8-K

VORNADO REALTY TRUST (VNO)

8-K 2024-05-06 For: 2024-05-06
View Original
Added on April 05, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

May 6, 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. 13-3925979
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
888 Seventh Avenue
--- --- ---
New York, New York 10019
(Address of Principal Executive offices) (Zip Code)

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

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

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

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

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

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

All values are in US Dollars.

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

Emerging growth company ☐

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

Item 2.02. Results of Operations and Financial Condition.

On May 6, 2024, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the first quarter of 2024.  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 May 6, 2024
99.2 Vornado Realty Trust supplemental operating and financial data for the quarter ended March 31, 2024
99.3 Vornado Realty Trust supplemental fixed income data for the quarter ended March 31, 2024
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: May 6, 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: May 6, 2024

3

Document

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

Vornado Announces First Quarter 2024 Financial Results

New York City | May 6, 2024

Vornado Realty Trust (NYSE: VNO) reported today:

Quarter Ended March 31, 2024 Financial Results

NET LOSS attributable to common shareholders for the quarter ended March 31, 2024 was $9,034,000, or $0.05 per diluted share, compared to net income attributable to common shareholders of $5,168,000, or $0.03 per diluted share, for the prior year's quarter.

FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended March 31, 2024 was $104,129,000, or $0.53 per diluted share, compared to $119,083,000, or $0.61 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table below, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the quarter ended March 31, 2024 was $108,847,000, or $0.55 per diluted share, and $116,288,000, or $0.60 per diluted share, for the prior year's quarter.

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>March 31,
2024 2023
FFO attributable to common shareholders plus assumed conversions (non-GAAP)(1) $ 104,129 $ 119,083
Per diluted share (non-GAAP) $ 0.53 $ 0.61
Certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions:
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary) $ 4,134 $ 2,875
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units and ancillary amenities (6,173)
Other 1,009 288
5,143 (3,010)
Noncontrolling interests' share of above adjustments (425) 215
Total of certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions, net $ 4,718 $ (2,795)
Per diluted share (non-GAAP) $ 0.02 $ (0.01)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 108,847 $ 116,288
Per diluted share (non-GAAP) $ 0.55 $ 0.60

________________________________

(1)See page 9 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 ended March 31, 2024 and 2023.

NYSE: VNO WWW.VNO.COM PAGE 1 OF 14

FFO, as Adjusted Bridge - Q1 2024 vs. Q1 2023

The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2023 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2024:

(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 March 31, 2023 $ 116.3 $ 0.60
(Decrease) increase in FFO, as adjusted due to:
Lease expirations, rent commencement, and other tenant related items (4.5)
Change in interest expense, net of interest income (3.9)
Reduced general and administrative expense (primarily stock compensation) 3.6
Other, net (1.9)
(6.7)
Noncontrolling interests' share of above items and impact of assumed conversions of convertible securities (0.8)
Net decrease (7.5) (0.05)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2024 $ 108.8 $ 0.55

See page 9 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 ended March 31, 2024 and 2023. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on the previous page.

NYSE: VNO WWW.VNO.COM PAGE 2 OF 14

Financing Activity

280 Park Avenue

On April 4, 2024, a joint venture, in which we have a 50% interest, amended and extended the $1,075,000,000 mortgage loan on 280 Park Avenue. The maturity date on the amended loan was extended to September 2026, with options to fully extend to September 2028, subject to certain conditions. The interest rate on the amended loan remains at SOFR plus 1.78%. Additionally, on April 4, 2024, the joint venture amended and extended the $125,000,000 mezzanine loan, and subsequently repaid the loan for $62,500,000.

435 Seventh Avenue

On April 9, 2024, we completed a $75,000,000 refinancing of 435 Seventh Avenue, of which $37,500,000 is recourse to the Operating Partnership. The interest-only loan bears a rate of SOFR plus 2.10% and matures in April 2028. The interest rate on the loan was swapped to a fixed rate of 6.96% through April 2026. The loan replaces the previous $95,696,000 fully recourse loan, which bore interest at SOFR plus 1.41%.

Unsecured Revolving Credit Facility

On May 3, 2024, we extended one of our two unsecured revolving credit facilities to April 2029 (as fully extended). The new $915,000,000 facility replaces the existing $1.25 billion facility that was due to mature in April 2026. The new facility currently bears interest at a rate of SOFR plus 1.20% with a facility fee of 25 basis points. Our $1.25 billion revolving credit facility matures in December 2027 (as fully extended) and has an interest rate of SOFR plus 1.14% and a facility fee of 25 basis points.

Interest Rate Swap and Cap Arrangements

We entered into the following interest rate swap and cap arrangements during the three months ended March 31, 2024:

(Amounts in thousands) Notional Amount<br>(at share) All-In Swapped Rate Expiration Date Variable Rate Spread
Interest rate swaps:
PENN 11(1) $ 250,000 6.21% 10/25 S+206
Index Strike Rate
Interest rate caps:
61 Ninth Avenue (45.1% interest) $ 75,543 4.39% 01/26 S+146

________________________________

(1)Together with the existing $250,000 swap arrangement on the $500,000 PENN 11 mortgage loan, the loan will bear interest at an all-in swapped rate of 6.28% through October 2025.

Dispositions

On April 12, 2024, we closed on the sale of two condominium units at 220 CPS for net proceeds of $31,605,000; four units remain unsold.

Alexander’s

On May 3, 2024, Alexander’s, Inc. (“Alexander’s”), in which we own a 32.4% common equity interest, and Bloomberg L.P. reached an agreement to extend the leases covering approximately 947,000 square feet at 731 Lexington Avenue that were scheduled to expire in February 2029 for a term of eleven years to February 2040.

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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 March 31, 2024:

•291,000 square feet of New York Office space (250,000 square feet at share) at an initial rent of $89.23 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 95,000 square feet of second generation space were positive 2.8% and positive 2.4%, respectively. Tenant improvements and leasing commissions were $12.98 per square foot per annum, or 14.5% of initial rent.

•36,000 square feet of New York Retail space (33,000 square feet at share) at an initial rent of $253.83 per square foot and a weighted average lease term of 3.8 years. The changes in the GAAP and cash mark-to-market rent on the 27,000 square feet of second generation space were positive 4.4% and negative 18.1%, respectively. Tenant improvements and leasing commissions were $29.16 per square foot per annum, or 11.5% of initial rent.

•51,000 square feet at THE MART (all at share) at an initial rent of $64.02 per square foot and a weighted average lease term of 4.5 years. The changes in the GAAP and cash mark-to-market rent on the 43,000 square feet of second generation space were positive 6.4% and negative 0.1%, respectively. Tenant improvements and leasing commissions were $8.37 per square foot per annum, or 13.1% of initial rent.

•41,000 square feet at 315 Montgomery Street in San Francisco (29,000 square feet at share) at an initial rent of $67.57 per square foot and a weighted average lease term of 5.4 years. The changes in the GAAP and cash mark-to-market rent on the 29,000 square feet of second generation space were negative 25.3% and negative 30.1%, respectively. Tenant improvements and leasing commissions were $4.01 per square foot per annum, or 5.9% of initial rent.

Occupancy

(At Vornado's share) New York THE MART 555 California Street
Total Office Retail
Occupancy as of March 31, 2024 88.2 % 89.3 % 75.0 % 77.6 % 94.5 %

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

Total New York THE MART 555 California Street
Same store NOI at share % decrease(1):
Three months ended March 31, 2024 compared to March 31, 2023 (4.8) % (4.6) % (10.0) % (2.4) %
Three months ended March 31, 2024 compared to December 31, 2023 (6.5) % (6.7) % (0.3) % (8.8) %
Same store NOI at share - cash basis % decrease(1):
Three months ended March 31, 2024 compared to March 31, 2023 (5.0) % (5.1) % (3.3) % (4.4) %
Three months ended March 31, 2024 compared to December 31, 2023 (6.3) % (6.4) % (3.7) % (7.3) %

____________________

(1)See pages 11 through 14 for same store NOI at share and same store NOI at share - cash basis reconciliations.

NYSE: VNO WWW.VNO.COM PAGE 4 OF 14

NOI At Share & NOI At Share - Cash Basis:

The elements of our New York and Other NOI at share and NOI at share - cash basis for the three months ended March 31, 2024 and 2023 and the three months ended December 31, 2023 are summarized below.

(Amounts in thousands) For the Three Months Ended
March 31, December 31, 2023
2024 2023
NOI at share:
New York:
Office(1) $ 167,988 $ 174,270 $ 182,769
Retail 47,466 47,196 47,378
Residential 5,968 5,458 5,415
Alexander's 11,707 9,070 12,013
Total New York 233,129 235,994 247,575
Other:
THE MART 14,486 15,409 14,516
555 California Street 16,529 16,929 18,125
Other investments 4,980 5,151 6,880
Total Other 35,995 37,489 39,521
NOI at share $ 269,124 $ 273,483 $ 287,096
NOI at share - cash basis:
--- --- --- --- --- --- ---
New York:
Office(1) $ 166,370 $ 182,081 $ 183,742
Retail 43,873 44,034 46,491
Residential 5,690 5,051 5,137
Alexander's 14,861 9,861 11,059
Total New York 230,794 241,027 246,429
Other:
THE MART 14,949 14,675 15,511
555 California Street 16,938 17,718 18,265
Other investments 4,932 5,115 7,012
Total Other 36,819 37,508 40,788
NOI at share - cash basis $ 267,613 $ 278,535 $ 287,217

________________________________

(1)Includes Building Maintenance Services NOI of $7,217, $6,289 and $6,424, respectively, for the three months ended March 31, 2024 and 2023 and December 31, 2023.

NYSE: VNO WWW.VNO.COM PAGE 5 OF 14

Active Development/Redevelopment Summary as of March 31, 2024:

(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 $ 659,108 $ 90,892 2026 9.5%
Districtwide Improvements N/A 100,000 52,785 47,215 N/A N/A
Total PENN District 850,000 (1) 711,893 138,107
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 $ 719,887 $ 255,113

________________________________

(1)Excluding debt and equity carry.

(2)Represents our 49.9% share of the $350,000 development budget, excluding the $40,000 value of our contributed leasehold interest and net of an estimated $9,000 for our share of development fees and reimbursement for overhead costs incurred by us. $34,000 will be funded via cash contributions, of which $7,994 has been funded as of March 31, 2024.

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, May 7, 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 5722274. 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. 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.

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VORNADO REALTY TRUST

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands) As of Increase<br>(Decrease)
March 31, 2024 December 31, 2023
ASSETS
Real estate, at cost:
Land $ 2,436,221 $ 2,436,221 $
Buildings and improvements 10,017,573 9,952,954 64,619
Development costs and construction in progress 1,322,810 1,281,076 41,734
Leasehold improvements and equipment 131,762 130,953 809
Total 13,908,366 13,801,204 107,162
Less accumulated depreciation and amortization (3,837,679) (3,752,827) (84,852)
Real estate, net 10,070,687 10,048,377 22,310
Right-of-use assets 678,951 680,044 (1,093)
Cash, cash equivalents, and restricted cash
Cash and cash equivalents 892,652 997,002 (104,350)
Restricted cash 256,268 264,582 (8,314)
Total 1,148,920 1,261,584 (112,664)
Tenant and other receivables 76,627 69,543 7,084
Investments in partially owned entities 2,599,134 2,610,558 (11,424)
220 CPS condominium units ready for sale 36,578 35,941 637
Receivable arising from the straight-lining of rents 706,280 701,666 4,614
Deferred leasing costs, net 355,790 355,010 780
Identified intangible assets, net 124,887 127,082 (2,195)
Other assets 409,311 297,860 111,451
Total assets $ 16,207,165 $ 16,187,665 $ 19,500
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,690,639 $ 5,688,020 $ 2,619
Senior unsecured notes, net 1,194,383 1,193,873 510
Unsecured term loan, net 794,906 794,559 347
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 737,500 732,859 4,641
Accounts payable and accrued expenses 388,988 411,044 (22,056)
Deferred revenue 30,877 32,199 (1,322)
Deferred compensation plan 108,919 105,245 3,674
Other liabilities 308,643 311,132 (2,489)
Total liabilities 9,829,855 9,843,931 (14,076)
Redeemable noncontrolling interests 643,142 638,448 4,694
Shareholders' equity 5,539,087 5,509,064 30,023
Noncontrolling interests in consolidated subsidiaries 195,081 196,222 (1,141)
Total liabilities, redeemable noncontrolling interests and equity $ 16,207,165 $ 16,187,665 $ 19,500 NYSE: VNO WWW.VNO.COM PAGE 7 OF 14
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VORNADO REALTY TRUST

OPERATING RESULTS

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>March 31,
2024 2023
Revenues $ 436,375 $ 445,923
Net (loss) income $ (6,273) $ 11,198
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 11,982 9,928
Operating Partnership 786 (429)
Net income attributable to Vornado 6,495 20,697
Preferred share dividends (15,529) (15,529)
Net (loss) income attributable to common shareholders $ (9,034) $ 5,168
(Loss) income per common share - basic:
Net (loss) income per common share $ (0.05) $ 0.03
Weighted average shares outstanding 190,429 191,869
(Loss) income per common share - diluted:
Net (loss) income per common share $ (0.05) $ 0.03
Weighted average shares outstanding 190,429 191,881
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 104,129 $ 119,083
Per diluted share (non-GAAP) $ 0.53 $ 0.61
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 108,847 $ 116,288
Per diluted share (non-GAAP) $ 0.55 $ 0.60
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share 196,481 194,409

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. 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 1 of this press release.

