Opportunities:<br><br>New York segment:	Property Zoning<br>Sq. Ft. <br>(at 100%)
PENN District:
Hotel Pennsylvania land(3)	2,052,000
Eighth Avenue and 34th Street land	105,000
Multiple other opportunities - office/residential/retail
Total PENN District	2,157,000
350 Park Avenue assemblage (see page 3 for at share information)	1,389,000
260 Eleventh Avenue - office(4)	280,000
57th Street land (50% interest)	150,000
Other segment:
527 West Kinzie land, Chicago	330,000
Total Future Opportunities	4,306,000

________________________________

(1)Excluding debt and equity carry.

(3)Demolition of the existing building was completed in the third quarter of 2023.

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

18 -

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
	Office			Retail			THE MART
Three Months Ended December 31, 2023
Total square feet leased	840			41			161
Our share of square feet leased:	475			39			161
Initial rent(1)	$	100.33		$	131.01		$	49.89
Weighted average lease term (years)	11.2			11.1			8.7
Second generation relet space:
Square feet	449			19			132
GAAP basis:
Straight-line rent(2)	$	101.21		$	79.99		$	47.22
Prior straight-line rent	$	97.44		$	48.91		$	47.47
Percentage increase (decrease)	3.9		%	63.5		%	(0.5)		%
Cash basis (non-GAAP):
Initial rent(1)	$	100.34		$	77.76		$	50.35
Prior escalated rent	$	110.78		$	50.03		$	53.41
Percentage (decrease) increase	(9.4)		%	55.4		%	(5.7)		%
Tenant improvements and leasing commissions:
Per square foot	$	127.75		$	328.29		$	118.49
Per square foot per annum	$	11.41		$	29.58		$	13.62
Percentage of initial rent	11.4		%	22.6		%	27.3		%

________________________________

(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.

19 -

LEASING ACTIVITY (unaudited)
(Square feet in thousands)

	New York									555 California Street
	Office			Retail			THE MART
Year Ended December 31, 2023
Total square feet leased	2,133			299			337			10
Our share of square feet leased:	1,661			239			332			7
Initial rent(1)	$	98.66		$	118.47		$	52.97		$	134.70
Weighted average lease term (years)	10.0			6.5			7.2			5.9
Second generation relet space:
Square feet	1,476			131			244			4
GAAP basis:
Straight-line rent(2)	$	100.76		$	103.53		$	51.15		$	124.51
Prior straight-line rent	$	94.92		$	85.80		$	52.90		$	110.40
Percentage increase (decrease)	6.2		%	20.7		%	(3.3)		%	12.8		%
Cash basis (non-GAAP):
Initial rent(1)	$	100.55		$	101.25		$	53.78		$	120.56
Prior escalated rent	$	102.59		$	85.25		$	58.31		$	117.75
Percentage (decrease) increase	(2.0)		%	18.8		%	(7.8)		%	2.4		%
Tenant improvements and leasing commissions:
Per square foot	$	74.38		$	142.38		$	82.35		$	135.20
Per square foot per annum	$	7.44		$	21.90		$	11.44		$	22.92
Percentage of initial rent	7.5		%	18.5		%	21.6		%	17.0		%

________________________________

(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.

20 -

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:	Fourth Quarter 2023(2)	223,000			$	23,965,000		$	107.47	2.0	%
	First Quarter 2024	88,000			8,208,000			93.27		0.7	%
	Second Quarter 2024	403,000			38,139,000			94.64		3.2	%
	Third Quarter 2024	66,000			5,228,000			79.21		0.4	%
	Fourth Quarter 2024	156,000			11,960,000			76.67		1.0	%
	Total 2024	713,000			63,535,000			89.11		5.3	%
	2025	586,000			45,758,000			78.09		3.8	%
	2026	1,163,000			94,536,000			81.29		7.9	%
	2027	1,301,000			102,958,000			79.14		8.6	%
	2028	1,044,000			84,045,000			80.50		7.0	%
	2029	1,241,000			100,418,000			80.92		8.4	%
	2030	643,000			54,540,000			84.82		4.6	%
	2031	891,000			80,847,000			90.74		6.8	%
	2032	958,000			94,504,000			98.65		7.9	%
	2033	502,000			42,938,000			85.53		3.6	%
	Thereafter	5,012,000		(3)	408,646,000			81.53		34.1	%
Retail:	Fourth Quarter 2023(2)	11,000			$	1,122,000		$	102.00	0.4	%
	First Quarter 2024	92,000			2,926,000			31.80		1.2	%
	Second Quarter 2024	79,000			8,919,000			112.90		3.5	%
	Third Quarter 2024	3,000			7,271,000			2,423.67		2.9	%
	Fourth Quarter 2024	23,000			1,416,000			61.57		0.6	%
	Total 2024	197,000			20,532,000			104.22		8.2	%
	2025	50,000			13,076,000			261.52		5.1	%
	2026	82,000			26,414,000			322.12		10.4	%
	2027	32,000			20,509,000			640.91		8.1	%
	2028	32,000			14,731,000			460.34		5.8	%
	2029	53,000			27,460,000			518.11		10.8	%
	2030	153,000			23,416,000			153.05		9.2	%
	2031	68,000			30,383,000			446.81		12.0	%
	2032	57,000			29,537,000			518.19		11.6	%
	2033	17,000			6,022,000			354.24		2.4	%
	Thereafter	368,000			40,900,000			111.14		16.0	%

________________________________

(1) Excludes storage, vacancy and other.

(2) Includes month-to-month leases, holdover tenants, and leases expiring on the last day of the current quarter.

(3) 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.

21 -

LEASE EXPIRATIONS (unaudited)<br>THE MART
	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:	Fourth Quarter 2023(2)	16,000		$	825,000		$	51.56	0.6	%
	First Quarter 2024	75,000		3,914,000			52.19		2.6	%
	Second Quarter 2024	48,000		2,884,000			60.08		1.9	%
	Third Quarter 2024	26,000		1,846,000			71.00		1.2	%
	Fourth Quarter 2024	79,000		4,428,000			56.05		3.0	%
	Total 2024	228,000		13,072,000			57.33		8.7	%
	2025	212,000		11,793,000			57.25		7.9	%
	2026	288,000		16,777,000			58.25		11.4	%
	2027	184,000		10,161,000			55.22		6.8	%
	2028	705,000		35,385,000			50.19		23.9	%
	2029	133,000		7,342,000			55.20		4.9	%
	2030	47,000		2,997,000			63.77		2.0	%
	2031	299,000		14,432,000			48.27		9.7	%
	2032	420,000		20,386,000			48.54		13.8	%
	2033	54,000		2,670,000			49.44		1.8	%
	Thereafter	273,000		12,683,000			46.46		8.5	%

________________________________

(1) Excludes storage, vacancy and other.

(2) Includes month-to-month leases, holdover tenants, and leases expiring on the last day of the current quarter.

22 -

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:	Fourth Quarter 2023(2)	—		$	—		$	—	0.0	%
	First Quarter 2024	—		—			—		0.0	%
	Second Quarter 2024	—		—			—		0.0	%
	Third Quarter 2024	—		—			—		0.0	%
	Fourth Quarter 2024	65,000		6,956,000			107.02		6.2	%
	Total 2024	65,000		6,956,000			107.02		6.2	%
	2025	274,000		25,711,000			93.84		23.0	%
	2026	238,000		24,413,000			102.58		21.8	%
	2027	65,000		6,241,000			96.02		5.6	%
	2028	112,000		10,586,000			94.52		9.5	%
	2029	120,000		11,962,000			99.68		10.7	%
	2030	109,000		10,013,000			91.86		9.0	%
	2031	—		—			—		0.0	%
	2032	5,000		670,000			134.00		0.6	%
	2033	15,000		1,747,000			116.47		1.6	%
	Thereafter	173,000		13,501,000			78.04		12.0	%

________________________________

(1) Excludes storage, vacancy and other.

(2) Includes month-to-month leases, holdover tenants, and leases expiring on the last day of the current quarter.

23 -

CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
CONSOLIDATED
(Amounts in thousands)
	Year Ended December 31,
	2023		2022		2021
Amounts paid for capital expenditures:
Expenditures to maintain assets	$	102,335	$	85,573	$	75,133
Tenant improvements	65,377		41,934		68,284
Leasing commissions	29,074		16,005		36,274
Recurring tenant improvements, leasing commissions and other capital expenditures	196,786		143,512		179,691
Non-recurring capital expenditures(1)	43,384		32,583		19,849
Total capital expenditures and leasing commissions	$	240,170	$	176,095	$	199,540
	Year Ended December 31,
	2023		2022		2021
Amounts paid for development and redevelopment expenditures(2):
PENN 2	$	301,020	$	266,676	$	105,267
PENN 1	85,795		102,445		171,824
Hotel Pennsylvania site	69,525		77,965		54,280
THE MART 2.0	26,232		10,130		729
PENN Districtwide improvements	16,699		11,096		14,116
The Farley Building	13,643		224,382		202,414
PENN 11	5,765		10,430		418
220 CPS	5,011		10,186		19,351
Other	29,011		24,689		17,541
	$	552,701	$	737,999	$	585,940

________________________________

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

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

24 -

CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
NEW YORK SEGMENT
(Amounts in thousands)
	Year Ended December 31,
	2023		2022		2021
Amounts paid for capital expenditures:
Expenditures to maintain assets	$	80,126	$	60,588	$	61,420
Tenant improvements	49,220		27,862		59,522
Leasing commissions	26,860		10,465		27,284
Recurring tenant improvements, leasing commissions and other capital expenditures	156,206		98,915		148,226
Non-recurring capital expenditures(1)	38,093		28,992		19,694
Total capital expenditures and leasing commissions	$	194,299	$	127,907	$	167,920
	Year Ended December 31,
	2023		2022		2021
Amounts paid for development and redevelopment expenditures(2):
PENN 2	$	301,020	$	266,676	$	105,267
PENN 1	85,795		102,445		171,824
Hotel Pennsylvania site	69,525		77,965		54,280
PENN Districtwide improvements	16,699		11,096		14,116
The Farley Building	13,643		224,382		202,414
PENN 11	5,765		10,430		418
Other	26,044		20,606		12,220
	$	518,491	$	713,600	$	560,539

________________________________

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

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

25 -

CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
THE MART
(Amounts in thousands)
	Year Ended December 31,
	2023		2022		2021
Amounts paid for capital expenditures:
Expenditures to maintain assets	$	13,420	$	18,137	$	7,199
Tenant improvements	16,144		11,977		5,683
Leasing commissions	2,102		2,610		2,047
Recurring tenant improvements, leasing commissions and other capital expenditures	31,666		32,724		14,929
Non-recurring capital expenditures(1)	5,196		676		155
Total capital expenditures and leasing commissions	$	36,862	$	33,400	$	15,084
	Year Ended December 31,
	2023		2022		2021
Amounts paid for development and redevelopment expenditures(2):
THE MART 2.0	$	26,232	$	10,130	$	729
Other	2,967		4,083		1,068
	$	29,199	$	14,213	$	1,797

________________________________

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

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

26 -

CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
555 CALIFORNIA STREET
(Amounts in thousands)
	Year Ended December 31,
	2023		2022		2021
Amounts paid for capital expenditures:
Expenditures to maintain assets	$	8,789	$	6,848	$	6,514
Tenant improvements	13		2,095		3,079
Leasing commissions	112		2,930		6,943
Recurring tenant improvements, leasing commissions and other capital expenditures	8,914		11,873		16,536
Non-recurring capital expenditures(1)	95		2,915		—
Total capital expenditures and leasing commissions	$	9,009	$	14,788	$	16,536
	Year Ended December 31,
	2023		2022		2021
Amounts paid for development and redevelopment expenditures(2):
345 Montgomery Street	$	—	$	—	$	4,253

________________________________

See notes below.

CAPITAL EXPENDITURES (unaudited)
OTHER
(Amounts in thousands)
	Year Ended December 31,
	2023		2022		2021
Amounts paid for development and redevelopment expenditures(2):
220 CPS	$	5,011	$	10,186	$	19,351

________________________________

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

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

27 -

UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
		As of December 31, 2023
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 SOFR	Interest Rate(3)
Fifth Avenue and Times Square JV	Retail/Office	51.5%	$	2,242,972	$	419,127	$	855,476	Various		Various	Various
Alexander's	Office/Retail	32.4%	87,510		355,280		1,096,544		Various		Various	Various
Partially owned office buildings/land:
West 57th Street properties	Office/Retail/Land	50.0%	41,313		—		—		N/A		N/A	—%
280 Park Avenue	Office/Retail	50.0%	38,326		600,000		1,200,000		09/24		S+203	7.39%
512 West 22nd Street	Office/Retail	55.0%	32,985		70,729		128,598		06/25		S+200	6.50%
825 Seventh Avenue	Office	50.0%	4,965		27,000		54,000		01/26		S+275	8.09%
61 Ninth Avenue	Office/Retail	45.1%	969		75,543		167,500		01/26		S+146	5.85%
650 Madison Avenue	Office/Retail	20.1%	—		161,024		800,000		12/29		N/A	3.49%
Other investments:
Independence Plaza	Residential/Retail	50.1%	54,040		338,175		675,000		07/25		N/A	4.25%
Sunset Pier 94 Studios(4)	Studio Campus	49.9%	50,984		50		100		09/26		S+475	10.11%
Rosslyn Plaza	Office/Residential	43.7% to 50.4%	35,299		12,603		25,000		04/26	(5)	S+200	7.37%
Other	Various	Various	21,195		124,295		665,854		Various		Various	Various
			$	2,610,558	$	2,183,826	$	5,668,072
Investments in partially owned entities included in other liabilities(6):
7 West 34th Street	Office/Retail	53.0%	$	(69,899)	$	159,000	$	300,000	06/26		N/A	3.65%
85 Tenth Avenue	Office/Retail	49.9%	(11,330)		311,875		625,000		12/26		N/A	4.55%
			$	(81,229)	$	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)Assumes the exercise of as-of-right extension options.