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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>March 31,
2024 2023
Net (loss) income attributable to common shareholders $ (9,034) $ 5,168
Per diluted share $ (0.05) $ 0.03
FFO adjustments:
Depreciation and amortization of real property $ 96,783 $ 94,792
Our share of partially owned entities:
Depreciation and amortization of real property 26,163 27,469
122,946 122,261
Noncontrolling interests' share of above adjustments (10,171) (8,746)
FFO adjustments, net $ 112,775 $ 113,515
FFO attributable to common shareholders $ 103,741 $ 118,683
Impact of assumed conversion of dilutive convertible securities 388 400
FFO attributable to common shareholders plus assumed conversions $ 104,129 $ 119,083
Per diluted share $ 0.53 $ 0.61
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding 190,429 191,869
Effect of dilutive securities:
Share-based payment awards 4,204 70
Convertible securities 1,848 2,470
Denominator for FFO per diluted share 196,481 194,409
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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 ended March 31, 2024 and 2023 and the three months ended December 31, 2023.

(Amounts in thousands) For the Three Months Ended
March 31, December 31, 2023
2024 2023
Net (loss) income $ (6,273) $ 11,198 $ (100,613)
Depreciation and amortization expense 108,659 106,565 110,197
General and administrative expense 37,897 41,595 46,040
Transaction related costs, impairment losses and other 653 658 49,190
(Income) loss from partially owned entities (16,279) (16,666) 33,518
Interest and other investment income, net (11,724) (9,584) (5,833)
Interest and debt expense 90,478 86,237 87,695
Net gains on disposition of wholly owned and partially owned assets (7,520) (6,607)
Income tax expense 6,740 4,667 8,374
NOI from partially owned entities 70,369 68,097 74,819
NOI attributable to noncontrolling interests in consolidated subsidiaries (11,396) (11,764) (9,684)
NOI at share 269,124 273,483 287,096
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (1,511) 5,052 121
NOI at share - cash basis $ 267,613 $ 278,535 $ 287,217

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.

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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 March 31, 2024 compared to March 31, 2023.

(Amounts in thousands) Total New York THE MART 555 California Street Other
NOI at share for the three months ended March 31, 2024 $ 269,124 $ 233,129 $ 14,486 $ 16,529 $ 4,980
Less NOI at share from:
Development properties (7,958) (7,958)
Other non-same store income, net (6,045) (1,058) (7) (4,980)
Same store NOI at share for the three months ended March 31, 2024 $ 255,121 $ 224,113 $ 14,479 $ 16,529 $
NOI at share for the three months ended March 31, 2023 $ 273,483 $ 235,994 $ 15,409 $ 16,929 $ 5,151
Less NOI at share from:
Dispositions 114 (570) 684
Development properties (4,331) (4,331)
Other non-same store (income) expense, net (1,414) 3,737 (5,151)
Same store NOI at share for the three months ended March 31, 2023 $ 267,852 $ 234,830 $ 16,093 $ 16,929 $
Decrease in same store NOI at share $ (12,731) $ (10,717) $ (1,614) $ (400) $
% decrease in same store NOI at share (4.8) % (4.6) % (10.0) % (2.4) % 0.0 % NYSE: VNO WWW.VNO.COM PAGE 11 OF 14
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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 March 31, 2024 compared to March 31, 2023.

(Amounts in thousands) Total New York THE MART 555 California Street Other
NOI at share - cash basis for the three months ended March 31, 2024 $ 267,613 $ 230,794 $ 14,949 $ 16,938 $ 4,932
Less NOI at share - cash basis from:
Development properties (5,970) (5,970)
Other non-same store income, net (6,602) (1,663) (7) (4,932)
Same store NOI at share - cash basis for the three months ended March 31, 2024 $ 255,041 $ 223,161 $ 14,942 $ 16,938 $
NOI at share - cash basis for the three months ended March 31, 2023 $ 278,535 $ 241,027 $ 14,675 $ 17,718 $ 5,115
Less NOI at share - cash basis from:
Dispositions 47 (728) 775
Development properties (4,146) (4,146)
Other non-same store income, net (6,069) (954) (5,115)
Same store NOI at share - cash basis for the three months ended March 31, 2023 $ 268,367 $ 235,199 $ 15,450 $ 17,718 $
Decrease in same store NOI at share - cash basis $ (13,326) $ (12,038) $ (508) $ (780) $
% decrease in same store NOI at share - cash basis (5.0) % (5.1) % (3.3) % (4.4) % 0.0 % NYSE: VNO WWW.VNO.COM PAGE 12 OF 14
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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 three months ended March 31, 2024 compared to December 31, 2023.

(Amounts in thousands) Total New York THE MART 555 California Street Other
NOI at share for the three months ended March 31, 2024 $ 269,124 $ 233,129 $ 14,486 $ 16,529 $ 4,980
Less NOI at share from:
Development properties (7,958) (7,958)
Other non-same store income, net (5,685) (698) (7) (4,980)
Same store NOI at share for the three months ended March 31, 2024 $ 255,481 $ 224,473 $ 14,479 $ 16,529 $
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:
Development properties (6,833) (6,833)
Other non-same store (income) expense, net (7,089) (219) 10 (6,880)
Same store NOI at share for the three months ended December 31, 2023 $ 273,174 $ 240,523 $ 14,526 $ 18,125 $
Decrease in same store NOI at share $ (17,693) $ (16,050) $ (47) $ (1,596) $
% decrease in same store NOI at share (6.5) % (6.7) % (0.3) % (8.8) % 0.0 % NYSE: VNO WWW.VNO.COM PAGE 13 OF 14
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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 March 31, 2024 compared to December 31, 2023.

(Amounts in thousands) Total New York THE MART 555 California Street Other
NOI at share - cash basis for the three months ended March 31, 2024 $ 267,613 $ 230,794 $ 14,949 $ 16,938 $ 4,932
Less NOI at share - cash basis from:
Development properties (5,970) (5,970)
Other non-same store income, net (6,241) (1,302) (7) (4,932)
Same store NOI at share - cash basis for the three months ended March 31, 2024 $ 255,402 $ 223,522 $ 14,942 $ 16,938 $
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:
Development properties (6,011) (6,011)
Other non-same store (income) expense, net (8,568) (1,566) 10 (7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023 $ 272,638 $ 238,852 $ 15,521 $ 18,265 $
Decrease in same store NOI at share - cash basis $ (17,236) $ (15,330) $ (579) $ (1,327) $
% decrease in same store NOI at share - cash basis (6.3) % (6.4) % (3.7) % (7.3) % 0.0 %
NYSE: VNO WWW.VNO.COM PAGE 14 OF 14
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Document

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INDEX
Page
BUSINESS DEVELOPMENTS 3
FINANCIAL INFORMATION
Financial Highlights 4
FFO, As Adjusted Bridge 5
Consolidated Balance Sheets 6
Net (Loss) Income Attributable to Common Shareholders (Consolidated and by Segment) 7 - 8
Net Operating Income at Share and Net Operating Income at Share - Cash Basis (by Segment and by Subsegment) 9 - 10
Same Store NOI at Share and Same Store NOI at Share - Cash Basis 11
DEVELOPMENT/REDEVELOPMENT - ACTIVE PROJECTS AND FUTURE OPPORTUNITIES 12
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity 13
Lease Expirations 14 - 16
CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS 17
UNCONSOLIDATED JOINT VENTURES 18 - 19
DEBT AND CAPITALIZATION
Capital Structure 20
Common Shares Data 21
Debt Analysis 22
Hedging Instruments 23
Consolidated Debt Maturities 24
PROPERTY STATISTICS
Top 30 Tenants 25
Square Footage 26
Occupancy and Residential Statistics 27
Ground Leases 28
Property Table 29 - 37
EXECUTIVE OFFICERS AND RESEARCH COVERAGE 38
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS
Definitions i
Reconciliations ii - xiii

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. 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 Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and the Company’s Supplemental Fixed Income Data package for the quarter ended March 31, 2024, both of which can be accessed at the Company’s website www.vno.com.

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BUSINESS DEVELOPMENTS

Financing Activity

280 Park Avenue

On April 4, 2024, a joint venture, in which we have a 50% interest, amended and extended the $1,075,000,000 mortgage loan on 280 Park Avenue. The maturity date on the amended loan was extended to September 2026, with options to fully extend to September 2028, subject to certain conditions. The interest rate on the amended loan remains at SOFR plus 1.78%. Additionally, on April 4, 2024, the joint venture amended and extended the $125,000,000 mezzanine loan, and subsequently repaid the loan for $62,500,000.

435 Seventh Avenue

On April 9, 2024, we completed a $75,000,000 refinancing of 435 Seventh Avenue, of which $37,500,000 is recourse to the Operating Partnership. The interest-only loan bears a rate of SOFR plus 2.10% and matures in April 2028. The interest rate on the loan was swapped to a fixed rate of 6.96% through April 2026. The loan replaces the previous $95,696,000 fully recourse loan, which bore interest at SOFR plus 1.41%.

Unsecured Revolving Credit Facility

On May 3, 2024, we extended one of our two unsecured revolving credit facilities to April 2029 (as fully extended). The new $915,000,000 facility replaces the existing $1.25 billion facility that was due to mature in April 2026. The new facility currently bears interest at a rate of SOFR plus 1.20% with a facility fee of 25 basis points. Our $1.25 billion revolving credit facility matures in December 2027 (as fully extended) and has an interest rate of SOFR plus 1.14% and a facility fee of 25 basis points.

Interest Rate Swap and Cap Arrangements

We entered into the following interest rate swap and cap arrangements during the three months ended March 31, 2024. See page 23 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:
PENN 11(1) $ 250,000 6.21% 10/25 S+206
Index Strike Rate
Interest rate caps:
61 Ninth Avenue (45.1% interest) $ 75,543 4.39% 01/26 S+146

____________________

(1)Together with the existing $250,000 swap arrangement on the $500,000 PENN 11 mortgage loan, the loan will bear interest at an all-in swapped rate of 6.28% through October 2025.

Dispositions

On April 12, 2024, we closed on the sale of two condominium units at 220 Central Park South (“220 CPS”) for net proceeds of $31,605,000; four units remain unsold.

Alexander’s

On May 3, 2024, Alexander’s, Inc. (“Alexander’s”), in which we own a 32.4% common equity interest, and Bloomberg L.P. reached an agreement to extend the leases covering approximately 947,000 square feet at 731 Lexington Avenue that were scheduled to expire in February 2029 for a term of eleven years to February 2040.

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FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended
March 31, December 31, 2023
2024 2023
Total revenues $ 436,375 $ 445,923 $ 441,886
Net (loss) income attributable to common shareholders $ (9,034) $ 5,168 $ (61,013)
Per common share:
Basic $ (0.05) $ 0.03 $ (0.32)
Diluted $ (0.05) $ 0.03 $ (0.32)
FFO attributable to common shareholders plus assumed conversions, as adjusted<br><br>(non-GAAP) $ 108,847 $ 116,288 $ 123,751
Per diluted share (non-GAAP) $ 0.55 $ 0.60 $ 0.63
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 104,129 $ 119,083 $ 121,105
FFO - Operating Partnership ("OP") basis (non-GAAP) $ 113,485 $ 128,229 $ 131,871
Per diluted share (non-GAAP) $ 0.53 $ 0.61 $ 0.62
Dividends per common share $ (1) $ 0.375 $ 0.30
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted) N/A (1) 62.5 % 47.6 %
FAD payout ratio N/A (1) 85.2 % 75.0 %
Weighted average VNO common shares outstanding 190,429 191,874 190,364
Redeemable Class A units and LTIP Unit awards 17,174 14,789 16,976
Weighted average VRLP Class A units outstanding 207,603 206,663 207,340
Dilutive share based payment awards 4,204 71 2,857
Redeemable preferred units - common share equivalents 1,875 2,470 2,104
Weighted average VRLP Class A units outstanding - diluted 213,682 209,204 212,301

________________________________

(1)We anticipate that we will pay a common share dividend for 2024 in the fourth quarter, subject to approval by our Board of Trustees.

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

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| FFO, AS ADJUSTED BRIDGE - Q1 2024 VS. Q1 2023 (unaudited) | | --- || (Amounts in millions, except per share amounts) | FFO, as Adjusted | | | | | --- | --- | --- | --- | --- | | | Amount | | Per Share | | | FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months March 31, 2023 | $ | 116.3 | $ | 0.60 | | (Decrease) increase in FFO, as adjusted due to: | | | | | | Lease expirations, rent commencement, and other tenant related items | (4.5) | | | | | Change in interest expense, net of interest income | (3.9) | | | | | Reduced general and administrative expense (primarily stock compensation) | 3.6 | | | | | Other, net | (1.9) | | | | | | (6.7) | | | | | Noncontrolling interests' share of above items and impact of assumed conversions of convertible securities | (0.8) | | | | | Net decrease | (7.5) | | (0.05) | | | FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2024 | $ | 108.8 | $ | 0.55 |

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

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CONSOLIDATED BALANCE SHEETS (unaudited)
(Amounts in thousands)
As of Increase<br>(Decrease)
March 31, 2024 December 31, 2023
ASSETS
Real estate, at cost:
Land $ 2,436,221 $ 2,436,221 $
Buildings and improvements 10,017,573 9,952,954 64,619
Development costs and construction in progress 1,322,810 1,281,076 41,734
Leasehold improvements and equipment 131,762 130,953 809
Total 13,908,366 13,801,204 107,162
Less accumulated depreciation and amortization (3,837,679) (3,752,827) (84,852)
Real estate, net 10,070,687 10,048,377 22,310
Right-of-use assets 678,951 680,044 (1,093)
Cash, cash equivalents, and restricted cash
Cash and cash equivalents 892,652 997,002 (104,350)
Restricted cash 256,268 264,582 (8,314)
Total 1,148,920 1,261,584 (112,664)
Tenant and other receivables 76,627 69,543 7,084
Investments in partially owned entities 2,599,134 2,610,558 (11,424)
220 CPS condominium units ready for sale 36,578 35,941 637
Receivable arising from the straight-lining of rents 706,280 701,666 4,614
Deferred leasing costs, net 355,790 355,010 780
Identified intangible assets, net 124,887 127,082 (2,195)
Other assets 409,311 297,860 111,451
Total assets $ 16,207,165 $ 16,187,665 $ 19,500
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,690,639 $ 5,688,020 $ 2,619
Senior unsecured notes, net 1,194,383 1,193,873 510
Unsecured term loan, net 794,906 794,559 347
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 737,500 732,859 4,641
Accounts payable and accrued expenses 388,988 411,044 (22,056)
Deferred revenue 30,877 32,199 (1,322)
Deferred compensation plan 108,919 105,245 3,674
Other liabilities 308,643 311,132 (2,489)
Total liabilities 9,829,855 9,843,931 (14,076)
Redeemable noncontrolling interests 643,142 638,448 4,694
Shareholders' equity 5,539,087 5,509,064 30,023
Noncontrolling interests in consolidated subsidiaries 195,081 196,222 (1,141)
Total liabilities, redeemable noncontrolling interests and equity $ 16,207,165 $ 16,187,665 $ 19,500
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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Three Months Ended
March 31, December 31, 2023
2024 2023 Variance
Property rentals(1) $ 337,376 $ 343,152 $ (5,776) $ 340,539
Tenant expense reimbursements(1) 46,638 56,095 (9,457) 45,730
Amortization of acquired below-market leases, net 693 1,367 (674) 1,185
Straight-lining of rents 4,571 (3,821) 8,392 4,038
Total rental revenues 389,278 396,793 (7,515) 391,492
Fee and other income:
Building Maintenance Services ("BMS") cleaning fees 35,780 35,328 452 36,035
Management and leasing fees 2,611 3,049 (438) 3,070
Other income 8,706 10,753 (2,047) 11,289
Total revenues 436,375 445,923 (9,548) 441,886
Operating expenses (226,224) (228,773) 2,549 (219,925)
Depreciation and amortization (108,659) (106,565) (2,094) (110,197)
General and administrative (37,897) (41,595) 3,698 (46,040)
Expense from deferred compensation plan liability (4,520) (3,728) (792) (4,621)
Transaction related costs, impairment losses and other (653) (658) 5 (49,190)
Total expenses (377,953) (381,319) 3,366 (429,973)
Income (loss) from partially owned entities 16,279 16,666 (387) (33,518)
Interest and other investment income, net 11,724 9,584 2,140 5,833
Income from deferred compensation plan assets 4,520 3,728 792 4,621
Interest and debt expense (90,478) (86,237) (4,241) (87,695)
Net gains on disposition of wholly owned and partially owned assets 7,520 (7,520) 6,607
Income (loss) before income taxes 467 15,865 (15,398) (92,239)
Income tax expense (6,740) (4,667) (2,073) (8,374)
Net (loss) income (6,273) 11,198 (17,471) (100,613)
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 11,982 9,928 2,054 49,717
Operating Partnership 786 (429) 1,215 5,412
Net income (loss) attributable to Vornado 6,495 20,697 (14,202) (45,484)
Preferred share dividends (15,529) (15,529) (15,529)
Net (loss) income attributable to common shareholders $ (9,034) $ 5,168 $ (14,202) $ (61,013)
Capitalized expenditures:
Development payroll $ 2,499 $ 2,849 $ (350) $ 2,416
Interest and debt expense 12,564 8,857 3,707 13,051

________________________________

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

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NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended March 31, 2024
--- --- --- --- --- --- ---
Total New York Other
Property rentals(1) $ 337,376 $ 269,362 $ 68,014
Tenant expense reimbursements(1) 46,638 36,856 9,782
Amortization of acquired below-market leases, net 693 524 169
Straight-lining of rents 4,571 4,993 (422)
Total rental revenues 389,278 311,735 77,543
Fee and other income:
BMS cleaning fees 35,780 38,640 (2,860)
Management and leasing fees 2,611 2,712 (101)
Other income 8,706 5,147 3,559
Total revenues 436,375 358,234 78,141
Operating expenses (226,224) (188,278) (37,946)
Depreciation and amortization (108,659) (85,599) (23,060)
General and administrative (37,897) (13,208) (24,689)
Expense from deferred compensation plan liability (4,520) (4,520)
Transaction related costs and other (653) (653)
Total expenses (377,953) (287,085) (90,868)
Income from partially owned entities 16,279 15,231 1,048
Interest and other investment income, net 11,724 4,006 7,718
Income from deferred compensation plan assets 4,520 4,520
Interest and debt expense (90,478) (38,087) (52,391)
Income (loss) before income taxes 467 52,299 (51,832)
Income tax expense (6,740) (1,464) (5,276)
Net (loss) income (6,273) 50,835 (57,108)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries 11,982 9,082 2,900
Net income (loss) attributable to Vornado Realty L.P. 5,709 $ 59,917 $ (54,208)
Less net loss attributable to noncontrolling interests in the Operating Partnership 815
Preferred unit distributions (15,558)
Net loss attributable to common shareholders $ (9,034)
For the three months ended March 31, 2023
Net income (loss) attributable to Vornado Realty L.P. $ 21,126 $ 63,245 $ (42,119)
Net income attributable to common shareholders $ 5,168

________________________________

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

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands) For the Three Months Ended March 31, 2024
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 436,375 $ 358,234 $ 78,141
Operating expenses (226,224) (188,278) (37,946)
NOI - consolidated 210,151 169,956 40,195
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (11,396) (4,536) (6,860)
Add: Our share of NOI from partially owned entities 70,369 67,709 2,660
NOI at share 269,124 233,129 35,995
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (1,511) (2,335) 824
NOI at share - cash basis $ 267,613 $ 230,794 $ 36,819 For the Three Months Ended March 31, 2023
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 445,923 $ 363,814 $ 82,109
Operating expenses (228,773) (188,321) (40,452)
NOI - consolidated 217,150 175,493 41,657
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (11,764) (4,823) (6,941)
Add: Our share of NOI from partially owned entities 68,097 65,324 2,773
NOI at share 273,483 235,994 37,489
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 5,052 5,033 19
NOI at share - cash basis $ 278,535 $ 241,027 $ 37,508 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

________________________________

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

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT AND SUBSEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands) For the Three Months Ended
--- --- --- --- --- --- ---
March 31, December 31, 2023
2024 2023
NOI at share:
New York:
Office(1) $ 167,988 $ 174,270 $ 182,769
Retail 47,466 47,196 47,378
Residential 5,968 5,458 5,415
Alexander’s 11,707 9,070 12,013
Total New York 233,129 235,994 247,575
Other:
THE MART 14,486 15,409 14,516
555 California Street 16,529 16,929 18,125
Other investments 4,980 5,151 6,880
Total Other 35,995 37,489 39,521
NOI at share $ 269,124 $ 273,483 $ 287,096 NOI at share - cash basis:
--- --- --- --- --- --- ---
New York:
Office(1) $ 166,370 $ 182,081 $ 183,742
Retail 43,873 44,034 46,491
Residential 5,690 5,051 5,137
Alexander's 14,861 9,861 11,059
Total New York 230,794 241,027 246,429
Other:
THE MART 14,949 14,675 15,511
555 California Street 16,938 17,718 18,265
Other investments 4,932 5,115 7,012
Total Other 36,819 37,508 40,788
NOI at share - cash basis $ 267,613 $ 278,535 $ 287,217

________________________________

(1)Includes BMS NOI of $7,217, $6,289 and $6,424, respectively, for the three months ended March 31, 2024 and 2023 and December 31, 2023.

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| SAME STORE NOI AT SHARE AND SAME STORE NOI AT SHARE - CASH BASIS (NON-GAAP) (unaudited) | | --- || | Total | | New York | | THE MART | | 555 California Street | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Same store NOI at share % decrease(1): | | | | | | | | | | Three months ended March 31, 2024 compared to March 31, 2023 | (4.8) | % | (4.6) | % | (10.0) | % | (2.4) | % | | Three months ended March 31, 2024 compared to December 31, 2023 | (6.5) | % | (6.7) | % | (0.3) | % | (8.8) | % | | Same store NOI at share - cash basis % decrease(1): | | | | | | | | | | Three months ended March 31, 2024 compared to March 31, 2023 | (5.0) | % | (5.1) | % | (3.3) | % | (4.4) | % | | Three months ended March 31, 2024 compared to December 31, 2023 | (6.3) | % | (6.4) | % | (3.7) | % | (7.3) | % |

________________________________

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

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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 $ 659,108 $ 90,892 2026 9.5%
Districtwide Improvements N/A 100,000 52,785 47,215 N/A N/A
Total PENN District 850,000 (1) 711,893 138,107
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 $ 719,887 $ 255,113
Future Opportunities:<br><br>New York segment: Property Zoning<br>Sq. Ft. <br>(at 100%)
PENN District:
Hotel Pennsylvania land 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 (the “350 Park Site”)(3) 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.