(3)Represents the interest rate in effect as of period end based on the appropriate reference rate as of the contractual reset date plus contractual spread, adjusted for hedging instruments, as applicable.

(4)On August 28, 2023, we entered into a joint venture to develop a purpose-built studio campus at Pier 94 in Manhattan. Our 49.9% investment is included within our New York segment. See page 4 for details.

(5)On April 6, 2023, we completed a $25,000 refinancing of Rosslyn Plaza. The new loan matures in April 2026 and bears interest at SOFR plus 2.00%.

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

28 -

UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
	Percentage Ownership at December 31, 2023		Our Share of Net Loss for the Three Months Ended December 31,								Our Share of NOI (non-GAAP) for the Three Months Ended December 31,
		2023				2022				2023			2022
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Equity in net income	51.5%		$	8,152			$	13,333			$	30,204		$	35,624
Return on preferred equity, net of our share of the expense			9,431				9,431				—			—
Non-cash impairment loss			—				(489,859)				—			—
			17,583				(467,095)				30,204			35,624
512 West 22nd Street	55.0%		(26,366)		(1)		(409)				1,449			1,519
West 57th Street properties	50.0%		(10,384)		(1)		(176)				(126)			113
280 Park Avenue	50.0%		(6,435)				(3,651)				10,339			10,052
Alexander's	32.4%		5,211				4,204				12,013			9,489
85 Tenth Avenue	49.9%		(2,213)				(2,713)				3,049			2,542
7 West 34th Street	53.0%		1,268				1,155				3,744			3,684
Independence Plaza	50.1%		(787)				(1,137)				4,852			4,551
61 Ninth Avenue	45.1%		11				205				1,966			1,952
Other, net	Various		(12,319)		(1)		(93,797)		(1)		4,903			5,138
			(34,431)				(563,414)				72,393			74,664
Other:
Alexander's corporate fee income	32.4%		1,182				1,182				660			660
Rosslyn Plaza	43.7% to 50.4%		342				278				1,031			1,086
Other, net	Various		(611)				16,828		(2)		735			811
			913				18,288				2,426			2,557
Total			$	(33,518)			$	(545,126)			$	74,819		$	77,221

________________________________

(1)In 2023 and 2022, we recognized $50,458 and $93,353, respectively, of impairment losses.

(2)2022 includes $17,185 of net gains from dispositions of two investments.

29 -

UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
	Percentage Ownership at December 31, 2023		Our Share of Net Income (Loss) for the Year Ended December 31,								Our Share of NOI (non-GAAP) for the Year Ended December 31,
		2023				2022				2023				2022
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Equity in net income	51.5%		$	35,209	(1)(2)		$	55,248			$	119,604	(2)		$	139,308
Return on preferred equity, net of our share of the expense			37,416				37,416				—				—
Non-cash impairment loss			—				(489,859)				—				—
			72,625				(397,195)				119,604				139,308
Alexander's	32.4%		31,837		(3)		18,439				40,098				37,469
512 West 22nd Street	55.0%		(28,117)		(4)		(505)				6,001				5,604
280 Park Avenue	50.0%		(20,959)		(5)		(3,402)				41,391				39,965
West 57th Street properties	50.0%		(11,103)		(4)		(886)				(110)				350
85 Tenth Avenue	49.9%		(10,437)				(10,641)				11,199				10,441
7 West 34th Street	53.0%		4,723				4,495				14,714				14,681
Independence Plaza	50.1%		(2,622)				(4,677)				19,788				17,972
61 Ninth Avenue	45.1%		(20)				1,367				7,646				6,993
Other, net	Various		(3,003)		(4)		(93,172)		(4)		14,105				20,997
			32,924				(486,177)				274,436				293,780
Other:
Alexander's corporate fee income	32.4%		5,238				4,534				2,998				2,442
Rosslyn Plaza	43.7% to 50.4%		1,562				1,554				4,392				4,477
Other, net	Various		(1,035)				18,738		(6)		3,935				5,294
			5,765				24,826				11,325				12,213
Total			$	38,689			$	(461,351)			$	285,761			$	305,993

________________________________

(1)Includes a $5,120 accrual of default interest which was forgiven by the lender as part of the restructuring of the 697-703 Fifth Avenue loan and will be amortized over the remaining term of the restructured loan, reducing future interest expense.

(2)Includes lower income from lease renewals at 697-703 Fifth Avenue and 666 Fifth Avenue.

(3)On May 19, 2023, Alexander’s completed the sale of the Rego Park III land parcel for $71,060. As a result of the sale, we recognized our $16,396 share of the net gain and received a $711 sales commission from Alexander’s, of which $250 was paid to a third-party broker.

(4)In 2023 and 2022, we recognized $50,458 and $93,353, respectively, of impairment losses.

(5)Decrease primarily due to an increase in variable rate interest expense.

(6)2022 includes $17,185 of net gains from dispositions of two investments.

30 -

CAPITAL STRUCTURE (unaudited)
(Amounts in thousands, except per share and per unit amounts)
			As of December 31, 2023
Debt (contractual balances):
Consolidated debt(1):
Mortgages payable			$	5,729,615
Senior unsecured notes			1,200,000
800 Million unsecured term loan			800,000
2.5 Billion unsecured revolving credit facilities			575,000
			8,304,615
Pro rata share of debt of non-consolidated entities			2,654,701
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street)			(682,059)
			10,277,257		(A)
	Liquidation Preference
Perpetual Preferred:
3.25% preferred units (D-17) (141,400 units @ 25.00 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)
	December 31, 2023 Common Share Price
Equity:
Common shares	$	28.25	5,378,546
Redeemable Class A units and LTIP Unit awards	28.25		480,250
Convertible share equivalents:
Series D-13 preferred units	28.25		46,697
Series G-1 through G-4 preferred units	28.25		2,543
Series A preferred shares	28.25		706
			5,908,742		(C)
Total Market Capitalization (A+B+C)			$	17,409,034

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 December 31, 2023.

31 -

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):
	2023
	Fourth Quarter		Third Quarter		Second Quarter		First Quarter
High price	$	32.21	$	26.21	$	18.55	$	26.76
Low price	$	18.36	$	17.28	$	12.31	$	12.53
Closing price - end of quarter	$	28.25	$	22.68	$	18.14	$	15.37
Outstanding shares, Class A units and convertible preferred units as converted (in thousands)	209,159		209,448		210,336		209,950			Closing market value of outstanding shares, Class A units and convertible preferred units as converted	$	5.9	Billion	$	4.8	Billion	$	3.8	Billion	$	3.2	Billion
---	---	---	---	---	---	---	---	---	---	---	---	---

In 2023, we paid an aggregate common dividend of $0.675 per common share, representing a 2.4% dividend yield based on our $28.25 quarter end closing stock price.

32 -

DEBT ANALYSIS (unaudited)
(Amounts in thousands)
	As of December 31, 2023
	Total			Variable			Fixed(1)
(Contractual debt balances)	Amount		Weighted Average Interest Rate	Amount		Weighted Average Interest Rate	Amount		Weighted Average Interest Rate
Consolidated debt(2)	$	8,304,615	3.94%	$	1,311,415	6.26%	$	6,993,200	3.50%
Pro rata share of debt of non-consolidated entities	2,654,701		5.38%	1,453,609		6.62%	1,201,092		3.87%
Total	10,959,316		4.28%	2,765,024		6.45%	8,194,292		3.55%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street)	(682,059)			(397,059)			(285,000)
Company's pro rata share of total debt	$	10,277,257	4.22%	$	2,367,965	6.31%	$	7,909,292	3.59%

As of December 31, 2023, $1,305,006 of variable rate debt (at share) is subject to interest rate cap arrangements, the $1,062,959 of variable rate debt not subject to interest rate cap arrangements represents 10% of our total pro rata share of debt. See the following page for details.

	Senior Unsecured Notes due 2025, 2026 and 2031		Unsecured Revolving Credit Facilities<br>and Unsecured Term Loan
Debt Covenant Ratios:(3)
	Required	Actual	Required	Actual
Total outstanding debt/total assets(4)	Less than 65%	50%	Less than 60%	36%
Secured debt/total assets	Less than 50%	33%	Less than 50%	27%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense)	Greater than 1.50	2.15		N/A
Fixed charge coverage		N/A	Greater than 1.40	2.08
Unencumbered assets/unsecured debt	Greater than 150%	320%		N/A
Unsecured debt/cap value of unencumbered assets		N/A	Less than 60%	20%
Unencumbered coverage ratio		N/A	Greater than 1.50	6.56	Consolidated Unencumbered EBITDA (non-GAAP):
---	---	---
	Q4 2023<br>Annualized
New York	$	279,904
Other	107,640
Total	$	387,544

________________________________

(1)Includes variable rate debt with interest rates fixed by interest rate swap arrangements and the $950,000 1290 Avenue of the Americas mortgage loan which is subject to a 1.00% SOFR interest rate cap arrangement.

(2)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 December 31, 2023.

(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.

33 -

HEDGING INSTRUMENTS AS OF DECEMBER 31, 2023 (unaudited)
(Amounts in thousands)
	Debt Information						Swap / Cap Information
	Balance at Share		Maturity Date(1)		Variable Rate Spread		Notional Amount at Share			Expiration Date		All-In Swapped Rate
Interest Rate Swaps:
Consolidated:
555 California Street mortgage loan
In-place swap	$	840,000		05/28		S+205	$	840,000			05/24	2.29%
Forward swap (effective 05/24)							840,000				05/26	6.03%
770 Broadway mortgage loan	700,000			07/27		S+225	700,000				07/27	4.98%
PENN 11 mortgage loan
In-place swap	500,000			10/25		S+206	500,000				03/24	2.22%
Forward swap (effective 05/24)(2)							250,000				10/25	6.34%
Unsecured revolving credit facility	575,000			12/27		S+114	575,000				08/27	3.87%
Unsecured term loan	800,000			12/27		S+129
Through 07/25							700,000				07/25	4.52%
07/25 through 10/26							550,000				10/26	4.35%
10/26 through 8/27							50,000				08/27	4.03%
100 West 33rd Street mortgage loan	480,000			06/27		S+165	480,000				06/27	5.06%
888 Seventh Avenue mortgage loan	259,800			12/25		S+180	200,000				09/27	4.76%
4 Union Square South mortgage loan	120,000			08/25		S+150	98,200				01/25	3.74%
Unconsolidated:
731 Lexington Avenue - retail condominium mortgage loan	97,200			08/25		S+151	97,200				05/25	1.76%
50-70 West 93rd Street mortgage loan	41,667			12/24		S+164	41,168				06/24	3.14%
Interest Rate Caps:												Index Strike Rate	Cash Interest Rate(3)	Effective Interest Rate(4)
Consolidated:
1290 Avenue of the Americas mortgage loan	$	665,000		11/28		S+162	$	665,000			11/25	1.00%	2.62%	5.94%
One Park Avenue mortgage loan	525,000			03/26		S+122	525,000				03/25	3.89%	5.11%	6.09%
150 West 34th Street mortgage loan	75,000			02/28		S+215	75,000				02/26	5.00%	7.15%	7.10%
606 Broadway mortgage loan	37,060			09/24		S+191	37,060				09/24	4.00%	5.91%	5.95%
Unconsolidated:
640 Fifth Avenue mortgage loan	259,925			05/24		S+111	259,925				05/24	4.00%	5.11%	6.03%
731 Lexington Avenue - office condominium mortgage loan	162,000			06/24		Prime+0	162,000				06/24	6.00%	6.00%	8.46%
61 Ninth Avenue mortgage loan(6)	75,543			01/26		S+146	75,543				02/24	4.39%	5.85%	6.02%
512 West 22nd Street mortgage loan	70,729			06/25		S+200	70,729				06/25	4.50%	6.50%	7.16%
Rego Park II mortgage loan	65,624			12/25		S+145	65,624				11/24	4.15%	5.60%	6.28%
Fashion Centre Mall/Washington Tower mortgage loan	34,125			05/26		S+305	34,125				05/24	3.89%	6.94%	6.98%
Debt subject to interest rate swaps and subject to a 1.00% SOFR interest rate cap							$	4,896,568
Variable rate debt subject to interest rate caps							1,305,006
Fixed rate debt per loan agreements							3,012,724
Variable rate debt not subject to interest rate swaps or caps							1,062,959		(5)
Total debt at share							$	10,277,257

________________________________

(1)Assumes the exercise of as-of-right extension options.

(2)In January 2024, we entered into a forward swap arrangement for the remaining $250,000 balance of the $500,000 PENN 11 mortgage loan which is effective upon the March 2024 expiration of the current in-place swap. Together with the forward swap above, the $500,000 loan will bear interest at an all-in swapped rate of 6.28% effective March 2024 through October 2025.

(3)Equals the sum of (i) the index rate in effect as of the most recent contractual reset date, adjusted for hedging instruments, and (ii) the contractual spread.

(4)Equals the sum of (i) the cash interest rate and (ii) the effect of amortization of the interest rate cap premium over the term.

(5)Our exposure to SOFR index increases is partially mitigated by an increase in interest income on our cash, cash equivalents and restricted cash.

(6)In February 2024, we entered into a 4.39% interest rate cap arrangement expiring January 2026 and effective upon expiration of the currently in-place cap.

See page 6 for details of interest rate hedging arrangements entered into during 2023.