(2)Represents our 49.9% share of the $350,000 development budget, excluding the $40,000 value of our contributed leasehold interest and net of an estimated $9,000 for our share of development fees and reimbursement for overhead costs incurred by us. $34,000 will be funded via cash contributions, of which $7,994 has been funded as of March 31, 2024.

(3)From October 2024 to June 2030, an affiliate of Kenneth C. Griffin (“KG”) will have the option to either (i) acquire a 60% interest in a joint venture with Vornado and Rudin (the “Vornado/Rudin JV”) (with Vornado having an effective 36% interest in the entity) to build a new 1,700,000 square foot office tower, valuing the 350 Park Site at $1.2 billion or (ii) purchase the 350 Park Site for $1.4 billion ($1.085 billion to Vornado). From October 2024 to September 2030, the Vornado/Rudin JV will have the option to put the 350 Park Site to KG for $1.2 billion ($900 million to Vornado).

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

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

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LEASING ACTIVITY (unaudited)
(Square feet in thousands)

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

New York 555 California Street(1)
Office Retail THE MART
Three Months Ended March 31, 2024
Total square feet leased 291 36 51 41
Our share of square feet leased: 250 33 51 29
Initial rent(2) $ 89.23 $ 253.83 $ 64.02 $ 67.57
Weighted average lease term (years) 11.1 3.8 4.5 5.4
Second generation relet space:
Square feet 95 27 43 29
GAAP basis:
Straight-line rent(3) $ 84.59 $ 243.73 $ 65.03 $ 56.78
Prior straight-line rent $ 82.31 $ 233.56 $ 61.11 $ 75.96
Percentage increase (decrease) 2.8 % 4.4 % 6.4 % (25.3) %
Cash basis (non-GAAP):
Initial rent(2) $ 90.66 $ 248.54 $ 65.83 $ 67.57
Prior escalated rent $ 88.50 $ 303.42 $ 65.87 $ 96.68
Percentage increase (decrease) 2.4 % (18.1) % (0.1) % (30.1) %
Tenant improvements and leasing commissions:
Per square foot $ 144.11 $ 110.79 $ 37.67 $ 21.67
Per square foot per annum $ 12.98 $ 29.16 $ 8.37 $ 4.01
Percentage of initial rent 14.5 % 11.5 % 13.1 % 5.9 %

________________________________

(1)Represents leasing activity at 315 Montgomery Street.

(2)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.

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

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LEASE EXPIRATIONS (unaudited)<br>NEW YORK SEGMENT
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Annualized Escalated Rents<br>of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office: First Quarter 2024(2) 36,000 $ 2,873,000 $ 79.81 0.2 %
Second Quarter 2024 400,000 37,815,000 94.54 3.2 %
Third Quarter 2024 60,000 4,770,000 79.50 0.4 %
Fourth Quarter 2024 144,000 11,053,000 76.76 0.9 %
Remaining 2024 604,000 53,638,000 88.80 4.5 %
First Quarter 2025 113,000 8,519,000 75.39 0.7 %
Remaining 2025 488,000 38,392,000 78.67 3.3 %
2026 1,169,000 95,556,000 81.74 8.2 %
2027 1,294,000 102,350,000 79.10 8.8 %
2028 1,044,000 83,816,000 80.28 7.2 %
2029 1,269,000 103,298,000 81.40 8.8 %
2030 634,000 53,405,000 84.24 4.6 %
2031 898,000 81,416,000 90.66 7.0 %
2032 958,000 94,504,000 98.65 8.1 %
2033 502,000 42,938,000 85.53 3.7 %
2034 584,000 62,966,000 107.82 5.4 %
Thereafter 4,384,000 (3) 344,378,000 78.55 29.5 %
Retail: First Quarter 2024(2) 4,000 $ 479,000 $ 119.75 0.2 %
Second Quarter 2024 0.0 %
Third Quarter 2024 8,000 7,622,000 952.75 3.1 %
Fourth Quarter 2024 0.0 %
Remaining 2024 8,000 7,622,000 952.75 3.1 %
First Quarter 2025 100,000 4,594,000 45.94 1.9 %
Remaining 2025 57,000 5,929,000 104.02 2.4 %
2026 160,000 29,181,000 182.38 11.9 %
2027 32,000 20,546,000 642.06 8.4 %
2028 31,000 13,972,000 450.71 5.7 %
2029 53,000 26,014,000 490.83 10.6 %
2030 154,000 23,851,000 154.88 9.7 %
2031 68,000 30,414,000 447.26 12.4 %
2032 57,000 29,540,000 518.25 12.1 %
2033 17,000 6,068,000 356.94 2.5 %
2034 81,000 8,486,000 104.77 3.5 %
Thereafter 300,000 38,255,000 127.52 15.6 %

________________________________

(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.

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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: First Quarter 2024(2) 3,000 $ 220,000 $ 73.33 0.2 %
Second Quarter 2024 37,000 2,187,000 59.11 1.5 %
Third Quarter 2024 30,000 1,719,000 57.30 1.2 %
Fourth Quarter 2024 79,000 4,428,000 56.05 3.0 %
Remaining 2024 146,000 8,334,000 57.08 5.7 %
First Quarter 2025 104,000 5,480,000 55.92 3.7 %
Remaining 2025 111,000 6,548,000 58.99 4.5 %
2026 283,000 16,587,000 58.61 11.3 %
2027 192,000 10,613,000 55.28 7.2 %
2028 705,000 35,927,000 50.96 24.5 %
2029 155,000 8,752,000 56.46 6.0 %
2030 47,000 3,039,000 64.66 2.1 %
2031 309,000 15,441,000 49.97 10.5 %
2032 420,000 20,339,000 48.43 13.9 %
2033 54,000 2,680,000 49.63 1.8 %
2034 94,000 4,438,000 47.21 3.0 %
Thereafter 180,000 8,209,000 45.61 5.6 %

________________________________

(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.

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LEASE EXPIRATIONS (unaudited)<br>555 California Street
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Annualized Escalated Rents<br>of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office / Retail: First Quarter 2024(2) $ $ 0.0 %
Second Quarter 2024 0.0 %
Third Quarter 2024 0.0 %
Fourth Quarter 2024 65,000 6,964,000 107.14 6.3 %
Remaining 2024 65,000 6,964,000 107.14 6.3 %
First Quarter 2025 0.0 %
Remaining 2025 266,000 24,599,000 92.48 22.1 %
2026 238,000 24,581,000 103.28 22.1 %
2027 65,000 6,242,000 96.03 5.6 %
2028 112,000 10,588,000 94.54 9.5 %
2029 120,000 12,073,000 100.61 10.8 %
2030 109,000 10,028,000 92.00 9.0 %
2031 29,000 1,956,000 67.45 1.8 %
2032 5,000 670,000 134.00 0.6 %
2033 15,000 1,759,000 117.27 1.6 %
2034 0.0 %
Thereafter 153,000 11,937,000 78.02 10.6 %

________________________________

(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.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
CONSOLIDATED
(Amounts in thousands)
For the Three Months Ended March 31, 2024
Total Company New York Segment THE MART 555 California Street Other
Capital expenditures:
Expenditures to maintain assets $ 18,899 $ 11,123 $ 5,263 $ 1,764 $ 749
Tenant improvements 12,186 11,928 258
Leasing commissions 2,146 2,120 26
Recurring tenant improvements, leasing commissions and other capital expenditures 33,231 25,171 5,547 1,764 749
Non-recurring capital expenditures(1) 19,815 16,411 1,471 1,913 20
Total capital expenditures and leasing commissions $ 53,046 $ 41,582 $ 7,018 $ 3,677 $ 769
Development and redevelopment expenditures(2):
PENN 2 $ 36,838 $ 36,838 $ $ $
PENN 1 11,675 11,675
PENN Districtwide improvements 7,334 7,334
Hotel Pennsylvania site 7,108 7,108
The Farley Building 4,795 4,795
Other 7,542 5,725 586 1,231
$ 75,292 $ 73,475 $ 586 $ $ 1,231

________________________________

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

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

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
As of March 31, 2024
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% $ 2,241,278 $ 419,308 $ 855,879 Various Various Various
Alexander's Office/Retail 32.4% 85,260 355,280 1,096,544 Various Various Various
Partially owned office buildings/land:
West 57th Street properties Office/Retail/Land 50.0% 41,092 N/A N/A N/A
512 West 22nd Street Office/Retail 55.0% 32,644 69,952 127,185 06/25 S+200 6.50%
280 Park Avenue Office/Retail 50.0% 30,281 600,000 1,200,000 (4) 09/24 S+203 7.35%
825 Seventh Avenue Office 50.0% 5,245 27,000 54,000 01/26 S+275 8.08%
61 Ninth Avenue Office/Retail 45.1% 962 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% 53,612 338,175 675,000 07/25 N/A 4.25%
Sunset Pier 94 Studios Studio Campus 49.9% 52,083 50 100 09/26 S+475 10.08%
Rosslyn Plaza Office/Residential 43.7% to 50.4% 35,194 12,603 25,000 04/26 S+200 7.32%
Other Various Various 21,483 124,235 665,736 Various Various Various
$ 2,599,134 $ 2,183,170 $ 5,666,944
Investments in partially owned entities included in other liabilities(5):
7 West 34th Street Office/Retail 53.0% $ (70,207) $ 159,000 $ 300,000 06/26 N/A 3.65%
85 Tenth Avenue Office/Retail 49.9% (13,852) 311,875 625,000 12/26 N/A 4.55%
$ (84,059) $ 470,875 $ 925,000

________________________________

(1)Represents the contractual debt obligations. Vornado Realty L.P. guarantees an aggregate $803,000 of JV partnership debt, primarily comprised of the $500,000 mortgage loan on 640 Fifth Avenue included in the Fifth Avenue and Times Square JV and the $300,000 mortgage loan on 7 West 34th Street.

(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 April 4, 2024, the joint venture amended and extended the $1,075,000 mortgage loan to September 2026, with options to fully extend to September 2028, subject to certain conditions. Additionally, on April 4, 2024, the joint venture amended and extended the $125,000 mezzanine loan, and subsequently repaid the loan for $62,500. See page 3 for details.

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

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage Ownership at March 31, 2024 Our Share of Net Income for the<br><br>Three Months Ended March 31, Our Share of NOI (non-GAAP) for the Three Months Ended March 31,
2024 2023 2024 2023
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Equity in net income 51.5% $ 9,291 $ 10,199 $ 28,102 $ 29,564
Return on preferred equity, net of our share of the expense 9,328 9,226
18,619 19,425 28,102 29,564
280 Park Avenue 50.0% (8,042) (4,529) 8,340 10,241
Alexander's 32.4% 5,154 3,571 11,707 9,070
85 Tenth Avenue 49.9% (2,522) (4,194) 3,075 1,510
7 West 34th Street 53.0% 1,139 1,085 3,623 3,596
512 West 22nd Street 55.0% (529) (355) 1,664 1,482
Independence Plaza 50.1% (427) (497) 5,169 5,009
West 57th Street properties 50.0% (200) (168) (7) 82
61 Ninth Avenue 45.1% (80) (46) 1,908 1,848
Other, net Various 2,119 680 4,128 2,922
15,231 14,972 67,709 65,324
Other:
Alexander's corporate fee income 32.4% 1,180 1,173 658 651
Rosslyn Plaza 43.7% to 50.4% (105) 529 523 1,114
Other, net Various (27) (8) 1,479 1,008
1,048 1,694 2,660 2,773
Total $ 16,279 $ 16,666 $ 70,369 $ 68,097
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CAPITAL STRUCTURE (unaudited)
(Amounts in thousands, except per share and per unit amounts)
As of March 31, 2024
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 2,654,045
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street) (682,059)
10,276,601 (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)
March 31, 2024 Common Share Price
Equity:
Common shares $ 28.77 5,480,196
Redeemable Class A units and LTIP Unit awards 28.77 492,427
Convertible share equivalents:
Series D-13 preferred units 28.77 46,694
Series G-1 through G-4 preferred units 28.77 2,906
Series A preferred shares 28.77 719
6,022,942 (C)
Total Market Capitalization (A+B+C) $ 17,522,578

All values are in US Dollars.

________________________________

(1)See reconciliation on page xi in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of March 31, 2024.

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COMMON SHARES DATA (NYSE: VNO) (unaudited)

Vornado Realty Trust common shares are traded on the New York Stock Exchange ("NYSE") under the symbol VNO. Below is a summary of performance and dividends for VNO common shares (based on NYSE prices):

First Quarter Fourth Quarter Third Quarter Second Quarter
2024 2023 2023 2023
High price $ 29.46 $ 32.21 $ 26.21 $ 18.55
Low price $ 24.17 $ 18.36 $ 17.28 $ 12.31
Closing price - end of quarter $ 28.77 $ 28.25 $ 22.68 $ 18.14
Outstanding shares, Class A units and convertible preferred units as converted (in thousands) 209,348 209,159 209,448 210,336 Closing market value of outstanding shares, Class A units and convertible preferred units as converted $ 6.0 Billion $ 5.9 Billion $ 4.8 Billion $ 3.8 Billion
--- --- --- --- --- --- --- --- --- --- --- --- ---

We anticipate that we will pay a common share dividend for 2024 in the fourth quarter, subject to approval by our Board of Trustees.

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DEBT ANALYSIS (unaudited)
(Amounts in thousands)
As of March 31, 2024
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 4.18% $ 1,311,865 6.25% $ 6,992,750 3.79%
Pro rata share of debt of non-consolidated entities 2,654,045 5.36% 1,452,826 6.60% 1,201,219 3.87%
Total 10,958,660 4.46% 2,764,691 6.43% 8,193,969 3.80%
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 $ 10,276,601 4.41% $ 2,367,632 6.30% $ 7,908,969 3.84%

________________________________

(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 xi in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of March 31, 2024.

As of March 31, 2024, $1,304,229 of variable rate debt (at share) is subject to interest rate cap arrangements, the $1,063,403 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.

Debt Covenant Ratios(1): Senior Unsecured Notes<br>Due 2025, 2026 and 2031 Unsecured Revolving Credit Facilities(2) and Unsecured Term Loan(2)
Required Actual Required Actual
Total outstanding debt/total assets Less than 65% 52% (3) Less than 60% 41% (4)
Secured debt/total assets Less than 50% 34% (3) Less than 50% 30% (4)
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 1.93 N/A
Fixed charge coverage N/A Greater than 1.40 1.94
Unencumbered assets/unsecured debt Greater than 150% 321% N/A
Unsecured debt/cap value of unencumbered assets N/A Less than 60% 22%
Unencumbered coverage ratio N/A Greater than 1.75 6.48 Consolidated Unencumbered EBITDA (non-GAAP): Q1 2024<br>Annualized
--- --- ---
New York $ 267,908
Other 83,976
Total $ 351,884

________________________________

(1)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.

(2)Covenant ratios presented above are calculated per the terms of the $915,000 unsecured revolving credit facility effective May 3, 2024 (see page 3 for details). We expect that the covenant terms under our $1.25 billion unsecured revolving credit facility and our unsecured term loan will be conformed to the covenant terms under the $915,000 unsecured revolving credit facility during the second quarter of 2024. Please see Part I, Item 5. Other Information of our Quarterly Report on Form 10-Q for the three months ended March 31, 2024 for additional information regarding the terms of the new $915,000 facility.

(3)Total assets calculated as EBITDA capped at 7.0%.

(4)Total assets calculated as EBITDA capped at the following rates: 6.5% for office, 6.0% for retail, 8.0% for trade shows, 5.75% for multifamily, 7.25% for hotel, and 6.5% for other asset types.

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HEDGING INSTRUMENTS AS OF MARCH 31, 2024 (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 500,000 10/25 S+206 500,000 10/25 6.28%
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 97,750 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(2) Effective Interest Rate(3)
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% 6.16%
150 West 34th Street mortgage loan 75,000 02/28 S+215 75,000 02/26 5.00% 7.15% 7.75%
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 75,543 01/26 S+146 75,543 01/26 4.39% 5.85% 6.31%
512 West 22nd Street mortgage loan 69,952 06/25 S+200 69,952 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 $ 4,896,118
Variable rate debt subject to interest rate caps 1,304,229
Fixed rate debt per loan agreements 3,012,851
Variable rate debt not subject to interest rate swaps or caps 1,063,403 (4)
Total debt at share $ 10,276,601

________________________________

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

(2)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.

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

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

See page 3 for details of interest rate hedging arrangements entered into during 2024.

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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(3) 04/24 S+141 6.74% $ 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 S+150 (4) 4.31% 120,000 120,000
PENN 11 10/25 6.28% 500,000 500,000
888 Seventh Avenue(5) 12/25 S+180 (4) 5.30% 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 S+215 7.15% 75,000 75,000
555 California Street (70.0% interest) 05/28 S+205 (4) 3.81% 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(6) 04/26 S+119
Senior unsecured notes due 2026 06/26 2.15% 400,000 400,000
$1.25 Billion unsecured revolving credit facility 12/27 3.87% (7) 575,000 575,000
$800 Million unsecured term loan 12/27 S+129 (4) 4.78% (7) 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 6.38% 4.97% 3.83% 4.58% 3.42% 3.32% 4.18%
Fixed rate debt(8) $ $ 1,247,750 $ 400,000 $ 2,855,000 $ 1,790,000 $ 700,000 $ 6,992,750
Fixed weighted average rate expiring 4.83% 2.15% 4.51% 2.47% 3.32% 3.79%
Floating rate debt $ 169,815 $ 82,050 $ 525,000 $ 100,000 $ 435,000 $ $ 1,311,865
Floating weighted average rate expiring 6.38% 7.04% 5.11% 6.62% 7.34% 6.25%

________________________________

(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)On April 9, 2024, we completed a $75,000 refinancing of 435 Seventh Avenue, extending the maturity date to April 2028. See page 3 for details.

(4)Balance is partially hedged by interest rate swap arrangements. See previous page for details.

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

(6)On May 3, 2024, we amended one of our two revolving credit facilities, extending the maturity date to April 2029. See page 3 for details.

(7)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.

(8)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.

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TOP 30 TENANTS (unaudited)
(Amounts in thousands, except square feet) Tenants Square<br><br>Footage<br><br>At Share Annualized<br><br>Escalated Rents<br><br>At Share(1) % of Total Annualized Escalated Rents At Share
--- --- --- --- --- ---
Meta Platforms, Inc. 1,451,153 $ 167,395 9.5 %
IPG and affiliates 1,029,557 68,207 3.9 %
Citadel 585,460 62,498 3.6 %
New York University 685,290 48,886 2.7 %
Bloomberg L.P. 306,768 43,277 2.4 %
Google/Motorola Mobility (guaranteed by Google) 759,446 42,537 2.4 %
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 27,515 1.5 %
AMC Networks, Inc. 326,717 25,830 1.5 %
LVMH Brands 65,060 25,692 1.4 %
Bank of America 247,615 24,521 1.4 %
Apple Inc. 412,434 24,076 1.4 %
Madison Square Garden & Affiliates 314,765 20,908 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 12,137 0.7 %
King & Spalding 122,859 11,979 0.7 %
Foot Locker 149,987 11,716 0.7 %
WSP USA 172,666 11,166 0.6 %
AbbVie Inc. 168,673 11,166 0.6 %
Axon Capital 93,127 10,915 0.6 %
Alston & Bird LLP 126,872 10,744 0.6 %
Burlington Coat Factory 108,844 10,706 0.6 %
Cushman & Wakefield 127,485 10,312 0.6 %
Aetna Life Insurance Company 64,196 10,139 0.6 %
Kirkland & Ellis LLP 106,751 9,589 0.5 %
48.0 %

________________________________

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

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SQUARE FOOTAGE (unaudited)
(Square feet in thousands)
At Vornado's Share
At<br>100% Under Development or Not Available for Lease In Service
Total Office Retail Showroom Other
Segment:
New York:
Office 20,384 17,551 1,642 15,726 183
Retail 2,394 1,955 270 1,685
Residential - 1,662 units 1,498 764 19 745
Alexander's (32.4% interest), including 312 residential units 2,455 795 45 307 361 82
26,731 21,065 1,976 16,033 2,046 183 827
Other:
THE MART 3,688 3,679 2,104 103 1,257 215
555 California Street (70% interest) 1,820 1,274 1,240 34
Other 2,845 1,346 144 212 879 111
8,353 6,299 144 3,556 1,016 1,257 326
Total square feet at March 31, 2024 35,084 27,364 2,120 19,589 3,062 1,440 1,153
Total square feet at December 31, 2023 35,082 27,365 2,025 19,674 3,073 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 March 31, 2024 2,772 18 7,883
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OCCUPANCY (unaudited)
New York THE MART 555 California Street
Occupancy rate at:
March 31, 2024 88.2 % 77.6 % 94.5 %
December 31, 2023 89.4 % 79.2 % 94.5 %
March 31, 2023 89.9 % 80.3 % 94.9 %
RESIDENTIAL STATISTICS (unaudited)
--- --- --- --- ---
Vornado's Ownership Interest
Number of Units Number of Units Occupancy Rate Average Monthly<br>Rent Per Unit
New York:
March 31, 2024 1,974 939 97.5% $4,163
December 31, 2023 1,974 939 96.8% $4,115
March 31, 2023 1,976 941 96.8% $3,914
  • 27 -

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GROUND LEASES (unaudited)
(Amounts in thousands, except square feet)
Property Current Annual<br>Rent at Share Next Option Renewal Date Fully Extended<br>Lease Expiration Rent Increases and Other Information
Consolidated:
New York:
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 FMV 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<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 an 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.
  • 28 -