34 -

CONSOLIDATED DEBT MATURITIES AT 100% (CONTRACTUAL BALANCES) (unaudited)
(Amounts in thousands)
Property	Maturity Date(1)	Spread over SOFR		Interest Rate(2)		2024		2025		2026		2027		2028		Thereafter		Total
Secured Debt:
435 Seventh Avenue	04/24		S+141	6.76%		$	95,696	$	—	$	—	$	—	$	—	$	—	$	95,696
606 Broadway (50.0% interest)	09/24		S+191	5.91%		74,119		—		—		—		—		—		74,119
4 Union Square South	08/25			4.30%		—		120,000		—		—		—		—		120,000
PENN 11	10/25			2.22%		—		500,000		—		—		—		—		500,000
888 Seventh Avenue(3)	12/25			5.31%		—		259,800		—		—		—		—		259,800
One Park Avenue	03/26		S+122	5.11%		—		—		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
150 West 34th Street	02/28			7.15%		—		—		—		—		75,000		—		75,000
555 California Street (70.0% interest)	05/28			3.83%		—		—		—		—		1,200,000		—		1,200,000
1290 Avenue of the Americas (70.0% interest)	11/28			2.62%		—		—		—		—		950,000		—		950,000
909 Third Avenue	04/31			3.23%		—		—		—		—		—		350,000		350,000
Total Secured Debt						169,815		879,800		525,000		1,580,000		2,225,000		350,000		5,729,615
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			3.87%	(4)	—		—		—		575,000		—		—		575,000
$800 Million unsecured term loan	12/27			4.79%	(4)	—		—		—		800,000		—		—		800,000
Senior unsecured notes due 2031	06/31			3.40%		—		—		—		—		—		350,000		350,000
Total Unsecured Debt						—		450,000		400,000		1,375,000		—		350,000		2,575,000
Total Debt						$	169,815	$	1,329,800	$	925,000	$	2,955,000	$	2,225,000	$	700,000	$	8,304,615
Weighted average rate						6.39%		3.44%		3.83%		4.58%		3.43%		3.32%		3.94%
Fixed rate debt(5)						$	—	$	1,248,200	$	400,000	$	2,855,000	$	1,790,000	$	700,000	$	6,993,200
Fixed weighted average rate expiring						0.00%		3.21%		2.15%		4.51%		2.47%		3.32%		3.50%
Floating rate debt						$	169,815	$	81,600	$	525,000	$	100,000	$	435,000	$	—	$	1,311,415
Floating weighted average rate expiring						6.39%		7.06%		5.11%		6.65%		7.37%		0.00%		6.26%

________________________________

(1)Assumes the exercise of as-of-right extension options.

(2)Represents the interest rate in effect as of period end 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.

(3)In December 2023, we entered into a loan modification pursuant to which principal amortization is waived for a period of time.

(4)Reflects a 0.01% interest rate reduction that we qualified for by achieving certain sustainability key performance indicator (KPI) metrics. We must achieve the KPI metrics annually in order to receive the interest rate reduction.

(5)Debt classified as fixed rate includes the effect of interest rate swap arrangements which may expire prior to debt maturity, and the $950,000 1290 Avenue of the Americas mortgage loan which is subject to a 1.00% SOFR interest rate cap arrangement. See the previous page for information on interest rate swap arrangements.

35 -

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 Escalated Rents At Share
---	---	---	---	---	---
Meta Platforms, Inc.	1,451,153	$	167,180	9.3	%
IPG and affiliates	1,044,715	69,186		3.9	%
Citadel	585,460	62,498		3.5	%
New York University	685,290	48,886		2.7	%
Google/Motorola Mobility (guaranteed by Google)	759,446	41,765		2.3	%
Bloomberg L.P.	306,768	41,279		2.3	%
Amazon (including its Whole Foods subsidiary)	312,694	30,699		1.7	%
Neuberger Berman Group LLC	306,612	28,184		1.6	%
Swatch Group USA	11,957	27,333		1.5	%
Madison Square Garden & Affiliates	408,031	27,326		1.5	%
AMC Networks, Inc.	326,717	25,830		1.4	%
LVMH Brands	65,060	25,442		1.4	%
Bank of America	247,459	25,320		1.4	%
Apple Inc.	412,434	24,076		1.3	%
Equitable Financial Life Insurance Company	211,247	20,992		1.2	%
Victoria's Secret	33,156	20,087		1.1	%
PwC	241,196	19,126		1.1	%
PJT Partners Holding	134,953	18,672		1.0	%
Macy's	242,837	18,218		1.0	%
Fast Retailing (Uniqlo)	47,167	13,741		0.8	%
The City of New York	232,010	12,110		0.7	%
King & Spalding	122,859	11,979		0.7	%
Foot Locker	149,987	11,716		0.6	%
WSP USA	172,666	11,166		0.6	%
AbbVie Inc.	168,673	11,166		0.6	%
Axon Capital	93,127	10,915		0.6	%
Burlington Coat Factory	108,844	10,525		0.6	%
Cushman & Wakefield	127,485	10,312		0.6	%
Alston & Bird LLP	126,872	10,177		0.6	%
Aetna Life Insurance Company	64,196	10,139		0.6	%
				48.2	%

________________________________

(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.

36 -

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	20,383		17,552	1,551		15,818		—		183		—
Retail	2,394		1,955	271		—		1,684		—		—
Residential - 1,662 units	1,498		764	19		—		—		—		745
Alexander's (32.4% interest), including 312 residential units	2,455		795	40		305		368		—		82
	26,730		21,066	1,881		16,123		2,052		183		827
Other:
THE MART	3,688		3,679	—		2,099		108		1,257		215
555 California Street (70% interest)	1,819		1,274	—		1,240		34		—		—
Other	2,845		1,346	144		212		879		—		111
	8,352		6,299	144		3,551		1,021		1,257		326
Total square feet at December 31, 2023	35,082		27,365	2,025		19,674		3,073		1,440		1,153
Total square feet at September 30, 2023	34,901		27,184	1,748		19,741		3,102		1,440		1,153
	At 100%
Parking Garages (not included above):	Square Feet		Number of <br>Garages	Number of <br>Spaces
New York	1,635		9	4,685
THE MART	558		4	1,643
555 California Street	168		1	461
Rosslyn Plaza	411		4	1,094
Total at December 31, 2023	2,772		18	7,883

37 -

OCCUPANCY (unaudited)
	New York		THE MART		555 California Street
Occupancy rate at:
December 31, 2023	89.4	%	79.2	%	94.5	%
September 30, 2023	89.9	%	76.8	%	94.5	%
December 31, 2022	90.4	%	81.6	%	94.7	%
September 30, 2022	90.3	%	87.3	%	94.7	%
RESIDENTIAL STATISTICS (unaudited)
---	---	---	---	---
		Vornado's Ownership Interest
	Number of Units	Number of Units	Occupancy Rate	Average Monthly<br>Rent Per Unit
New York:
December 31, 2023	1,974	939	96.8%	$4,115
September 30, 2023	1,974	939	96.6%	$4,061
December 31, 2022	1,976	941	96.7%	$3,882
September 30, 2022	1,983	948	96.8%	$3,877

38 -

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:
The Farley Building (95% interest)		$	4,750		None		2116		None
PENN 1:
Land		TBD			2073		2098		Rent resets at the beginning of each 25-year renewal term at fair market value (“FMV”). The rent reset for the 25-year period commencing June 2023 is currently ongoing and the timing is uncertain. The final fair market value determination may be materially higher or lower than our January 2022 estimate.
Long Island Railroad Concourse Retail		1,379			2048		2098		Two 25-year renewal options. Base rent increases every 10 years, with the next rent increase in 2028, based on the increase in gross income reduced by the increase in real estate taxes and operating expenses. In addition, percentage rent is payable based on gross annual income above a specified threshold. Base and percentage rent are reduced by a rent credit calculated as a percentage of development costs funded by Vornado.
260 Eleventh Avenue		4,448			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.
330 West 34th Street -<br>65.2% ground leased		10,265			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		5,697			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:
Sunset Pier 94 Studios(1)<br><br>(49.9% interest)		449			2060		2110		Five 10-year renewal options. Fixed rent increases in 2028 and every five years thereafter. Beginning in September 2028, additional rent is payable in amount equal to 6% of gross revenue less the base rent.
61 Ninth Avenue<br><br>(45.1% interest)		3,635			None		2115		Rent increases every three years 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)On August 28, 2023, we amended and restated the Pier 94 lease agreement. See page 4 for details.

39 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)			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., United
																		Healthcare Services, Inc., Siemens Mobility, WSP USA, Gusto Inc., Samsung*,
-Office	100.0	%	81.9	%	$	79.79					2,254,000		2,254,000	—				Canaccord Genuity LLC*
-Retail	100.0	%	100.0	%	178.14						303,000		75,000	228,000				Bank of America, Starbucks, Blue Bottle Coffee Inc., Shake Shack
	100.0	%	82.4	%	83.03			$	180,300		2,557,000		2,329,000	228,000	$	—
PENN 2
-Office	100.0	%	100.0	%	61.96						1,752,000		334,000	1,418,000				Madison Square Garden, EMC
-Retail	100.0	%	100.0	%	618.21						43,000		4,000	39,000				JPMorgan Chase
	100.0	%	100.0	%	68.82			32,500			1,795,000		338,000	1,457,000	575,000		(4)
The Farley Building<br><br>(ground and building leased through 2116)**
-Office	95.0	%	100.0	%	117.55						730,000		730,000	—				Meta Platforms, Inc.
-Retail	95.0	%	36.3	%	311.49						117,000		117,000	—				Duane Reade, Magnolia Bakery, Starbucks, Birch Coffee, H&H Bagels
	95.0	%	91.4	%	128.00			98,900			847,000		847,000	—	—
PENN 11
-Office	100.0	%	100.0	%	72.05						1,110,000		1,110,000	—				Apple Inc., Madison Square Garden, AMC Networks, Inc., Macy's
-Retail	100.0	%	80.1	%	150.79						39,000		39,000	—				PNC Bank National Association, Starbucks
	100.0	%	99.3	%	74.26			79,100			1,149,000		1,149,000	—	500,000
100 West 33rd Street
-Office	100.0	%	89.5	%	67.90						859,000		859,000	—				IPG and affiliates
-Retail	100.0	%	3.6	%	100.00						255,000		255,000	—				Aeropostale
	100.0	%	70.6	%	68.26			52,800			1,114,000		1,114,000	—	480,000
330 West 34th Street
(65.2% ground leased through 2149)**
-Office	100.0	%	75.4	%	76.78						702,000		702,000	—				Structure Tone, Deutsch, Inc., Web.com, Footlocker, HomeAdvisor, Inc.
-Retail	100.0	%	91.1	%	129.27						22,000		22,000	—				Starbucks
	100.0	%	75.7	%	78.22			41,600			724,000		724,000	—	100,000		(5)
435 Seventh Avenue
-Retail	100.0	%	100.0	%	35.22			1,500			43,000		43,000	—	95,696			Forever 21
7 West 34th Street
-Office	53.0	%	100.0	%	81.51						458,000		458,000	—				Amazon
-Retail	53.0	%	100.0	%	344.45						19,000		19,000	—				Amazon, Lindt, Naturalizer (guaranteed by Caleres)
	53.0	%	100.0	%	92.61			43,300			477,000		477,000	—	300,000
431 Seventh Avenue
-Retail	100.0	%	100.0	%	249.85			1,100			9,000		9,000	—	—			Essen
138-142 West 32nd Street
-Retail	100.0	%	80.3	%	121.80			400			8,000		8,000	—	—
150 West 34th Street
-Retail	100.0	%	100.0	%	112.53			8,800			78,000		78,000	—	75,000		(6)	Old Navy

40 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		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	%	$	103.71		$	300		3,000		3,000	—	$	—
131-135 West 33rd Street
-Retail	100.0	%	100.0	%	62.37			1,400			23,000		23,000	—	—
Other (3 buildings)
-Retail	100.0	%	65.4	%	189.68			1,600			16,000		16,000	—	—
Total PENN District								543,600			8,843,000		7,158,000	1,685,000	2,125,696
Midtown East:
909 Third Avenue
(ground leased through 2063)**																	IPG and affiliates, AbbVie Inc., United States Post Office,
-Office	100.0	%	95.0	%	66.99		(7)	60,900			1,351,000		1,351,000	—	350,000		Geller & Company, Morrison Cohen LLP, Sard Verbinnen
150 East 58th Street(8)
-Office	100.0	%	83.1	%	82.31						541,000		541,000	—			Castle Harlan, Tournesol Realty LLC (Peter Marino)
-Retail	100.0	%	100.0	%	96.40						3,000		3,000	—
	100.0	%	83.2	%	82.39			36,900			544,000		544,000	—	—
715 Lexington Avenue
-Retail	100.0	%	100.0	%	198.15			4,300			22,000		22,000	—	—		Orangetheory Fitness, Casper, Santander Bank, Blu Dot
966 Third Avenue
-Retail	100.0	%	100.0	%	103.17			700			7,000		7,000	—	—		McDonald's
968 Third Avenue
-Retail	50.0	%	100.0	%	187.39			1,200			7,000		7,000	—	—		Wells Fargo
Total Midtown East								104,000			1,931,000		1,931,000	—	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	%	86.4	%	99.33						872,000		872,000	—			Vornado Executive Headquarters, United Talent Agency
-Retail	100.0	%	100.0	%	313.88						15,000		15,000	—			Redeye Grill L.P.
	100.0	%	86.5	%	101.54			77,200			887,000		887,000	—	259,800
57th Street - 2 buildings
-Office	50.0	%	85.4	%	61.55						81,000		81,000	—
-Retail	50.0	%	42.5	%	125.51						22,000		22,000	—
	50.0	%	78.3	%	67.34			5,100			103,000		103,000	—	—
825 Seventh Avenue
-Office	50.0	%	79.6	%	59.02						169,000		169,000	—			Young Adult Institute Inc., New Alternatives for Children, Inc.
-Retail	100.0	%	100.0	%	149.44						4,000		4,000	—
			80.1	%	61.65			8,400			173,000		173,000	—	54,000
Total Midtown West								90,700			1,163,000		1,163,000	—	313,800