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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 % 81.7 % $ 80.09 2,255,000 2,255,000 Canaccord Genuity LLC*
-Retail 100.0 % 100.0 % 172.98 302,000 75,000 227,000 Bank of America, Starbucks, Blue Bottle Coffee Inc., Shake Shack
100.0 % 82.2 % 83.17 $ 183,000 2,557,000 2,330,000 227,000 $
PENN 2
-Office 100.0 % 100.0 % 59.19 1,752,000 243,000 1,509,000 Madison Square Garden, EMC, Major League Soccer LLC*
-Retail 100.0 % 100.0 % 618.21 43,000 4,000 39,000 JPMorgan Chase
100.0 % 100.0 % 68.82 37,300 1,795,000 247,000 1,548,000 575,000 (4)
The Farley Building<br><br>(ground and building leased through 2116)**
-Office 95.0 % 100.0 % 117.86 730,000 730,000 Meta Platforms, Inc.
-Retail 95.0 % 36.7 % 312.69 116,000 116,000 Duane Reade, Magnolia Bakery, Starbucks, Birch Coffee, H&H Bagels
95.0 % 91.5 % 128.36 99,100 846,000 846,000 Avra Prime*
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 % 152.13 39,000 39,000 PNC Bank National Association, Starbucks
100.0 % 99.3 % 74.30 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 % 76.8 % 76.82 701,000 701,000 Structure Tone, Deutsch, Inc., Web.com, Footlocker, HomeAdvisor, Inc.
-Retail 100.0 % 92.7 % 105.09 24,000 24,000 Starbucks
100.0 % 77.3 % 77.75 42,400 725,000 725,000 100,000 (5)
435 Seventh Avenue
-Retail 100.0 % 100.0 % 35.22 1,500 43,000 43,000 95,696 (6) 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 % 38.58 3,000 78,000 78,000 75,000 Old Navy
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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 % 64.23 1,500 23,000 23,000
Other (3 buildings)
-Retail 100.0 % 65.4 % 189.68 1,600 16,000 16,000
Total PENN District 546,400 8,843,000 7,068,000 1,775,000 2,125,696
Midtown East:
909 Third Avenue
(ground leased through 2063)** IPG and affiliates, AbbVie Inc., United States Post Office,
-Office 100.0 % 93.1 % 67.09 (7) 60,000 1,352,000 1,352,000 350,000 Geller & Company, Morrison Cohen LLP, Sard Verbinnen
150 East 58th Street(8)
-Office 100.0 % 81.8 % 82.16 541,000 541,000 Castle Harlan, Tournesol Realty LLC (Peter Marino)
-Retail 100.0 % 100.0 % 96.40 3,000 3,000
100.0 % 81.9 % 82.24 36,100 544,000 544,000
715 Lexington Avenue
-Retail 100.0 % 100.0 % 198.99 4,300 22,000 22,000 Orangetheory Fitness, Casper, Santander Bank, Blu Dot
966 Third Avenue
-Retail 100.0 % 100.0 % 112.60 800 7,000 7,000 McDonald's
968 Third Avenue
-Retail 50.0 % 100.0 % 188.17 1,200 7,000 7,000 Wells Fargo
Total Midtown East 102,400 1,932,000 1,932,000 350,000
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 % 99.46 872,000 872,000 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 % 101.66 77,100 887,000 887,000 259,800
57th Street - 2 buildings
-Office 50.0 % 85.4 % 60.79 81,000 81,000
-Retail 50.0 % 42.5 % 125.51 22,000 22,000
50.0 % 78.3 % 66.64 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 % 161.27 4,000 4,000
80.1 % 61.99 8,400 173,000 173,000 54,000
Total Midtown West 90,600 1,163,000 1,163,000 313,800
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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 Franklin Templeton Co. LLC, PJT Partners,
-Office 50.0 % 88.7 % $ 115.02 1,237,000 1,237,000 Investcorp International Inc., GIC Inc., Wells Fargo
-Retail 50.0 % 93.8 % 54.61 28,000 28,000 Starbucks, Fasano Restaurant
50.0 % 88.8 % 113.60 $ 126,900 1,265,000 1,265,000 $ 1,200,000 (9)
350 Park Avenue
-Office 100.0 % 100.0 % 106.75 62,500 585,000 585,000 400,000 Citadel
Total Park Avenue 189,400 1,850,000 1,850,000 1,600,000
Grand Central:
90 Park Avenue Alston & Bird, Capital One, PwC, MassMutual,
-Office 100.0 % 96.4 % 83.01 938,000 938,000 Factset Research Systems Inc., Foley & Lardner
-Retail 100.0 % 72.8 % 167.06 18,000 18,000 Citibank, Starbucks
100.0 % 96.0 % 84.18 74,600 956,000 956,000
Madison/Fifth:
640 Fifth Avenue Fidelity Investments, Abbott Capital Management,
-Office 52.0 % 91.5 % 109.18 246,000 246,000 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 % 92.2 % 264.93 73,300 315,000 315,000 500,000
666 Fifth Avenue
-Retail 52.0 % 100.0 % 395.73 41,300 114,000 (10) 114,000 Fast Retailing (Uniqlo), Abercrombie & Fitch, Tissot
595 Madison Avenue LVMH Moet Hennessy Louis Vuitton Inc.,
-Office 100.0 % 88.0 % 80.50 300,000 300,000 Albea Beauty Solutions, Aerin LLC
-Retail 100.0 % 100.0 % 739.47 30,000 30,000 Fendi, Berluti, Christofle Silver Inc.
100.0 % 88.8 % 127.56 38,700 330,000 330,000
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 % 1,111.11 37,000 37,000 Moncler USA Inc., Tod's, Celine, Balmain
20.1 % 86.1 % 146.29 72,600 601,000 601,000 800,000
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 21,300 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 26,000 355,879 Swatch Group USA, Harry Winston
Total Madison/Fifth 303,200 1,541,000 1,541,000 1,655,879
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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 % 136.98 28,000 204,000 204,000 120,000 Burlington, Whole Foods Market, DSW, Sephora
Total Midtown South 195,800 2,332,000 2,332,000 1,345,000
Rockefeller Center:
1290 Avenue of the Americas 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 % 88.9 % 87.87 2,044,000 2,044,000 Fubotv Inc, LinkLaters, King & Spalding*
-Retail 70.0 % 94.0 % 232.03 76,000 76,000 Duane Reade, JPMorgan Chase Bank, Starbucks
Total Rockefeller Center 70.0 % 89.0 % 91.94 184,400 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 % 733.71 6,000 6,000 HSBC, Harman International
50.0 % 81.8 % 206.31 5,900 36,000 36,000 74,119
304-306 Canal Street
-Retail 100.0 % 100.0 % 61.39 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 6,100 63,000 40,000 23,000 74,119
  • 32 -

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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
-Retail 52.0 % 78.5 % $ 115.93 $ 15,000 161,000 161,000 $ U.S. Polo, Forever 21, Disney
1535 Broadway
-Retail 52.0 % 98.2 % 1,144.02 45,000 45,000 T-Mobile, Swatch Group USA, Levi's, Sephora
-Theatre 52.0 % 100.0 % 16.58 62,000 62,000 Nederlander-Marquis Theatre
52.0 % 99.3 % 435.46 42,900 107,000 107,000
Total Times Square 57,900 268,000 268,000
Upper East Side:
1131 Third Avenue
-Retail 100.0 % 100.0 % 217.18 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 % 49.61 10,400 209,000 209,000 The City of New York
85 Tenth Avenue Google, Telehouse International Corp.,
-Office 49.9 % 86.4 % 95.73 595,000 595,000 Clear Secure, Inc., Shopify
-Retail 49.9 % 55.0 % 52.06 43,000 43,000
49.9 % 84.5 % 93.98 50,100 638,000 638,000 625,000
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 % 122.47 165,000 165,000 Capricorn Investment Group
-Retail 55.0 % 100.0 % 106.79 8,000 8,000 Galeria Nara Roesler, Harper's Books
55.0 % 85.2 % 121.62 17,900 173,000 173,000 127,185
Total Chelsea/Meatpacking District 115,100 1,231,000 1,231,000 919,685
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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 % 100.0 % $ $ 283,000 283,000 $ 83,500
Tribeca:
Independence Plaza
-Residential (1,327 units) 50.1 % 97.0 % 1,186,000 1,186,000
-Retail 50.1 % 57.6 % 86.88 72,000 72,000 Duane Reade
50.1 % 4,700 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 5,100 1,266,000 1,266,000 675,000
New Jersey:
Paramus
-Office 100.0 % 82.8 % 25.71 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 89.3 % $ 88.23 $ 1,446,500 20,384,000 18,609,000 1,775,000 $ 8,613,585
Vornado's Ownership Interest 89.3 % $ 86.10 $ 1,204,100 17,551,000 15,909,000 1,642,000 $ 6,153,994
New York Retail:
Total 77.2 % $ 263.49 $ 432,000 2,394,000 2,124,000 270,000 $ 720,694
Vornado's Ownership Interest 75.0 % $ 216.27 $ 285,200 1,955,000 1,685,000 270,000 $ 487,139
New York Residential:
Total 97.5 % 1,498,000 1,479,000 19,000 $ 758,500
Vornado's Ownership Interest 97.5 % 764,000 745,000 19,000 $ 379,842
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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 % $ 142.02 947,000 947,000 $ 500,000 Bloomberg L.P.
-Retail 32.4 % 90.3 % 254.61 132,000 132,000 300,000 The Home Depot, Hutong, Capital One
32.4 % 98.9 % 153.72 $ 161,900 1,079,000 1,079,000 800,000
Rego Park I, Queens (4.8 acres) 32.4 % 100.0 % 52.93 10,500 338,000 199,000 139,000 Burlington, Marshalls, IKEA
Rego Park II (adjacent to Rego Park I),
Queens (6.6 acres) 32.4 % 76.7 % 70.10 32,800 616,000 616,000 202,544 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 % 96.8 % 255,000 255,000 94,000
Total Alexander's 32.4 % 92.5 % 111.59 210,700 2,455,000 2,316,000 139,000 1,096,544
Total New York 88.5 % $ 103.91 $ 2,089,200 26,731,000 24,528,000 2,203,000 $ 11,189,323
Vornado's Ownership Interest 88.2 % $ 96.91 $ 1,601,400 21,065,000 19,089,000 1,976,000 $ 7,376,255

________________________________

*    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 April 9, 2024, we completed a $75,000 refinancing of 435 Seventh Avenue. See page 3 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)On April 4, 2024, the joint venture amended and extended the $1,075,000 mortgage loan to September 2026, with options to fully extend to September 2028, subject to certain conditions. Additionally, on April 4, 2024, the joint venture amended and extended the $125,000 mezzanine loan, and subsequently repaid the loan for $62,500. See page 3 for details.

(10)75,000 square feet is leased from 666 Fifth Avenue Office Condominium.

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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), Avant LLC,
ANGI Home Services, Inc, Paypal, Inc., ConAgra Foods Inc.,
Allscripts Healthcare, Kellogg Company, IPG and affiliates*,
Chicagoland Entrepreneurial Center, Holly Hunt Ltd.,
Innovation Development Institute, Inc., Medline Industries, Inc,
-Office 100.0 % 81.6 % $ 49.28 $ 85,800 2,104,000 2,104,000 Allstate Insurance Company, Steelcase, Baker Interiors Group, Ltd.
-Showroom/Trade show 100.0 % 72.5 % 57.78 60,900 1,472,000 1,472,000
-Retail 100.0 % 64.3 % 48.65 2,700 93,000 93,000
100.0 % 77.5 % 52.43 149,400 3,669,000 3,669,000 $
Other (2 properties) 50.0 % 100.0 % 50.43 1,000 19,000 19,000 27,236
Total THE MART, Chicago 150,400 3,688,000 3,688,000 27,236
Property to be Developed:
527 West Kinzie, Chicago 100.0 %
Total THE MART 77.7 % $ 52.42 $ 150,400 3,688,000 3,688,000 $ 27,236
Vornado's Ownership Interest 77.6 % $ 52.43 $ 149,900 3,679,000 3,679,000 $ 13,618
555 California Street:
555 California Street 70.0 % 98.7 % $ 96.01 $ 140,100 1,506,000 1,506,000 $ 1,200,000 Bank of America, N.A., Dodge & Cox, Goldman Sachs & Co.,
Jones Day, Kirkland & Ellis LLP, Morgan Stanley & Co. Inc.,
McKinsey & Company Inc., UBS Financial Services,
KKR Financial, Microsoft Corporation,
Fenwick & West LLP, Sidley Austin
315 Montgomery Street 70.0 % 99.7 % 85.51 19,800 236,000 236,000 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 % $ 94.59 $ 159,900 1,820,000 1,820,000 $ 1,200,000
Vornado's Ownership Interest 94.5 % $ 94.59 $ 111,900 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.

(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 the contractual debt obligations.

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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 % 32.3 % $ 48.59 736,000 432,000 304,000 Nathan Associates
-Residential - 2 buildings (197 units) 43.7 % 98.5 % 253,000 253,000
45.6 % $ 6,600 989,000 685,000 304,000 $ 25,000
Fashion Centre Mall / Washington Tower
-Office 7.5 % 75.0 % 57.12 170,000 170,000 42,300 The Rand Corporation
-Retail 7.5 % 97.0 % 37.49 868,000 868,000 412,700 Macy's, Nordstrom
7.5 % 93.4 % 40.07 50,500 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 19,400 690,000 243,000 443,000 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 84.2 % $ 40.57 $ 78,000 2,845,000 2,094,000 443,000 308,000 $ 480,000
Vornado's Ownership Interest 87.2 % $ 27.16 $ 27,760 1,346,000 759,000 443,000 144,000 $ 46,728

________________________________

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

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

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

(4)Represents the contractual debt obligations.

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INVESTOR INFORMATION
Corporate Officers:
Steven Roth Chairman of the Board and Chief Executive Officer
Michael J. Franco President and Chief Financial Officer
Glen J. Weiss Executive Vice President - Office Leasing - Co-Head of Real Estate
Barry S. Langer Executive Vice President - Development - Co-Head of Real Estate
Haim Chera Executive Vice President - Head of Retail
Thomas J. Sanelli Executive Vice President - Finance and Chief Administrative Officer
RESEARCH COVERAGE
Camille Bonnel Steve Sakwa Vikram Malhotra
Bank of America/BofA Securities Evercore ISI Mizuho Securities (USA) Inc.
416-369-2140 212-446-9462 212-282-3827
Brendan Lynch Caitlin Burrows/Julien Blouin Ronald Kamdem
Barclays Capital Goldman Sachs Morgan Stanley
212-526-9428 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
Research Coverage - is provided as a service to interested parties and not as an endorsement of any report, or representation as to the accuracy of any information contained therein. Opinions, forecasts and other forward-looking statements expressed in analysts' reports are subject to change without notice.
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APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS

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FINANCIAL SUPPLEMENT DEFINITIONS

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

Net Operating Income ("NOI") at Share and NOI at Share - Cash Basis - NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, 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. 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.

  • i -

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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
March 31, December 31, 2023
2024 2023
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 $ (9,034) $ 5,168 $ (61,013)
Per diluted share $ (0.05) $ 0.03 $ (0.32)
FFO adjustments:
Depreciation and amortization of real property $ 96,783 $ 94,792 $ 98,085
Real estate impairment losses 22,206
Our share of partially owned entities:
Depreciation and amortization of real property 26,163 27,469 27,188
Real estate impairment losses 50,458
122,946 122,261 197,937
Noncontrolling interests' share of above adjustments (10,171) (8,746) (16,207)
FFO adjustments, net $ 112,775 $ 113,515 $ 181,730
FFO attributable to common shareholders (non-GAAP) $ 103,741 $ 118,683 $ 120,717
Impact of assumed conversion of dilutive convertible securities 388 400 388
FFO attributable to common shareholders plus assumed conversions (non-GAAP) 104,129 119,083 121,105
Add back of FFO allocated to noncontrolling interests of the Operating Partnership 9,356 9,146 10,766
FFO attributable to Class A unitholders (non-GAAP) $ 113,485 $ 128,229 $ 131,871
FFO per diluted share (non-GAAP) $ 0.53 $ 0.61 $ 0.62
  • ii -

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NON-GAAP RECONCILIATIONS<br>RECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended
March 31, December 31, 2023
2024 2023
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 104,129 $ 119,083 $ 121,105
Per diluted share (non-GAAP) $ 0.53 $ 0.61 $ 0.62
Certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions:
Deferred tax liability on our investment in the Farley Building (held through a taxable REIT subsidiary) $ 4,134 $ 2,875 $ 3,526
After-tax net gain on sale of 220 CPS condominium units and ancillary amenities (6,173) (5,786)
Other 1,009 288 5,100
5,143 (3,010) 2,840
Noncontrolling interests' share of above adjustments (425) 215 (194)
Total of certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions, net $ 4,718 $ (2,795) $ 2,646
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 108,847 $ 116,288 $ 123,751
Per diluted share (non-GAAP) $ 0.55 $ 0.60 $ 0.63
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FAD (unaudited)
(Amounts in thousands)
For the Three Months Ended
March 31, December 31, 2023
2024 2023
FFO attributable to common shareholders, plus assumed conversions (A) $ 104,129 $ 119,083 $ 121,105
Adjustments to arrive at FAD (at Vornado's share):
Certain items that impact FAD 5,143 (3,010) 2,840
Recurring tenant improvements, leasing commissions and other capital expenditures (39,633) (60,601) (74,181)
Stock-based compensation expense 7,519 11,714 9,954
Amortization of debt issuance costs and other non-cash interest expense 17,388 8,840 13,881
Personal property depreciation 1,428 1,231 1,412
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other (1,511) 5,052 121
Noncontrolling interests in the Operating Partnership's share of above adjustments 800 2,541 3,133
FAD adjustments, net (B) (8,866) (34,233) (42,840)
FAD (non-GAAP) (A+B) $ 95,263 $ 84,850 $ 78,265
FAD payout ratio (1) N/A (2) 85.2 % 75.0 %

________________________________

(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.

(2)We anticipate that we will pay a common share dividend for 2024 in the fourth quarter, subject to approval by our Board of Trustees.

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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
--- --- --- --- --- --- ---
March 31, December 31, 2023
2024 2023
Net (loss) income $ (6,273) $ 11,198 $ (100,613)
Depreciation and amortization expense 108,659 106,565 110,197
General and administrative expense 37,897 41,595 46,040
Transaction related costs, impairment losses and other 653 658 49,190
(Income) loss from partially owned entities (16,279) (16,666) 33,518
Interest and other investment income, net (11,724) (9,584) (5,833)
Interest and debt expense 90,478 86,237 87,695
Net gains on disposition of wholly owned and partially owned assets (7,520) (6,607)
Income tax expense 6,740 4,667 8,374
NOI from partially owned entities 70,369 68,097 74,819
NOI attributable to noncontrolling interests in consolidated subsidiaries (11,396) (11,764) (9,684)
NOI at share 269,124 273,483 287,096
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (1,511) 5,052 121
NOI at share - cash basis $ 267,613 $ 278,535 $ 287,217
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NON-GAAP RECONCILIATIONS<br><br>COMPONENTS OF NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS (unaudited)
(Amounts in thousands) For the Three Months Ended March 31,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
New York $ 358,234 $ 363,814 $ (188,278) $ (188,321) $ 169,956 $ 175,493 $ 1,271 $ 9,796 $ 171,227 $ 185,289
Other 78,141 82,109 (37,946) (40,452) 40,195 41,657 870 92 41,065 41,749
Consolidated total 436,375 445,923 (226,224) (228,773) 210,151 217,150 2,141 9,888 212,292 227,038
Noncontrolling interests' share in consolidated subsidiaries (53,167) (56,815) 41,771 45,051 (11,396) (11,764) (5,138) (5,614) (16,534) (17,378)
Our share of partially owned entities 120,742 115,526 (50,373) (47,429) 70,369 68,097 1,486 778 71,855 68,875
Vornado's share $ 503,950 $ 504,634 $ (234,826) $ (231,151) $ 269,124 $ 273,483 $ (1,511) $ 5,052 $ 267,613 $ 278,535 For the Three Months Ended December 31, 2023
--- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
New York $ 361,105 $ (182,600) $ 178,505 $ 1,125 $ 179,630
Other 80,781 (37,325) 43,456 1,035 44,491
Consolidated total 441,886 (219,925) 221,961 2,160 224,121
Noncontrolling interests' share in consolidated subsidiaries (56,232) 46,548 (9,684) (5,846) (15,530)
Our share of partially owned entities 125,846 (51,027) 74,819 3,807 78,626
Vornado's share $ 511,500 $ (224,404) $ 287,096 $ 121 $ 287,217

________________________________

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

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED MARCH 31, 2024 COMPARED TO MARCH 31, 2023 (unaudited)
(Amounts in thousands) Total New York THE MART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share for the three months ended March 31, 2024 $ 269,124 $ 233,129 $ 14,486 $ 16,529 $ 4,980
Less NOI at share from:
Development properties (7,958) (7,958)
Other non-same store income, net (6,045) (1,058) (7) (4,980)
Same store NOI at share for the three months ended March 31, 2024 $ 255,121 $ 224,113 $ 14,479 $ 16,529 $
NOI at share for the three months ended March 31, 2023 $ 273,483 $ 235,994 $ 15,409 $ 16,929 $ 5,151
Less NOI at share from:
Dispositions 114 (570) 684
Development properties (4,331) (4,331)
Other non-same store (income) expense, net (1,414) 3,737 (5,151)
Same store NOI at share for the three months ended March 31, 2023 $ 267,852 $ 234,830 $ 16,093 $ 16,929 $
Decrease in same store NOI at share $ (12,731) $ (10,717) $ (1,614) $ (400) $
% decrease in same store NOI at share (4.8) % (4.6) % (10.0) % (2.4) % 0.0 %
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED MARCH 31, 2024 COMPARED TO MARCH 31, 2023 (unaudited)
(Amounts in thousands) Total New York THE MART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share - cash basis for the three months ended March 31, 2024 $ 267,613 $ 230,794 $ 14,949 $ 16,938 $ 4,932
Less NOI at share - cash basis from:
Development properties (5,970) (5,970)
Other non-same store income, net (6,602) (1,663) (7) (4,932)
Same store NOI at share - cash basis for the three months ended March 31, 2024 $ 255,041 $ 223,161 $ 14,942 $ 16,938 $
NOI at share - cash basis for the three months ended March 31, 2023 $ 278,535 $ 241,027 $ 14,675 $ 17,718 $ 5,115
Less NOI at share - cash basis from:
Dispositions 47 (728) 775
Development properties (4,146) (4,146)
Other non-same store income, net (6,069) (954) (5,115)
Same store NOI at share - cash basis for the three months ended March 31, 2023 $ 268,367 $ 235,199 $ 15,450 $ 17,718 $
Decrease in same store NOI at share - cash basis $ (13,326) $ (12,038) $ (508) $ (780) $
% decrease in same store NOI at share - cash basis (5.0) % (5.1) % (3.3) % (4.4) % 0.0 %
  • viii -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED MARCH 31, 2024 COMPARED TO DECEMBER 31, 2023 (unaudited)
(Amounts in thousands) Total New York THE MART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share for the three months ended March 31, 2024 $ 269,124 $ 233,129 $ 14,486 $ 16,529 $ 4,980
Less NOI at share from:
Development properties (7,958) (7,958)
Other non-same store income, net (5,685) (698) (7) (4,980)
Same store NOI at share for the three months ended March 31, 2024 $ 255,481 $ 224,473 $ 14,479 $ 16,529 $
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:
Development properties (6,833) (6,833)
Other non-same store (income) expense, net (7,089) (219) 10 (6,880)
Same store NOI at share for the three months ended December 31, 2023 $ 273,174 $ 240,523 $ 14,526 $ 18,125 $
Decrease in same store NOI at share $ (17,693) $ (16,050) $ (47) $ (1,596) $
% decrease in same store NOI at share (6.5) % (6.7) % (0.3) % (8.8) % 0.0 %
  • ix -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED MARCH 31, 2024 COMPARED TO DECEMBER 31, 2023 (unaudited)
(Amounts in thousands) Total New York THE MART 555 California Street Other
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
NOI at share - cash basis for the three months ended March 31, 2024 $ 267,613 $ 230,794 $ 14,949 $ 16,938 $ 4,932
Less NOI at share - cash basis from:
Development properties (5,970) (5,970)
Other non-same store income, net (6,241) (1,302) (7) (4,932)
Same store NOI at share - cash basis for the three months ended March 31, 2024 $ 255,402 $ 223,522 $ 14,942 $ 16,938 $
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:
Development properties (6,011) (6,011)
Other non-same store (income) expense, net (8,568) (1,566) 10 (7,012)
Same store NOI at share - cash basis for the three months ended December 31, 2023 $ 272,638 $ 238,852 $ 15,521 $ 18,265 $
Decrease in same store NOI at share - cash basis $ (17,236) $ (15,330) $ (579) $ (1,327) $
% decrease in same store NOI at share - cash basis (6.3) % (6.4) % (3.7) % (7.3) % 0.0 %
  • x -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
As of March 31, 2024
Consolidated Debt, Net Deferred Financing Costs, Net and Other Consolidated Contractual Debt
Mortgages payable $ 5,690,639 $ 38,976 $ 5,729,615
Senior unsecured notes 1,194,383 5,617 1,200,000
$800 Million unsecured term loan 794,906 5,094 800,000
$2.5 Billion unsecured revolving credit facilities 575,000 575,000
$ 8,254,928 $ 49,687 $ 8,304,615
  • xi -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) INCOME TO EBITDAre (unaudited)
(Amounts in thousands) For the Three Months Ended
--- --- --- --- --- --- ---
March 31, December 31, 2023
2024 2023
Reconciliation of net (loss) income to EBITDAre (non-GAAP):
Net (loss) income $ (6,273) $ 11,198 $ (100,613)
Less net loss attributable to noncontrolling interests in consolidated subsidiaries 11,982 9,928 49,717
Net income (loss) attributable to the Operating Partnership 5,709 21,126 (50,896)
EBITDAre adjustments at share:
Depreciation and amortization expense 124,374 123,492 126,685
Interest and debt expense 117,340 111,117 114,727
Income tax expense 7,426 4,954 8,589
Real estate impairment losses 72,664
EBITDAre at share 254,849 260,689 271,769
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 12,076 12,186 (3,157)
EBITDAre (non-GAAP) $ 266,925 $ 272,875 $ 268,612
  • xii -

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
For the Three Months Ended
March 31, December 31, 2023
2024 2023
EBITDAre (non-GAAP) $ 266,925 $ 272,875 $ 268,612
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (12,076) (12,186) 3,157
Certain expense (income) items that impact EBITDAre:
Gain on sale of 220 CPS condominium units and ancillary amenities (7,520) (6,607)
Other 1,009 946 2,915
Total of certain expense (income) items that impact EBITDAre 1,009 (6,574) (3,692)
EBITDAre, as adjusted (non-GAAP) $ 255,858 $ 254,115 $ 268,077
  • xiii -

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Document

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INDEX
Page
FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS 3 - 4
DEBT AND CAPITALIZATION
Unsecured Notes Covenant Ratios and Credit Ratings 5
Liquidity and Capitalization 6
Net Debt to EBITDAre, As Adjusted / Debt Snapshot 7
Hedging Instruments 8
Consolidated Debt Maturities 9 - 10
PROPERTY STATISTICS
Top 15 Tenants 11
Lease Expirations 12
DEVELOPMENT ACTIVITY
Development/Redevelopment - Active Projects 13
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS i - v

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of 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. 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 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 ii in the Appendix.