41 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet					Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		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	%	95.3	%	$	115.74					1,237,000			1,237,000	—			PJT Partners, Investcorp International Inc., GIC Inc., Wells Fargo
-Retail	50.0	%	93.8	%	63.40						28,000			28,000	—			Starbucks, Fasano Restaurant
	50.0	%	95.3	%	114.60			$	137,400		1,265,000			1,265,000	—	$	1,200,000
350 Park Avenue
-Office	100.0	%	100.0	%	106.75			62,500			585,000			585,000	—	400,000		Citadel
Total Park Avenue								199,900			1,850,000			1,850,000	—	1,600,000
Grand Central:
90 Park Avenue																		Alston & Bird, Capital One, PwC, MassMutual,
-Office	100.0	%	95.6	%	82.36						938,000			938,000	—			Factset Research Systems Inc., Foley & Lardner
-Retail	100.0	%	72.8	%	166.58						18,000			18,000	—			Citibank, Starbucks
	100.0	%	95.2	%	83.54			73,400			956,000			956,000	—	—
Madison/Fifth:
640 Fifth Avenue																		Fidelity Investments, Abbott Capital Management,
-Office	52.0	%	91.6	%	111.37						246,000			246,000	—			Avolon Aerospace, Houlihan Lokey Advisors Parent, Inc.
-Retail	52.0	%	96.2	%	1,093.28						69,000			69,000	—			Victoria's Secret, Dyson
	52.0	%	92.3	%	266.77			73,800			315,000			315,000	—	500,000
666 Fifth Avenue
-Retail	52.0	%	100.0	%	425.53			44,500			114,000	(9)		114,000	—	—		Fast Retailing (Uniqlo), Abercrombie & Fitch, Tissot
595 Madison Avenue																		LVMH Moet Hennessy Louis Vuitton Inc.,
-Office	100.0	%	88.8	%	80.63						300,000			300,000	—			Albea Beauty Solutions, Aerin LLC
-Retail	100.0	%	100.0	%	739.47						30,000			30,000	—			Fendi, Berluti, Christofle Silver Inc.
	100.0	%	89.5	%	127.27			38,900			330,000			330,000	—	—
650 Madison Avenue																		Sotheby's International Realty, Inc., BC Partners Inc.,
-Office	20.1	%	85.8	%	101.83						564,000			564,000	—			Polo Ralph Lauren, Willett Advisors LLC (Bloomberg Philanthropies)
-Retail	20.1	%	94.3	%	1,057.23						37,000			37,000	—			Moncler USA Inc., Tod's, Celine, Balmain
	20.1	%	86.1	%	143.92			71,400			601,000			601,000	—	800,000
689 Fifth Avenue
-Office	52.0	%	100.0	%	95.71						81,000			81,000	—			Yamaha Artist Services Inc., Brunello Cucinelli USA Inc.
-Retail	52.0	%	100.0	%	1,075.53						17,000			17,000	—			MAC Cosmetics, Canada Goose
	52.0	%	100.0	%	211.43			20,700			98,000			98,000	—	—
655 Fifth Avenue
-Retail	50.0	%	100.0	%	294.53			17,400			57,000			57,000	—	—		Ferragamo
697-703 Fifth Avenue
-Retail	44.8	%	100.0	%	2,561.30			38,600			26,000			26,000	—	355,476		Swatch Group USA, Harry Winston
Total Madison/Fifth								305,300			1,541,000			1,541,000	—	1,655,476

42 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		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	%	78.5	%	$	113.49					1,077,000		1,077,000	—			Meta Platforms, Inc., Yahoo Inc.
-Retail	100.0	%	92.0	%	93.37						106,000		106,000	—			Bank of America N.A., Wegmans Food Markets
	100.0	%	79.7	%	111.55			$	103,500		1,183,000		1,183,000	—	$	700,000
One Park Avenue
																	New York University, BMG Rights Management LLC,
-Office	100.0	%	95.4	%	72.47						867,000		867,000	—			Robert A.M. Stern Architect
-Retail	100.0	%	90.1	%	82.32						78,000		78,000	—			Bank of Baroda, Citibank, Equinox
	100.0	%	95.0	%	73.23			64,300			945,000		945,000	—	525,000
4 Union Square South
-Retail	100.0	%	100.0	%	135.72			27,700			204,000		204,000	—	120,000		Burlington, Whole Foods Market, DSW, Sephora
Total Midtown South								195,500			2,332,000		2,332,000	—	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, Selendy Gay Elsberg PLLC*,
-Office	70.0	%	100.0	%	90.98						2,044,000		2,044,000	—			Fubotv Inc, LinkLaters, King & Spalding*
-Retail	70.0	%	94.0	%	231.71						76,000		76,000	—			Duane Reade, JPMorgan Chase Bank, Starbucks
Total Rockefeller Center	70.0	%	99.8	%	94.52			193,400			2,120,000		2,120,000	—	950,000
SoHo:
606 Broadway (19 East Houston Street)
-Office	50.0	%	79.1	%	105.32						30,000		30,000	—
-Retail	50.0	%	100.0	%	722.55						6,000		6,000	—			HSBC, Harman International
	50.0	%	81.8	%	204.52			5,800			36,000		36,000	—	74,119
304-306 Canal Street
-Retail	100.0	%	100.0	%	59.72						4,000		4,000	—			Stellar Works
-Residential (4 units)	100.0	%	0.0	%							9,000		—	9,000
	100.0	%						200			13,000		4,000	9,000	—
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	—
Total SoHo								6,000			63,000		40,000	23,000	74,119

43 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		Major Tenants
Property							Total<br>Property			In Service		Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Times Square:
1540 Broadway																	Forever 21, Disney
-Retail	52.0	%	78.5	%	$	119.61		$	15,400		161,000		161,000	—	$	—	U.S. Polo
1535 Broadway
-Retail	52.0	%	100.0	%	1,227.28						45,000		45,000	—			T-Mobile, Invicta, Swatch Group USA, Levi's, Sephora
-Theatre	52.0	%	100.0	%	16.08						62,000		62,000	—			Nederlander-Marquis Theatre
	52.0	%	100.0	%	471.12			46,800			107,000		107,000	—	—
Total Times Square								62,200			268,000		268,000	—	—
Upper East Side:
1131 Third Avenue
-Retail	100.0	%	100.0	%	215.70			4,900			23,000		23,000	—	—		Nike, Crunch LLC, J.Jill
40 East 66th Street
-Residential (3 units)	100.0	%	100.0	%							10,000		10,000	—	—
Total Upper East Side								4,900			33,000		33,000	—	—
Chelsea/Meatpacking District:
260 Eleventh Avenue
(ground leased through 2114)**
-Office	100.0	%	100.0	%	49.48			10,400			209,000		209,000	—	—		The City of New York
85 Tenth Avenue																	Google, Telehouse International Corp.,
-Office	49.9	%	86.4	%	93.78						595,000		595,000	—			Clear Secure, Inc., Shopify*
-Retail	49.9	%	55.0	%	51.41						43,000		43,000	—
	49.9	%	84.5	%	92.09			49,100			638,000		638,000	—	625,000
537 West 26th Street
-Retail	100.0	%	100.0	%	161.89			2,800			17,000		17,000	—	—		The Chelsea Factory Inc.
61 Ninth Avenue (2 buildings)
(ground leased through 2115)**
-Office	45.1	%	100.0	%	146.56						171,000		171,000	—			Aetna Life Insurance Company, Apple Inc.
-Retail	45.1	%	100.0	%	395.85						23,000		23,000	—			Starbucks
	45.1	%	100.0	%	162.96			33,900			194,000		194,000	—	167,500
512 West 22nd Street																	Warner Media, Next Jump, Omniva LLC,
-Office	55.0	%	84.5	%	122.28						165,000		165,000	—			Capricorn Investment Group
-Retail	55.0	%	100.0	%	105.03						8,000		8,000	—			Galeria Nara Roesler, Harper's Books
	55.0	%	85.2	%	121.35			17,800			173,000		173,000	—	128,598
Total Chelsea/Meatpacking District								114,000			1,231,000		1,231,000	—	921,098

44 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		Major Tenants
Property							Total<br>Property			In Service		Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Upper West Side:
50-70 West 93rd Street
-Residential (324 units)	49.9	%	99.7	%	$	—		$	—		283,000		283,000	—	$	83,500
Tribeca:
Independence Plaza
-Residential (1,327 units)	50.1	%	96.3	%							1,186,000		1,186,000	—
-Retail	50.1	%	57.6	%	86.85						72,000		72,000	—			Duane Reade
	50.1	%						4,600			1,258,000		1,258,000	—	675,000
339 Greenwich Street
-Retail	100.0	%	100.0	%	77.13			400			8,000		8,000	—	—		Sarabeth's
Total Tribeca								5,000			1,266,000		1,266,000	—	675,000
New Jersey:
Paramus
-Office	100.0	%	81.2	%	25.83			2,600			129,000		129,000	—	—		Vornado's Administrative Headquarters
Property under Development:
Sunset Pier 94 Studios<br> (ground and building leased through 2110)**
‘-Studio	49.9	%	—		—			—			266,000		—	266,000	100
Properties to be Developed:
Hotel Pennsylvania site
-Land	100.0	%	—		—			—			—		—	—	—
57th Street
-Land	50.0	%	—		—			—			—		—	—	—
Eighth Avenue and 34th Street
-Land	100.0	%	—		—			—			—		—	—	—
New York Office:
Total			91.1	%	$	88.54		$	1,460,200		20,383,000		18,699,000	1,684,000	$	8,614,998
Vornado's Ownership Interest			90.7	%	$	86.30		$	1,210,200		17,552,000		16,001,000	1,551,000	$	6,154,771
New York Retail:
Total			77.2	%	$	272.09		$	440,200		2,394,000		2,123,000	271,000	$	720,291
Vornado's Ownership Interest			74.9	%	$	224.88		$	291,000		1,955,000		1,684,000	271,000	$	486,958
New York Residential:
Total			96.7	%							1,498,000		1,479,000	19,000	$	758,500
Vornado's Ownership Interest			96.8	%							764,000		745,000	19,000	$	379,842

45 -

NEW YORK SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		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	%	$	135.44					939,000		939,000	—	$	500,000	Bloomberg L.P.
-Retail	32.4	%	90.3	%	252.89						140,000		140,000	—	300,000		The Home Depot, Hutong, Capital One
	32.4	%	98.9	%	147.65			$	155,400		1,079,000		1,079,000	—	800,000
Rego Park I, Queens (4.8 acres)	32.4	%	100.0	%	53.08			11,400			338,000		214,000	124,000			Burlington, Marshalls, IKEA
Rego Park II (adjacent to Rego Park I),
Queens (6.6 acres)	32.4	%	76.9	%	70.28			32,900			616,000		616,000	—	202,544		Costco, Kohl's, TJ Maxx, Best Buy*
Flushing, Queens (1.0 acre ground leased through 2037)**	32.4	%	100.0	%	32.82			5,500			167,000		167,000	—			New World Mall LLC
The Alexander Apartment Tower,
Rego Park, Queens, NY
-Residential (312 units)	32.4	%	95.2	%							255,000		255,000	—	94,000
Total Alexander's	32.4	%	92.6	%	107.78			205,200			2,455,000		2,331,000	124,000	1,096,544
Total New York			90.0	%	$	104.10		$	2,105,700		26,730,000		24,632,000	2,098,000	$	11,190,333
Vornado's Ownership Interest			89.4	%	$	97.33		$	1,610,700		21,066,000		19,185,000	1,881,000	$	7,376,851

________________________________

* 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 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. Includes rent from storage and other non-selling space and excludes rent from residential units.

(3)Represents contractual debt obligations.

(4)Secured amount outstanding on revolving credit facilities.

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

(6)On October 4, 2023, we completed a $75,000 refinancing of 150 West 34th Street. See page 5 for details.

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

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

(9)75,000 square feet is leased from 666 Fifth Avenue Office Condominium.

46 -

OTHER SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)			Annualized Escalated Rent(2)			Square Feet				Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(3)		Major Tenants
Property							Total<br>Property			In Service		Under Development<br>or Not Available<br>for Lease
THE MART:
THE MART, Chicago																	Motorola Mobility (guaranteed by Google),
																	1871, ANGI Home Services, Inc, Paypal, Inc.,
																	Allscripts Healthcare, Kellogg Company, IPG and affiliates*,
																	Chicago School of Professional Psychology, ConAgra Foods Inc.,
																	Innovation Development Institute, Inc., Avant LLC,
																	Allstate Insurance Company, Medline Industries, Inc,
-Office	100.0	%	84.3	%	$	48.87		$	87,600		2,099,000		2,099,000	—			Steelcase, Baker, Knapp & Tubbs, Holly Hunt Ltd.
-Showroom/Trade show	100.0	%	72.7	%	57.53			60,700			1,472,000		1,472,000	—
-Retail	100.0	%	64.5	%	50.57			3,000			98,000		98,000	—
	100.0	%	79.1	%	52.07			151,300			3,669,000		3,669,000	—	$	—
Other (2 properties)	50.0	%	100.0	%	50.17			1,000			19,000		19,000	—	27,354
Total THE MART, Chicago								152,300			3,688,000		3,688,000	—	27,354
Property to be Developed:
527 West Kinzie, Chicago	100.0	%	—		—			—			—		—	—	—
Total THE MART			79.2	%	$	52.06		$	152,300		3,688,000		3,688,000	—	$	27,354
Vornado's Ownership Interest			79.2	%	$	52.06		$	151,800		3,679,000		3,679,000	—	$	13,677
555 California Street:
555 California Street	70.0	%	98.7	%	$	95.68		$	139,600		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	%	90.12			20,800			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			94.5	%	$	94.93		$	160,400		1,819,000		1,819,000	—	$	1,200,000
Vornado's Ownership Interest			94.5	%	$	94.93		$	112,300		1,274,000		1,274,000	—	$	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.

(3)Represents the contractual debt obligations.

47 -

OTHER SEGMENT
PROPERTY TABLE
(Annualized escalated rent amounts in thousands)	%<br>Ownership		%<br>Occupancy		Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF(1)				Annualized Escalated Rent(2)			Square Feet					Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)(4)		Major Tenants
Property							Total<br>Property				In Service			Under Development<br>or Not Available<br>for Lease
								Owned by<br>Company				Owned by<br><br>Tenant(3)
OTHER:
Virginia:
Rosslyn Plaza
-Office - 4 buildings	46.2	%	58.4	%	$	55.12						736,000	432,000		—	304,000			Corporate Executive Board, Nathan Associates
-Residential - 2 buildings (197 units)	43.7	%	96.4	%								253,000	253,000		—	—
	45.6	%							$	13,566		989,000	685,000		—	304,000	$	25,000
Fashion Centre Mall / Washington Tower
-Office	7.5	%	75.0	%	55.92							170,000	170,000		—	—	42,300		The Rand Corporation
-Retail	7.5	%	97.1	%	39.73							868,000	868,000		—	—	412,700		Macy's, Nordstrom
	7.5	%	93.5	%	41.87				51,925			1,038,000	1,038,000		—	—	455,000
New Jersey:
Wayne Town Center, Wayne<br>(ground leased through 2064)**	100.0	%	100.0	%	31.51				12,193			690,000	243,000		443,000	4,000	—		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	%	11.70				1,500			128,000	128,000		—	—	—		The Home Depot
Total Other			89.2	%	$	38.98			$	79,184		2,845,000	2,094,000		443,000	308,000	$	480,000
Vornado's Ownership Interest			91.9	%	$	30.10			$	23,855		1,346,000	759,000		443,000	144,000	$	46,729

________________________________

** 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.

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

(4)Represents the contractual debt obligations.

48 -

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		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
Floris van Dijkum		Mark Streeter/Ian Snyder	Michael Lewis
Compass Point		JP Morgan Fixed Income	Truist Securities
646-757-2621		212-834-5086/212-834-3798	212-319-5659
Steve Sakwa		Vikram Malhotra
Evercore ISI		Mizuho Securities (USA) Inc.
212-446-9462		212-282-3827
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.

49 -

APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS

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, accruals for ground rent resets yet to be determined, 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, accruals for ground rent resets yet to be determined, 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, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, 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 it excludes 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 EBITDAre 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 entities 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 entities. 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.

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) 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 Year Ended<br>December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
Net (loss) income attributable to common shareholders	$	(61,013)	$	(493,280)	$	52,846		$	43,378		$	(408,615)
Per diluted share	$	(0.32)	$	(2.57)	$	0.28		$	0.23		$	(2.13)
Certain expense (income) items that impact net (loss) income attributable to common shareholders:
Real estate impairment losses on wholly owned and partially owned assets	72,664		595,488		625			73,289			595,488
Our share of (income) loss from real estate fund investments	(13,638)		463		(480)			(14,379)			(1,671)
After-tax net gain on sale of 220 CPS condominium units and ancillary amenities	(5,786)		(29,773)		—			(11,959)			(35,858)
Credit losses on investments	8,269		—		—			8,269			—
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary)	3,526		3,482		3,115			11,722			13,665
Change in deferred tax assets related to taxable REIT subsidiaries	1,926		(2,971)		(1,486)			(188)			(4,304)
Net gain on contribution of Pier 94 leasehold interest to joint venture	—		—		(35,968)			(35,968)			—
After-tax net gain on sale of The Armory Show	—		—		(17,076)			(17,076)			—
Our share of Alexander's gain on sale of Rego Park III land parcel	—		—		—			(16,396)			—
Other	8,252		(15,198)		7,295			10,530			8,053
	75,213		551,491		(43,975)			7,844			575,373
Noncontrolling interests' share of above adjustments and assumed conversion of dilutive potential common shares	(6,160)		(38,257)		3,974			64			(40,290)
Total of certain expense (income) items that impact net (loss) income attributable to common shareholders	69,053		513,234		(40,001)			7,908			535,083
Net income attributable to common shareholders, as adjusted (non-GAAP)	$	8,040	$	19,954	$	12,845		$	51,286		$	126,468
Per diluted share (non-GAAP)	$	0.04	$	0.10	$	0.07		$	0.27		$	0.66

ii -

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) 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 Year Ended<br>December 31,
	December 31,					September 30, 2023
	2023			2022				2023				2022
Reconciliation of net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP):
Net (loss) income attributable to common shareholders	$	(61,013)		$	(493,280)	$	52,846		$	43,378			$	(408,615)
Per diluted share	$	(0.32)		$	(2.57)	$	0.28		$	0.23			$	(2.13)
FFO adjustments:
Depreciation and amortization of real property	$	98,085		$	121,900	$	97,809		$	385,608			$	456,920
Real estate impairment losses	22,206		(1)	19,098		625			22,831		(1)		19,098
Net gains on sale of real estate	—			(30,397)		(53,045)			(53,305)				(58,751)
Proportionate share of adjustments to equity in net (loss) income of partially owned entities to arrive at FFO:
Depreciation and amortization of real property	27,188			32,243		26,765			108,088				130,647
Net gain on sale of real estate	—			—		—			(16,545)				(169)
Real estate impairment losses	50,458		(2)	576,390		—			50,458		(2)		576,390
	197,937			719,234		72,154			497,135				1,124,135
Noncontrolling interests' share of above adjustments	(16,207)			(49,894)		(5,900)			(38,363)				(77,912)
FFO adjustments, net	$	181,730		$	669,340	$	66,254		$	458,772			$	1,046,223
FFO attributable to common shareholders (non-GAAP)	$	120,717		$	176,060	$	119,100		$	502,150			$	637,608
Impact of assumed conversion of dilutive convertible securities	388			405		387			1,642				1,320
FFO attributable to common shareholders plus assumed conversions (non-GAAP)	121,105			176,465		119,487			503,792				638,928
Add back of FFO allocated to noncontrolling interests of the Operating Partnership	10,766			13,107		10,607			41,609				47,421
FFO attributable to Class A unitholders (non-GAAP)	$	131,871		$	189,572	$	130,094		$	545,401			$	686,349
FFO per diluted share (non-GAAP)	$	0.62		$	0.91	$	0.62		$	2.59			$	3.30

________________________________

(1)Net of $22,176 attributable to noncontrolling interests.

(2)Includes a $21,114 impairment loss on advances made for our interest in a joint venture, resulting from a decline in the value of the underlying building.

iii -

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 Year Ended<br>December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
FFO attributable to common shareholders plus assumed conversions (non-GAAP)	$	121,105	$	176,465	$	119,487		$	503,792		$	638,928
Per diluted share (non-GAAP)	$	0.62	$	0.91	$	0.62		$	2.59		$	3.30
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
Our share of (income) loss from real estate fund investments	$	(13,638)	$	463	$	(480)		$	(14,379)		$	(1,671)
After-tax net gain on sale of 220 CPS condominium units and ancillary amenities	(5,786)		(29,773)		—			(11,959)			(35,858)
Credit losses on investments	8,269		—		—			8,269			—
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary)	3,526		3,482		3,115			11,722			13,665
Change in deferred tax assets related to taxable REIT subsidiaries	1,926		(2,971)		(1,486)			(188)			(4,304)
Other	8,543		(11,415)		7,296			11,231			(4,108)
	2,840		(40,214)		8,445			4,696			(32,276)
Noncontrolling interests' share of above adjustments	(194)		2,790		(691)			(337)			2,240
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net	$	2,646	$	(37,424)	$	7,754		$	4,359		$	(30,036)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP)	$	123,751	$	139,041	$	127,241		$	508,151		$	608,892
Per diluted share (non-GAAP)	$	0.63	$	0.72	$	0.66		$	2.61		$	3.15

iv -

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 Year Ended<br>December 31,
		December 31,						September 30, 2023
		2023			2022						2023				2022
FFO attributable to common shareholders plus assumed conversions (non-GAAP)	(A)	$	121,105		$	176,465		$	119,487			$	503,792			$	638,928
Adjustments to arrive at FAD (non-GAAP):
Certain items that impact FAD		2,840			(40,214)			8,445				4,696				(33,084)
Recurring tenant improvements, leasing commissions and other capital expenditures		(74,181)			(42,282)			(56,687)				(238,401)				(164,179)
Stock-based compensation expense		9,954			6,362			9,665				43,201				29,249
Amortization of debt issuance costs		13,881			7,358			10,012				41,895				25,117
Personal property depreciation		1,412			1,381			1,414				5,661				5,755
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other		121			(2,156)			(2,980)				(3,377)				(10,980)
Noncontrolling interests in the Operating Partnership's share of above adjustments		3,133			4,657			2,465				10,456				10,032
FAD adjustments, net	(B)	(42,840)			(64,894)			(27,666)				(135,869)				(138,090)
FAD (non-GAAP)	(A+B)	$	78,265		$	111,571		$	91,821			$	367,923			$	500,838
FAD payout ratio (1)		75.0		%	93.0		%	0.0		%		35.7		%		81.9		%

________________________________

(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.

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) 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 Year Ended<br>December 31,
---	---	---	---	---	---	---	---	---	---	---	---	---
	December 31,				September 30, 2023
	2023		2022				2023			2022
Net (loss) income	$	(100,613)	$	(525,002)	$	59,570		$	32,888		$	(382,612)
Depreciation and amortization expense	110,197		133,871		110,349			434,273			504,502
General and administrative expense	46,040		31,439		35,838			162,883			133,731
Impairment losses, transaction related costs and other	49,190		26,761		813			50,691			31,722
Loss (income) from partially owned entities	33,518		545,126		(18,269)			(38,689)			461,351
Loss (income) from real estate fund investments	72		1,880		(1,783)			(1,590)			(3,541)
Interest and other investment income, net	(5,905)		(10,587)		(12,934)			(41,697)			(19,869)
Interest and debt expense	87,695		88,242		88,126			349,223			279,765
Net gains on disposition of wholly owned and partially owned assets	(6,607)		(65,241)		(56,136)			(71,199)			(100,625)
Income tax expense	8,374		6,974		11,684			29,222			21,660
NOI from partially owned entities	74,819		77,221		72,100			285,761			305,993
NOI attributable to noncontrolling interests in consolidated subsidiaries	(9,684)		(18,929)		(8,363)			(48,553)			(70,029)
NOI at share	287,096		291,755		280,995			1,143,213			1,162,048
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other	121		(2,156)		(2,980)			(3,377)			(10,980)
NOI at share - cash basis	$	287,217	$	289,599	$	278,015		$	1,139,836		$	1,151,068

vi -

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 December 31,
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
	Total Revenues				Operating Expenses				NOI				Non-cash Adjustments(1)				NOI - cash basis
	2023		2022		2023		2022		2023		2022		2023		2022		2023		2022
New York	$	361,105	$	366,699	$	(182,600)	$	(179,910)	$	178,505	$	186,789	$	1,125	$	3,047	$	179,630	$	189,836
Other	80,781		80,241		(37,325)		(33,567)		43,456		46,674		1,035		2,913		44,491		49,587
Consolidated total	441,886		446,940		(219,925)		(213,477)		221,961		233,463		2,160		5,960		224,121		239,423
Noncontrolling interests' share in consolidated subsidiaries	(56,232)		(58,108)		46,548		39,179		(9,684)		(18,929)		(5,846)		(6,517)		(15,530)		(25,446)
Our share of partially owned entities	125,846		125,031		(51,027)		(47,810)		74,819		77,221		3,807		(1,599)		78,626		75,622
Vornado's share	$	511,500	$	513,863	$	(224,404)	$	(222,108)	$	287,096	$	291,755	$	121	$	(2,156)	$	287,217	$	289,599	For the Three Months Ended September 30, 2023
---	---	---	---	---	---	---	---	---	---	---
	Total Revenues		Operating Expenses		NOI		Non-cash Adjustments(1)		NOI - cash basis
New York	$	364,768	$	(186,147)	$	178,621	$	1,165	$	179,786
Other	86,227		(47,590)		38,637		1,952		40,589
Consolidated total	450,995		(233,737)		217,258		3,117		220,375
Noncontrolling interests' share in consolidated subsidiaries	(57,585)		49,222		(8,363)		(8,218)		(16,581)
Our share of partially owned entities	119,767		(47,667)		72,100		2,121		74,221
Vornado's share	$	513,177	$	(232,182)	$	280,995	$	(2,980)	$	278,015
	For the Year Ended December 31,
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
	Total Revenues				Operating Expenses				NOI				Non-cash Adjustments(1)				NOI - cash basis
	2023		2022		2023		2022		2023		2022		2023		2022		2023		2022
New York	$	1,452,158	$	1,449,442	$	(733,478)	$	(716,148)	$	718,680	$	733,294	$	11,246	$	(30,516)	$	729,926	$	702,778
Other	359,005		350,553		(171,680)		(157,763)		187,325		192,790		4,406		7,491		191,731		200,281
Consolidated total	1,811,163		1,799,995		(905,158)		(873,911)		906,005		926,084		15,652		(23,025)		921,657		903,059
Noncontrolling interests' share in consolidated subsidiaries	(235,255)		(221,676)		186,702		151,647		(48,553)		(70,029)		(26,356)		18,278		(74,909)		(51,751)
Our share of partially owned entities	478,956		489,826		(193,195)		(183,833)		285,761		305,993		7,327		(6,233)		293,088		299,760
Vornado's share	$	2,054,864	$	2,068,145	$	(911,651)	$	(906,097)	$	1,143,213	$	1,162,048	$	(3,377)	$	(10,980)	$	1,139,836	$	1,151,068

________________________________

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

vii -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED DECEMBER 31, 2023 COMPARED TO DECEMBER 31, 2022 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share for the three months ended December 31, 2023	$	287,096		$	247,575		$	14,516		$	18,125		$	6,880
Less NOI at share from:
Dispositions	31			21			10			—			—
Development properties	(6,884)			(6,884)			—			—			—
Other non-same store income, net	(7,480)			(600)			—			—			(6,880)
Same store NOI at share for the three months ended December 31, 2023	$	272,763		$	240,112		$	14,526		$	18,125		$	—
NOI at share for the three months ended December 31, 2022	$	291,755		$	248,595		$	21,276		$	16,641		$	5,243
Less NOI at share from:
Dispositions	(2,371)			(2,616)			245			—			—
Development properties	(3,837)			(3,837)			—			—			—
Other non-same store income, net	(8,324)			(3,081)			—			—			(5,243)
Same store NOI at share for the three months ended December 31, 2022	$	277,223		$	239,061		$	21,521		$	16,641		$	—
(Decrease) increase in same store NOI at share	$	(4,460)		$	1,051		$	(6,995)		$	1,484		$	—
% (decrease) increase in same store NOI at share	(1.6)		%	0.4		%	(32.5)		%	8.9		%	0.0		%

viii -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED DECEMBER 31, 2023 COMPARED TO DECEMBER 31, 2022 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share - cash basis for the three months ended December 31, 2023	$	287,217		$	246,429		$	15,511		$	18,265		$	7,012
Less NOI at share - cash basis from:
Dispositions	31			21			10			—			—
Development properties	(6,073)			(6,073)			—			—			—
Other non-same store income, net	(8,959)			(1,947)			—			—			(7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023	$	272,216		$	238,430		$	15,521		$	18,265		$	—
NOI at share - cash basis for the three months ended December 31, 2022	$	289,599		$	243,712		$	23,163		$	17,672		$	5,052
Less NOI at share - cash basis from:
Dispositions	(2,119)			(2,455)			336			—			—
Development properties	(4,248)			(4,248)			—			—			—
Other non-same store income, net	(8,233)			(3,181)			—			—			(5,052)
Same store NOI at share - cash basis for the three months ended December 31, 2022	$	274,999		$	233,828		$	23,499		$	17,672		$	—
(Decrease) increase in same store NOI at share - cash basis	$	(2,783)		$	4,602		$	(7,978)		$	593		$	—
% (decrease) increase in same store NOI at share - cash basis	(1.0)		%	2.0		%	(34.0)		%	3.4		%	0.0		%

ix -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE YEAR ENDED DECEMBER 31, 2023 COMPARED TO DECEMBER 31, 2022 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share for the year ended December 31, 2023	$	1,143,213		$	977,569		$	61,519		$	82,965		$	21,160
Less NOI at share from:
Dispositions	(1,270)			(1,556)			286			—			—
Development properties	(26,748)			(26,748)			—			—			—
Other non-same store (income) expense, net	(20,399)			761			—			—			(21,160)
Same store NOI at share for the year ended December 31, 2023	$	1,094,796		$	950,026		$	61,805		$	82,965		$	—
NOI at share for the year ended December 31, 2022	$	1,162,048		$	981,508		$	96,906		$	65,692		$	17,942
Less NOI at share from:
Dispositions	(15,205)			(13,158)			(2,047)			—			—
Development properties	(24,088)			(24,088)			—			—			—
Other non-same store income, net	(32,838)			(14,896)			—			—			(17,942)
Same store NOI at share for the year ended December 31, 2022	$	1,089,917		$	929,366		$	94,859		$	65,692		$	—
Increase (decrease) in same store NOI at share	$	4,879		$	20,660		$	(33,054)		$	17,273		$	—
% increase (decrease) in same store NOI at share	0.4		%	2.2		%	(34.8)		%	26.3		%	0.0		%

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE YEAR ENDED DECEMBER 31, 2023 COMPARED TO DECEMBER 31, 2022 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share - cash basis for the year ended December 31, 2023	$	1,139,836		$	969,869		$	62,579		$	85,819		$	21,569
Less NOI at share - cash basis from:
Dispositions	(1,793)			(2,016)			223			—			—
Development properties	(23,661)			(23,661)			—			—			—
Other non-same store income, net	(29,547)			(7,978)			—			—			(21,569)
Same store NOI at share - cash basis for the year ended December 31, 2023	$	1,084,835		$	936,214		$	62,802		$	85,819		$	—
NOI at share - cash basis for the year ended December 31, 2022	$	1,151,068		$	962,999		$	101,912		$	67,813		$	18,344
Less NOI at share - cash basis from:
Dispositions	(15,122)			(13,256)			(1,866)			—			—
Development properties	(23,567)			(23,567)			—			—			—
Other non-same store income, net	(33,665)			(15,321)			—			—			(18,344)
Same store NOI at share - cash basis for the year ended December 31, 2022	$	1,078,714		$	910,855		$	100,046		$	67,813		$	—
Increase (decrease) in same store NOI at share - cash basis	$	6,121		$	25,359		$	(37,244)		$	18,006		$	—
% increase (decrease) in same store NOI at share - cash basis	0.6		%	2.8		%	(37.2)		%	26.6		%	0.0		%

xi -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED DECEMBER 31, 2023 COMPARED TO SEPTEMBER 30, 2023 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share for the three months ended December 31, 2023	$	287,096		$	247,575		$	14,516		$	18,125		$	6,880
Less NOI at share from:
Dispositions	31			21			10			—			—
Development properties	(6,884)			(6,884)			—			—			—
Other non-same store income, net	(7,120)			(240)			—			—			(6,880)
Same store NOI at share for the three months ended December 31, 2023	$	273,123		$	240,472		$	14,526		$	18,125		$	—
NOI at share for the three months ended September 30, 2023	$	280,995		$	245,634		$	15,132		$	16,564		$	3,665
Less NOI at share from:
Dispositions	(164)			(440)			276			—			—
Development properties	(4,724)			(4,724)			—			—			—
Other non-same store income, net	(4,414)			(749)			—			—			(3,665)
Same store NOI at share for the three months ended September 30, 2023	$	271,693		$	239,721		$	15,408		$	16,564		$	—
Increase (decrease) in same store NOI at share	$	1,430		$	751		$	(882)		$	1,561		$	—
% increase (decrease) in same store NOI at share	0.5		%	0.3		%	(5.7)		%	9.4		%	0.0		%

xii -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED DECEMBER 31, 2023 COMPARED TO SEPTEMBER 30, 2023 (unaudited)
(Amounts in thousands)			Total			New York			THE MART			555 California Street			Other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
NOI at share - cash basis for the three months ended December 31, 2023	$	287,217		$	246,429		$	15,511		$	18,265		$	7,012
Less NOI at share - cash basis from:
Dispositions	31			21			10			—			—
Development properties	(6,073)			(6,073)			—			—			—
Other non-same store income, net	(8,599)			(1,587)			—			—			(7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023	$	272,576		$	238,790		$	15,521		$	18,265		$	—
NOI at share - cash basis for the three months ended September 30, 2023	$	278,015		$	240,844		$	15,801		$	17,552		$	3,818
Less NOI at share - cash basis from:
Dispositions	(274)			(487)			213			—			—
Development properties	(4,131)			(4,131)			—			—			—
Other non-same store income, net	(8,019)			(4,201)			—			—			(3,818)
Same store NOI at share - cash basis for the three months ended September 30, 2023	$	265,591		$	232,025		$	16,014		$	17,552		$	—
Increase (decrease) in same store NOI at share - cash basis	$	6,985		$	6,765		$	(493)		$	713		$	—
% increase (decrease) in same store NOI at share - cash basis	2.6		%	2.9		%	(3.1)		%	4.1		%	0.0		%

xiii -

NON-GAAP RECONCILIATIONS
RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
	As of December 31, 2023
	Consolidated<br><br>Debt, Net		Deferred Financing<br><br>Costs, Net and Other		Consolidated Contractual Debt
Mortgages payable	$	5,688,020	$	41,595	$	5,729,615
Senior unsecured notes	1,193,873		6,127		1,200,000
$800 Million unsecured term loan	794,559		5,441		800,000
$2.5 Billion unsecured revolving credit facilities	575,000		—		575,000
	$	8,251,452	$	53,163	$	8,304,615

xiv -

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) INCOME TO EBITDAre (unaudited)
(Amounts in thousands)			For the Three Months Ended							For the Year Ended December 31,
---	---	---	---	---	---	---	---	---	---	---	---	---
	December 31,				September 30, 2023
	2023		2022				2023			2022
Reconciliation of net (loss) income to EBITDAre (non-GAAP):
Net (loss) income	$	(100,613)	$	(525,002)	$	59,570		$	32,888		$	(382,612)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries	49,717		10,493		13,541			75,967			5,737
Net (loss) income attributable to the Operating Partnership	(50,896)		(514,509)		73,111			108,855			(376,875)
EBITDAre adjustments at share:
Depreciation and amortization expense	126,685		155,524		125,988			499,357			593,322
Interest and debt expense	114,727		111,848		114,424			458,400			362,321
Income tax expense	8,589		7,913		12,267			30,465			23,404
Real estate impairment losses	72,664		595,488		625			73,289			595,488
Net gains on sale of real estate	—		(30,397)		(56,150)			(72,955)			(58,920)
EBITDAre at share	271,769		325,867		270,265			1,097,411			1,138,740
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries	(3,157)		18,137		10,619			39,405			71,786
EBITDAre (non-GAAP)	$	268,612	$	344,004	$	280,884		$	1,136,816		$	1,210,526

xv -

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
	For the Three Months Ended							For the Year Ended December 31,
	December 31,				September 30, 2023
	2023		2022				2023			2022
EBITDAre (non-GAAP)	$	268,612	$	344,004	$	280,884		$	1,136,816		$	1,210,526
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries	3,157		(18,137)		(10,619)			(39,405)			(71,786)
Certain (income) expense items that impact EBITDAre:
Our share of (income) loss from real estate fund investments	(13,638)		463		(480)			(14,379)			(1,671)
Gain on sale of 220 CPS condominium units and ancillary amenities	(6,607)		(34,844)		—			(14,127)			(41,874)
Credit losses on investments	8,269		—		—			8,269			—
Net gains on disposition of wholly owned and partially owned assets	—		(17,372)		—			(1,018)			(17,372)
Other	8,284		7,157		1,242			5,176			12,741
Total of certain (income) expense items that impact EBITDAre	(3,692)		(44,596)		762			(16,079)			(48,176)
EBITDAre, as adjusted (non-GAAP)	$	268,077	$	281,271	$	271,027		$	1,081,332		$	1,090,564

xvi -

Document


	Page
FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS	3	-	8
DEBT AND CAPITALIZATION
Unsecured Notes Covenant Ratios and Credit Ratings	9
Liquidity and Capitalization	10
Net Debt to EBITDAre, As Adjusted / Debt Snapshot	11
Hedging Instruments	12
Consolidated Debt Maturities	13	-	14
PROPERTY STATISTICS
Top 15 Tenants	15
Lease Expirations	16
DEVELOPMENT ACTIVITY
Development/Redevelopment - Active Projects	17
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS	i	-	vi

This supplemental package should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and the Company’s Supplemental Operating and Financial Data package for the quarter and year ended December 31, 2023, both of which can be accessed at the Company’s website www.vno.com.

FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2023 Financial Highlights

Quarter Ended December 31, 2023

Net loss attributable to common shareholders for the quarter ended December 31, 2023 was $61.0 million, or $0.32 per diluted share, compared to $493.3 million, or $2.57 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 December 31, 2023 was $8.0 million, or $0.04 per diluted share, and $20.0 million, or $0.10 per diluted share for the prior year’s quarter.

EBITDAre, as adjusted (non-GAAP) for the quarter ended December 31, 2023 was $268.1 million, compared to $281.3 million for the prior year’s quarter.

Year Ended December 31, 2023

Net income attributable to common shareholders for the year ended December 31, 2023 was $43.4 million or $0.23 per diluted share, compared to net loss attributable to common shareholders of $408.6 million or $2.13 per diluted share, for the year ended December 31, 2022. Adjusting for the items that impact period-to-period comparability, net income attributable to common shareholders, as adjusted (non-GAAP) for the year ended December 31, 2023 was $51.3 million or $0.27 per diluted share, and $126.5 million or $0.66 per diluted share, for the year ended December 31, 2022.

EBITDAre, as adjusted (non-GAAP) for each of the years ended December 31, 2023 and 2022 was $1.1 billion.

Liquidity

As of December 31, 2023, we had $3.2 billion of liquidity comprised of $1.3 billion of cash and cash equivalents and restricted cash and $1.9 billion available on our $2.5 billion revolving credit facilities.

Active Development

As of December 31, 2023, we have expended $686.4 million of cash with an estimated $163.6 million remaining to be spent for PENN 2 and PENN districtwide improvements.

We have a 49.9% interest in a joint venture that is developing Sunset Pier 94 Studios (see page 5 for details). As of December 31, 2023, we have funded $8.0 million of our estimated $34.0 million share of cash contributions to the project.

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

FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2023 Business Developments

Dividends/Share Repurchase Program

On April 26, 2023, our Board of Trustees authorized the repurchase of up to $200,000,000 of our outstanding common shares under a newly established share repurchase program.

350 Park Avenue

From October 2024 to June 2030, KG will have the option to either:

◦the rent for Citadel’s space will be determined by a formula based on a percentage return (that adjusts based on the actual cost of capital) on the total Project cost;

◦the master leases will terminate at the scheduled commencement of demolition;

•or, exercise an option to purchase the Site for $1.4 billion ($1.085 billion to Vornado and $315,000,000 to Rudin), in which case the Vornado/Rudin JV would not participate in the new development.

FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2023 Business Developments - continued

Sunset Pier 94 Studios Joint Venture

FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2023 Business Developments - continued

Dispositions

Alexander's, Inc. ("Alexander's")

The Armory Show

Manhattan Retail Properties Sale

220 Central Park South (“220 CPS”)

Financing Activity

150 West 34th Street

697-703 Fifth Avenue (Fifth Avenue and Times Square JV)

512 West 22nd Street

On June 28, 2023, a joint venture, in which we have a 55% interest, completed a $129,250,000 refinancing of 512 West 22nd Street, a 173,000 square foot Manhattan office building. The interest-only loan bears a rate of SOFR plus 2.00% in year one and SOFR plus 2.35% thereafter. The loan matures in June 2025 with a one-year extension option subject to debt service coverage ratio, loan-to-value and debt yield requirements. The loan replaces the previous $137,124,000 loan that bore interest at LIBOR plus 1.85% and had an initial maturity of June 2023. In addition, the joint venture entered the interest rate cap arrangement detailed in the table on the following page.

825 Seventh Avenue

FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2023 Business Developments - continued

Financing Activity - continued

Interest Rate Swap and Cap Arrangements

We entered into the following interest rate swap and cap arrangements during the year ended December 31, 2023. See page 12 for further information on our interest rate swap and cap arrangements:

(Amounts in thousands)	Notional Amount<br>(at share)		All-In Swapped Rate	Expiration Date	Variable Rate Spread
Interest rate swaps:
555 California Street (effective 05/24)	$	840,000	6.03%	05/26	S+205
PENN 11 (effective 03/24)(1)	250,000		6.34%	10/25	S+206
Unsecured term loan(2)	150,000		5.12%	07/25	S+129
			Index Strike Rate
Interest rate caps:
1290 Avenue of the Americas (70.0% interest)(3)	$	665,000	1.00%	11/25	S+162
One Park Avenue (effective 3/24)	525,000		3.89%	03/25	S+122
640 Fifth Avenue (52.0% interest)	259,925		4.00%	05/24	S+111
731 Lexington Avenue office condominium (32.4% interest)	162,000		6.00%	06/24	Prime + 0
150 West 34th Street	75,000		5.00%	02/26	S+215
512 West 22nd Street (55.0% interest)	71,088		4.50%	06/25	S+200

______________________________

(3)In connection with the arrangement, we made a $63,100 up-front payment, of which $18,930 is attributable to noncontrolling interests.

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 December 31, 2023

840,000 square feet of New York Office space (475,000 square feet at share) at an initial rent of $100.33 per square foot and a weighted average lease term of 11.2 years. The changes in the GAAP and cash mark-to-market rent on the 449,000 square feet of second generation space were positive 3.9% and negative 9.4%, respectively. Tenant improvements and leasing commissions were $11.41 per square foot per annum, or 11.4% of initial rent.

41,000 square feet of New York Retail space (39,000 square feet at share) at an initial rent of $131.01 per square foot and a weighted average lease term of 11.1 years. The changes in the GAAP and cash mark-to-market rent on the 19,000 square feet of second generation space were positive 63.5% and positive 55.4%, respectively. Tenant improvements and leasing commissions were $29.58 per square foot per annum, or 22.6% of initial rent.

161,000 square feet at THE MART (all at share) at an initial rent of $49.89 per square foot and a weighted average lease term of 8.7 years. The changes in the GAAP and cash mark-to-market rent on the 132,000 square feet of second generation space were negative 0.5% and negative 5.7%, respectively. Tenant improvements and leasing commissions were $13.62 per square foot per annum, or 27.3% of initial rent.

For the Year Ended December 31, 2023

2,133,000 square feet of New York Office space (1,661,000 square feet at share) at an initial rent of $98.66 per square foot and a weighted average lease term of 10.0 years. The changes in the GAAP and cash mark-to-market rent on the 1,476,000 square feet of second generation space were positive 6.2% and negative 2.0%, respectively. Tenant improvements and leasing commissions were $7.44 per square foot per annum, or 7.5% of initial rent.

299,000 square feet of New York Retail space (239,000 square feet at share) at an initial rent of $118.47 per square foot and a weighted average lease term of 6.5 years. The changes in the GAAP and cash mark-to-market rent on the 131,000 square feet of second generation space were positive 20.7% and positive 18.8%, respectively. Tenant improvements and leasing commissions were $21.90 per square foot per annum, or 18.5% of initial rent.

337,000 square feet at THE MART (332,000 square feet at share) at an initial rent of $52.97 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 244,000 square feet of second generation space were negative 3.3% and negative 7.8%, respectively. Tenant improvements and leasing commissions were $11.44 per square foot per annum, or 21.6% of initial rent.

10,000 square feet at 555 California Street (7,000 square feet at share) at an initial rent of $134.70 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 4,000 square feet of second generation space were positive 12.8% and positive 2.4%, respectively. Tenant improvements and leasing commissions were $22.92 per square foot per annum, or 17.0% of initial rent.

UNSECURED NOTES COVENANT RATIOS AND CREDIT RATINGS (unaudited)
(Amounts in thousands)				As of
---	---	---	---	---	---
Unsecured Notes Covenant Ratios(1)	Required	December 31, 2023	September 30, <br>2023	June 30, <br>2023	March 31, <br>2023
Total outstanding debt/total assets(2)	Less than 65%	50%	50%	49%	50%
Secured debt/total assets	Less than 50%	33%	33%	33%	33%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense)	Greater than 1.50	2.15	2.17	2.30	2.24
Unencumbered assets/unsecured debt	Greater than 150%	320%	319%	320%	340%		Consolidated Unencumbered EBITDA(1) (non-GAAP):	Q4 2023<br>Annualized
---	---	---
New York	$	279,904
Other	107,640
Total	$	387,544		Credit Ratings(3):	Rating	Outlook
---	---	---
Moody’s	Ba1	Stable
S&P	BBB-	Negative
Fitch	BB+	Stable

________________________________

(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.

LIQUIDITY AND CAPITALIZATION (unaudited)
(Amounts in millions, except per share amounts)
Liquidity Snapshot(1)
---

(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 represent contractual debt balances. See reconciliation on page iv in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of December 31, 2023.
(3)	Based on the Vornado Realty Trust (NYSE: VNO) December 31, 2023 quarter end closing common share price of $28.25.

Company capitalization(2):	Amount		% Total
Consolidated mortgages payable (at 100%)	$	5,730	37%
Unsecured debt (contractual)	2,575		17%
Perpetual preferred shares/units	1,223		8%
Equity(3)	5,909		38%
Total	15,437		100%
Pro rata share of debt of non-consolidated entities	2,654
Less: Noncontrolling interests' share of consolidated debt	(682)
Total at share	$	17,409

NET DEBT TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in millions)
	As of and For the Year Ended December 31,
	2023			2022			2021			2020
Secured debt	$	5,730		$	5,878		$	6,099		$	5,608
Unsecured debt	2,575			2,575			2,575			1,825
Pro rata share of debt of non-consolidated entities	2,654			2,697			2,700			2,873
Less: Noncontrolling interests’ share of consolidated debt	(682)			(682)			(682)			(483)
Company’s pro rata share of total debt	$	10,277		$	10,468		$	10,692		$	9,823
% Unsecured debt	25%			25%			24%			19%
Company’s pro rata share of total debt	$	10,277		$	10,468		$	10,692		$	9,823
Less: Cash and cash equivalents and investments in U.S. Treasury bills	(997)			(1,362)			(1,760)			(1,624)
Less: Escrowed cash included within restricted cash on our balance sheet	(222)			(94)			(131)			(77)
Less: Pro rata share of unconsolidated partially owned entities’ cash and cash equivalents and escrowed cash	(296)			(316)			(291)			(283)
Plus: Noncontrolling interests’ share of cash and cash equivalents, escrowed cash and investments in U.S. Treasury bills	102			94			110			51
Less: Participation in 150 West 34th Street mortgage loan	—			(105)			(105)			(105)
Less: Projected cash proceeds from 220 Central Park South	(70)			(90)			(148)			(275)
Net debt	$	8,794		$	8,595		$	8,367		$	7,510
EBITDAre, as adjusted (non-GAAP)	$	1,081		$	1,091		$	949		$	910
Net debt / EBITDAre, as adjusted (non-GAAP)	8.1		x	7.9		x	8.8		x	8.3		x

See page ii in the Appendix for definitions of EBITDAre and net debt to EBITDAre, as adjusted. See reconciliation of net (loss) income to EBITDAre on page v in the Appendix and reconciliation of EBITDAre to EBITDAre, as adjusted on page vi in the Appendix.

DEBT SNAPSHOT (unaudited)
(Amounts in millions)
	As of December 31, 2023
	Total			Variable			Fixed(1)
(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(2)	$	8,304	3.94%	$	1,311	6.26%	$	6,993	3.50%
Pro rata share of debt of non-consolidated entities	2,655		5.38%	1,454		6.62%	1,201		3.87%
Total	10,959		4.28%	2,765		6.45%	8,194		3.55%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street)	(682)			(397)			(285)
Company's pro rata share of total debt	$	10,277	4.22%	$	2,368	6.31%	$	7,909	3.59%

As of December 31, 2023, $1,305 of variable rate debt (at share) is subject to interest rate cap arrangements, the $1,063 of variable rate debt not subject to interest rate cap arrangements represents 10% of our total pro rata share of debt. See the following page for details.

________________________________

(1) Includes variable rate debt with interest rates fixed by interest rate swap arrangements and the $950,000 1290 Avenue of the Americas mortgage loan which is subject to a 1.00% SOFR interest rate cap arrangement.

(2) See reconciliation on page iv in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of December 31, 2023.

HEDGING INSTRUMENTS AS OF DECEMBER 31, 2023 (unaudited)
(Amounts in thousands)
	Debt Information						Swap / Cap Information
	Balance at Share		Maturity Date(1)		Variable Rate Spread		Notional Amount at Share			Expiration Date		All-In Swapped Rate
Interest Rate Swaps:
Consolidated:
555 California Street mortgage loan
In-place swap	$	840,000		05/28		S+205	$	840,000			05/24	2.29%
Forward swap (effective 05/24)							840,000				05/26	6.03%
770 Broadway mortgage loan	700,000			07/27		S+225	700,000				07/27	4.98%
PENN 11 mortgage loan
In-place swap	500,000			10/25		S+206	500,000				03/24	2.22%
Forward swap (effective 05/24)(2)							250,000				10/25	6.34%
Unsecured revolving credit facility	575,000			12/27		S+114	575,000				08/27	3.87%
Unsecured term loan	800,000			12/27		S+129
Through 07/25							700,000				07/25	4.52%
07/25 through 10/26							550,000				10/26	4.35%
10/26 through 8/27							50,000				08/27	4.03%
100 West 33rd Street mortgage loan	480,000			06/27		S+165	480,000				06/27	5.06%
888 Seventh Avenue mortgage loan	259,800			12/25		S+180	200,000				09/27	4.76%
4 Union Square South mortgage loan	120,000			08/25		S+150	98,200				01/25	3.74%
Unconsolidated:
731 Lexington Avenue - retail condominium mortgage loan	97,200			08/25		S+151	97,200				05/25	1.76%
50-70 West 93rd Street mortgage loan	41,667			12/24		S+164	41,168				06/24	3.14%
Interest Rate Caps:												Index Strike Rate	Cash Interest Rate(3)	Effective Interest Rate(4)
Consolidated:
1290 Avenue of the Americas mortgage loan	$	665,000		11/28		S+162	$	665,000			11/25	1.00%	2.62%	5.94%
One Park Avenue mortgage loan	525,000			03/26		S+122	525,000				03/25	3.89%	5.11%	6.09%
150 West 34th Street mortgage loan	75,000			02/28		S+215	75,000				02/26	5.00%	7.15%	7.10%
606 Broadway mortgage loan	37,060			09/24		S+191	37,060				09/24	4.00%	5.91%	5.95%
Unconsolidated:
640 Fifth Avenue mortgage loan	259,925			05/24		S+111	259,925				05/24	4.00%	5.11%	6.03%
731 Lexington Avenue - office condominium mortgage loan	162,000			06/24		Prime+0	162,000				06/24	6.00%	6.00%	8.46%
61 Ninth Avenue mortgage loan(6)	75,543			01/26		S+146	75,543				02/24	4.39%	5.85%	6.02%
512 West 22nd Street mortgage loan	70,729			06/25		S+200	70,729				06/25	4.50%	6.50%	7.16%
Rego Park II mortgage loan	65,624			12/25		S+145	65,624				11/24	4.15%	5.60%	6.28%
Fashion Centre Mall/Washington Tower mortgage loan	34,125			05/26		S+305	34,125				05/24	3.89%	6.94%	6.98%
Debt subject to interest rate swaps and subject to a 1.00% SOFR interest rate cap							$	4,896,568
Variable rate debt subject to interest rate caps							1,305,006
Fixed rate debt per loan agreements							3,012,724
Variable rate debt not subject to interest rate swaps or caps							1,062,959		(5)
Total debt at share							$	10,277,257

________________________________

(1)Assumes the exercise of as-of-right extension options.

(3)Equals the sum of (i) the index rate in effect as of the most recent contractual reset date, adjusted for hedging instruments, and (ii) the contractual spread.

(4)Equals the sum of (i) the cash interest rate and (ii) the effect of amortization of the interest rate cap premium over the term.

(5)Our exposure to SOFR index increases is partially mitigated by an increase in interest income on our cash, cash equivalents and restricted cash.

(6)In February 2024, we entered into a 4.39% interest rate cap arrangement expiring January 2026 and effective upon expiration of the currently in-place cap.

See page 7 for details of interest rate hedging arrangements entered into during 2023.

CONSOLIDATED DEBT MATURITIES (CONTRACTUAL BALANCES) (unaudited)
(Amounts in millions)
Consolidated Debt Maturity Schedule(1) as of December 31, 2023<br><br>(Excludes pro rata share of JV debt)(2)
---

Consolidated (100%):
Secured	$	170		$	880		$	525		$	1,580		$	2,225		$	350
Unsecured	—			450			400			1,375			—			350
Total consolidated debt (100%)	$	170		$	1,330		$	925		$	2,955		$	2,225		$	700
% of total consolidated debt	2.0		%	16.0		%	11.1		%	35.6		%	26.8		%	8.5		%
Debt maturities at share:
Consolidated debt (100%)	$	170		$	1,330		$	925		$	2,955		$	2,225		$	700
Pro rata share of debt of non-consolidated entities	1,064			576			620			40			159			196
Less: Noncontrolling interests' share of consolidated debt	(37)			—			—			—			(645)			—
Total debt at share	$	1,197		$	1,906		$	1,545		$	2,995		$	1,739		$	896
% of total debt at share	11.6		%	18.5		%	15.0		%	29.1		%	16.9		%	8.9		%

_______________________________

(1)Assumes the exercise of as-of-right extension options. Debt classified as fixed rate includes the effect of interest rate swap arrangements which may expire prior to debt maturity, and the $950,000 1290 Avenue of the Americas mortgage loan which is subject to a 1.00% SOFR interest rate cap arrangement. See the previous page for information on interest rate swap arrangements.

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

CONSOLIDATED DEBT MATURITIES AT 100% (CONTRACTUAL BALANCES) (unaudited)
(Amounts in thousands)
Property	Maturity Date(1)	Spread over SOFR		Interest Rate(2)		2024		2025		2026		2027		2028		Thereafter		Total
Secured Debt:
435 Seventh Avenue	04/24		S+141	6.76%		$	95,696	$	—	$	—	$	—	$	—	$	—	$	95,696
606 Broadway (50.0% interest)	09/24		S+191	5.91%		74,119		—		—		—		—		—		74,119
4 Union Square South	08/25			4.30%		—		120,000		—		—		—		—		120,000
PENN 11	10/25			2.22%		—		500,000		—		—		—		—		500,000
888 Seventh Avenue(3)	12/25			5.31%		—		259,800		—		—		—		—		259,800
One Park Avenue	03/26			5.11%		—		—		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
150 West 34th Street	02/28			7.15%		—		—		—		—		75,000		—		75,000
555 California Street (70.0% interest)	05/28			3.83%		—		—		—		—		1,200,000		—		1,200,000
1290 Avenue of the Americas (70.0% interest)	11/28			2.62%		—		—		—		—		950,000		—		950,000
909 Third Avenue	04/31			3.23%		—		—		—		—		—		350,000		350,000
Total Secured Debt						169,815		879,800		525,000		1,580,000		2,225,000		350,000		5,729,615
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			3.87%	(4)	—		—		—		575,000		—		—		575,000
$800 Million unsecured term loan	12/27			4.79%	(4)	—		—		—		800,000		—		—		800,000
Senior unsecured notes due 2031	06/31			3.40%		—		—		—		—		—		350,000		350,000
Total Unsecured Debt						—		450,000		400,000		1,375,000		—		350,000		2,575,000
Total Debt						$	169,815	$	1,329,800	$	925,000	$	2,955,000	$	2,225,000	$	700,000	$	8,304,615
Weighted average rate						6.39%		3.44%		3.83%		4.58%		3.43%		3.32%		3.94%
Fixed rate debt(5)						$	—	$	1,248,200	$	400,000	$	2,855,000	$	1,790,000	$	700,000	$	6,993,200
Fixed weighted average rate expiring						0.00%		3.21%		2.15%		4.51%		2.47%		3.32%		3.50%
Floating rate debt						$	169,815	$	81,600	$	525,000	$	100,000	$	435,000	$	—	$	1,311,415
Floating weighted average rate expiring						6.39%		7.06%		5.11%		6.65%		7.37%		0.00%		6.26%

________________________________

(1)Assumes the exercise of as-of-right extension options.

(3)In December 2023, we entered into a loan modification pursuant to which principal amortization is waived for a period of time.

TOP 15 TENANTS (unaudited)
(Amounts in thousands, except square feet)
Tenants	Square Footage At Share	Annualized Escalated Rents<br><br>At Share(1)		% of Total Annualized Escalated Rents<br>At Share
Meta Platforms, Inc.	1,451,153	$	167,180	9.3	%
IPG and affiliates	1,044,715	69,186		3.9	%
Citadel	585,460	62,498		3.5	%
New York University	685,290	48,886		2.7	%
Google/Motorola Mobility (guaranteed by Google)	759,446	41,765		2.3	%
Bloomberg L.P.	306,768	41,279		2.3	%
Amazon (including its Whole Foods subsidiary)	312,694	30,699		1.7	%
Neuberger Berman Group LLC	306,612	28,184		1.6	%
Swatch Group USA	11,957	27,333		1.5	%
Madison Square Garden & Affiliates	408,031	27,326		1.5	%
AMC Networks, Inc.	326,717	25,830		1.4	%
LVMH Brands	65,060	25,442		1.4	%
Bank of America	247,459	25,320		1.4	%
Apple Inc.	412,434	24,076		1.3	%
Equitable Financial Life Insurance Company	211,247	20,992		1.2	%
				37.0	%

________________________________

LEASE EXPIRATIONS (unaudited)
(Amounts in thousands)		Our Share of Square Feet of Expiring Leases<br>As of December 31, 2023
---

New York Office	936	586	1,163	1,301	1,044	1,241	643	891	958	502	5,012
New York Retail	208	50	82	32	32	53	153	68	57	17	368
THE MART	244	212	288	184	705	133	47	299	420	54	273
555 California Street	65	274	238	65	112	120	109	—	5	15	173
Total	1,453	1,122	1,771	1,582	1,893	1,547	952	1,258	1,440	588	5,826
% of total	7.5%	5.8%	9.1%	8.1%	9.7%	8.0%	4.9%	6.5%	7.4%	3.0%	30.0%

_______________________________

(1) Includes month-to-month leases, holdover tenants, and leases expiring on the last day of the current quarter.

DEVELOPMENT/REDEVELOPMENT - ACTIVE PROJECTS
(Amounts in thousands, except square feet)
		(at Vornado’s share)								Projected Incremental<br>Cash Yield
New York segment:	Property<br>Rentable<br>Sq. Ft.	Budget			Cash Amount<br>Expended		Remaining Expenditures		Stabilization Year
PENN District:
PENN 2	1,795,000	$	750,000		$	638,959	$	111,041	2026		9.5%
Districtwide Improvements	N/A	100,000			47,424		52,576		N/A		N/A
Total PENN District		850,000		(1)	686,383		163,617
Sunset Pier 94 Studios (49.9% interest)(2)	266,000	125,000		(2)	7,994		117,006		2026		10.3%
Total Active Development Projects		$	975,000		$	694,377	$	280,623

________________________________

(1)Excluding debt and equity carry.

APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS

FIXED INCOME SUPPLEMENTAL DEFINITIONS

The fixed income 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 within this supplemental package.

EBITDAre - 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 EBITDAre 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 entities 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 entities. 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.

Net Debt to EBITDAre, as adjusted - Net debt to EBITDAre, as adjusted represents the ratio of net debt to annualized EBITDAre, as adjusted. Net debt is calculated as (i) the Company’s consolidated debt less noncontrolling interests’ share of consolidated debt plus the Company’s pro rata share of debt of unconsolidated entities less (ii) the Company’s consolidated cash and cash equivalents, cash held in escrow and investments in U.S. Treasury bills less noncontrolling interests’ share of these amounts plus the Company’s pro rata share of these amounts for unconsolidated entities. Cash held in escrow represents cash escrowed under loan agreements including for debt service, real estate taxes, property insurance, and capital improvements, and the Company is not able to direct the use of this cash. The availability of cash and cash equivalents for use in debt reduction cannot be assumed, as the Company may use its cash and cash equivalents for other purposes. Further, the Company may not be able to direct the use of its pro rata share of cash and cash equivalents of unconsolidated entities.The Company discloses net debt to EBITDAre, as adjusted because management believes it is useful to investors as a supplemental measure in evaluating the Company’s balance sheet leverage. Net debt to EBITDAre, as adjusted may not be comparable to similarly titled measures employed by other companies.

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) 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 Year Ended
	December 31,				December 31,
	2023		2022		2023		2022
Net (loss) income attributable to common shareholders	$	(61,013)	$	(493,280)	$	43,378	$	(408,615)
Per diluted share	$	(0.32)	$	(2.57)	$	0.23	$	(2.13)
Certain expense (income) items that impact net (loss) income attributable to common shareholders:
Real estate impairment losses on wholly owned and partially owned assets	$	72,664	$	595,488	$	73,289	$	595,488
Our share of (income) loss from real estate fund investments	(13,638)		463		(14,379)		(1,671)
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units and ancillary amenities	(5,786)		(29,773)		(11,959)		(35,858)
Credit losses on investments	8,269		—		8,269		—
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary)	3,526		3,482		11,722		13,665
Change in deferred tax assets related to taxable REIT subsidiaries	1,926		(2,971)		(188)		(4,304)
Net gain on contribution of Pier 94 leasehold interest to joint venture	—		—		(35,968)		—
After-tax net gain on sale of The Armory Show	—		—		(17,076)		—
Our share of Alexander's, Inc. ("Alexander's") gain on sale of Rego Park III land parcel	—		—		(16,396)		—
Other	8,252		(15,198)		10,530		8,053
	75,213		551,491		7,844		575,373
Noncontrolling interests' share of above adjustments and assumed conversion of dilutive potential common shares	(6,160)		(38,257)		64		(40,290)
Total of certain expense (income) items that impact net (loss) income attributable to common shareholders	69,053		513,234		7,908		535,083
Net income attributable to common shareholders, as adjusted (non-GAAP)	$	8,040	$	19,954	$	51,286	$	126,468
Per diluted share (non-GAAP)	$	0.04	$	0.10	$	0.27	$	0.66

iii

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
	As of December 31, 2023
	Consolidated<br>Debt, Net		Deferred Financing<br>Costs, Net and Other		Consolidated Contractual Debt
Mortgages payable	$	5,688,020	$	41,595	$	5,729,615
Senior unsecured notes	1,193,873		6,127		1,200,000
$800 Million unsecured term loan	794,559		5,441		800,000
$2.5 Billion unsecured revolving credit facilities	575,000		—		575,000
	$	8,251,452	$	53,163	$	8,304,615

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) INCOME TO EBITDAre (unaudited)
(Amounts in thousands)			For the Three Months Ended December 31,				For the Year Ended December 31,
---	---	---	---	---	---	---	---	---	---	---
	2023		2022		2023		2022		2021
Reconciliation of net (loss) income to EBITDAre (non-GAAP):
Net (loss) income	$	(100,613)	$	(525,002)	$	32,888	$	(382,612)	$	207,553
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries	49,717		10,493		75,967		5,737		(24,014)
Net (loss) income attributable to the Operating Partnership	(50,896)		(514,509)		108,855		(376,875)		183,539
EBITDAre adjustments at share:
Depreciation and amortization expense	126,685		155,524		499,357		593,322		526,539
Interest and debt expense	114,727		111,848		458,400		362,321		297,116
Real estate impairment losses	72,664		595,488		73,289		595,488		7,880
Income tax expense (benefit)	8,589		7,913		30,465		23,404		(9,813)
Net gains on sale of real estate	—		(30,397)		(72,955)		(58,920)		(15,675)
EBITDAre at share	271,769		325,867		1,097,411		1,138,740		989,586
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries	(3,157)		18,137		39,405		71,786		75,987
EBITDAre (non-GAAP)	$	268,612	$	344,004	$	1,136,816	$	1,210,526	$	1,065,573

NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
	For the Three Months Ended December 31,				For the Year Ended December 31,
	2023		2022		2023		2022		2021
EBITDAre (non-GAAP)	$	268,612	$	344,004	$	1,136,816	$	1,210,526	$	1,065,573
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries	3,157		(18,137)		(39,405)		(71,786)		(75,987)
Certain (income) expense items that impact EBITDAre:
Our share of (income) loss from real estate fund investments	(13,638)		463		(14,379)		(1,671)		(3,757)
Gain on sale of 220 CPS condominium units and ancillary amenities	(6,607)		(34,844)		(14,127)		(41,874)		(50,318)
Credit losses on investments	8,269		—		8,269		—		—
Net gains on disposition of wholly owned and partially owned assets	—		(17,372)		(1,018)		(17,372)		(643)
Other	8,284		7,157		5,176		12,741		14,108
Total of certain (income) expense items that impact EBITDAre	(3,692)		(44,596)		(16,079)		(48,176)		(40,610)
EBITDAre, as adjusted (non-GAAP)	$	268,077	$	281,271	$	1,081,332	$	1,090,564	$	948,976