This supplemental package should be read in conjunction with the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 and the Company’s Supplemental Operating and Financial Data package for the quarter ended March 31, 2024, both of which can be accessed at the Company’s website www.vno.com.

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

First Quarter 2024 Financial Highlights

Net loss attributable to common shareholders for the quarter ended March 31, 2024 was $9.0 million, or $0.05 per diluted share, compared to net income attributable to common shareholders of $5.2 million, or $0.03 per diluted share, for the prior year's quarter.

EBITDAre, as adjusted (non-GAAP) for the quarter ended March 31, 2024 was $255.9 million, compared to $254.1 million for the prior year’s quarter.

Liquidity

As of March 31, 2024, we had $3.0 billion of liquidity comprised of $1.1 billion of cash and cash equivalents and restricted cash and $1.9 billion available on our $2.5 billion revolving credit facilities. Following the May 2024 amendment and extension of one of our two revolving credit facilities, we had $2.7 billion of liquidity.

Active Development

As of March 31, 2024, we have expended $711.9 million of cash with an estimated $138.1 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. As of March 31, 2024, we have funded $8.0 million of our estimated $34.0 million share of cash contributions to the project.

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.

2024 Business Developments

Financing Activity

280 Park Avenue

On April 4, 2024, a joint venture, in which we have a 50% interest, amended and extended the $1.1 billion mortgage loan on 280 Park Avenue. The maturity date on the amended loan was extended to September 2026, with options to fully extend to September 2028, subject to certain conditions. The interest rate on the amended loan remains at SOFR plus 1.78%. Additionally, on April 4, 2024, the joint venture amended and extended the $125.0 million mezzanine loan, and subsequently repaid the loan for $62.5 million.

435 Seventh Avenue

On April 9, 2024, we completed a $75.0 million refinancing of 435 Seventh Avenue, of which $37.5 million is recourse to the Operating Partnership. The interest-only loan bears a rate of SOFR plus 2.10% and matures in April 2028. The interest rate on the loan was swapped to a fixed rate of 6.96% through April 2026. The loan replaces the previous $95.7 million fully recourse loan, which bore interest at SOFR plus 1.41%.

Unsecured Revolving Credit Facility

On May 3, 2024, we extended one of our two unsecured revolving credit facilities to April 2029 (as fully extended). The new $915.0 million facility replaces the existing $1.25 billion facility that was due to mature in April 2026. The new facility currently bears interest at a rate of SOFR plus 1.20% with a facility fee of 25 basis points. Our $1.25 billion revolving credit facility matures in December 2027 (as fully extended) and has an interest rate of SOFR plus 1.14% and a facility fee of 25 basis points.

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

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FINANCIAL HIGHLIGHTS AND BUSINESS DEVELOPMENTS (unaudited)

2024 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 three months ended March 31, 2024. See page 8 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:
PENN 11(1) $ 250,000 6.21% 10/25 S+206
Index Strike Rate
Interest rate caps:
61 Ninth Avenue (45.1% interest) $ 75,543 4.39% 01/26 S+146

______________________________

(1)Together with the existing $250,000 swap arrangement on the $500,000 PENN 11 mortgage loan, the loan will bear interest at an all-in swapped rate of 6.28% through October 2025.

Dispositions

On April 12, 2024, we closed on the sale of two condominium units at 220 CPS for net proceeds of $31.6 million; four units remain unsold.

Alexander’s

On May 3, 2024, Alexander’s, Inc., in which we own a 32.4% common equity interest, and Bloomberg L.P. reached an agreement to extend the leases covering approximately 947,000 square feet at 731 Lexington Avenue that were scheduled to expire in February 2029 for a term of eleven years to February 2040.

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 March 31, 2024

291,000 square feet of New York Office space (250,000 square feet at share) at an initial rent of $89.23 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 95,000 square feet of second generation space were positive 2.8% and positive 2.4%, respectively. Tenant improvements and leasing commissions were $12.98 per square foot per annum, or 14.5% of initial rent.

36,000 square feet of New York Retail space (33,000 square feet at share) at an initial rent of $253.83 per square foot and a weighted average lease term of 3.8 years. The changes in the GAAP and cash mark-to-market rent on the 27,000 square feet of second generation space were positive 4.4% and negative 18.1%, respectively. Tenant improvements and leasing commissions were $29.16 per square foot per annum, or 11.5% of initial rent.

51,000 square feet at THE MART (all at share) at an initial rent of $64.02 per square foot and a weighted average lease term of 4.5 years. The changes in the GAAP and cash mark-to-market rent on the 43,000 square feet of second generation space were positive 6.4% and negative 0.1%, respectively. Tenant improvements and leasing commissions were $8.37 per square foot per annum, or 13.1% of initial rent.

41,000 square feet at 315 Montgomery Street in San Francisco (29,000 square feet at share) at an initial rent of $67.57 per square foot and a weighted average lease term of 5.4 years. The changes in the GAAP and cash mark-to-market rent on the 29,000 square feet of second generation space were negative 25.3% and negative 30.1%, respectively. Tenant improvements and leasing commissions were $4.01 per square foot per annum, or 5.9% of initial rent.

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UNSECURED NOTES COVENANT RATIOS AND CREDIT RATINGS (unaudited)
(Amounts in thousands) As of
--- --- --- --- --- ---
Unsecured Notes Covenant Ratios(1) Required March 31, <br>2024 December 31, <br>2023 September 30, <br>2023 June 30, <br>2023
Total outstanding debt/total assets(2) Less than 65% 52% 50% 50% 49%
Secured debt/total assets Less than 50% 34% 33% 33% 33%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 1.93 2.15 2.17 2.30
Unencumbered assets/unsecured debt Greater than 150% 321% 320% 319% 320% Consolidated Unencumbered EBITDA(1) (non-GAAP): Q1 2024<br>Annualized
--- --- ---
New York $ 267,908
Other 83,976
Total $ 351,884 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.

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

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(1) The debt balances presented represent contractual debt balances. See reconciliation on page iii in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of March 31, 2024.
(2) On May 3, 2024, we amended one of our two revolving credit facilities, extending the maturity date to April 2029. See page 3 for additional details.
(3) Based on the Vornado Realty Trust (NYSE: VNO) March 31, 2024 quarter end closing common share price of $28.77.

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Company capitalization(1): Amount % Total
Consolidated mortgages payable (at 100%) $ 5,730 37%
Unsecured debt (contractual)(2) 2,575 16%
Perpetual preferred shares/units 1,223 8%
Equity(3) 6,023 39%
Total 15,551 100%
Pro rata share of debt of non-consolidated entities 2,654
Less: Noncontrolling interests' share of consolidated debt (682)
Total at share $ 17,523

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NET DEBT TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in millions)
As of and For the Trailing Twelve Months Ended March 31, 2024 As of and For the Year Ended December 31,
2023 2022 2021
Secured debt $ 5,730 $ 5,730 $ 5,878 $ 6,099
Unsecured debt 2,575 2,575 2,575 2,575
Pro rata share of debt of non-consolidated entities 2,654 2,654 2,697 2,700
Less: Noncontrolling interests’ share of consolidated debt (682) (682) (682) (682)
Company’s pro rata share of total debt $ 10,277 $ 10,277 $ 10,468 $ 10,692
% Unsecured debt 25% 25% 25% 24%
Company’s pro rata share of total debt $ 10,277 $ 10,277 $ 10,468 $ 10,692
Less: Cash and cash equivalents and investments in U.S. Treasury bills (893) (997) (1,362) (1,760)
Less: Escrowed cash included within restricted cash on our balance sheet (234) (222) (94) (131)
Less: Pro rata share of unconsolidated partially owned entities’ cash and cash equivalents and escrowed cash (316) (296) (316) (291)
Plus: Noncontrolling interests’ share of cash and cash equivalents, escrowed cash and investments in U.S. Treasury bills 104 102 94 110
Less: Participation in 150 West 34th Street mortgage loan (105) (105)
Less: Projected cash proceeds from 220 Central Park South (70) (70) (90) (148)
Net debt $ 8,868 $ 8,794 $ 8,595 $ 8,367
EBITDAre, as adjusted (non-GAAP) $ 1,083 $ 1,081 $ 1,091 $ 949
Net debt / EBITDAre, as adjusted (non-GAAP) 8.2 x 8.1 x 7.9 x 8.8 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 iv in the Appendix and reconciliation of EBITDAre to EBITDAre, as adjusted on page v in the Appendix.

DEBT SNAPSHOT (unaudited)
(Amounts in millions)
As of March 31, 2024
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) $ 8,305 4.18% $ 1,312 6.25% $ 6,993 3.79%
Pro rata share of debt of non-consolidated entities 2,654 5.36% 1,453 6.60% 1,201 3.87%
Total 10,959 4.46% 2,765 6.43% 8,194 3.80%
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 4.41% $ 2,368 6.30% $ 7,909 3.84%

As of March 31, 2024, $1,304 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 1290 Avenue of the Americas mortgage loan which is subject to a 1.00% SOFR interest rate cap arrangement.

(2) See reconciliation on page iii in the Appendix of consolidated debt, net as presented on our consolidated balance sheets to consolidated contractual debt as of March 31, 2024.

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HEDGING INSTRUMENTS AS OF MARCH 31, 2024 (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 500,000 10/25 S+206 500,000 10/25 6.28%
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 97,750 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(2) Effective Interest Rate(3)
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% 6.16%
150 West 34th Street mortgage loan 75,000 02/28 S+215 75,000 02/26 5.00% 7.15% 7.75%
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 75,543 01/26 S+146 75,543 01/26 4.39% 5.85% 6.31%
512 West 22nd Street mortgage loan 69,952 06/25 S+200 69,952 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 $ 4,896,118
Variable rate debt subject to interest rate caps 1,304,229
Fixed rate debt per loan agreements 3,012,851
Variable rate debt not subject to interest rate swaps or caps 1,063,403 (4)
Total debt at share $ 10,276,601

________________________________

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

(2)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.

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

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

See page 4 for details of interest rate hedging arrangements entered into during 2024.

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CONSOLIDATED DEBT MATURITIES (CONTRACTUAL BALANCES) (unaudited)
(Amounts in millions)
Consolidated Debt Maturity Schedule(1) as of March 31, 2024<br><br>(Excludes pro rata share of JV debt)(2)
---

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Consolidated (100%):
Secured $ 170 (3) $ 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 (4) 575 620 40 159 196
Less: Noncontrolling interests' share of consolidated debt (37) (645)
Total debt at share $ 1,197 $ 1,905 $ 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 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 an aggregate $803 of JV partnership debt, primarily comprised of the $500 mortgage loan on 640 Fifth Avenue included in the Fifth Avenue and Times Square JV and the $300 mortgage loan on 7 West 34th Street. These amounts are excluded from the consolidated debt maturity chart presented above.

(3)On April 9, 2024, we completed a $75 refinancing of 435 Seventh Avenue, extending the maturity date to April 2028. See page 3 for details.

(4)On April 4, 2024, the 280 Park Avenue joint venture, in which we have a 50% interest, amended and extended the $1,075 mortgage loan to September 2026, with options to fully extend to September 2028, subject to certain conditions. Additionally, on April 4, 2024, the joint venture amended and extended the $125 mezzanine loan, and subsequently repaid the loan for $62.5. See page 3 for details.

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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(3) 04/24 S+141 6.74% $ 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 S+150 (4) 4.31% 120,000 120,000
PENN 11 10/25 6.28% 500,000 500,000
888 Seventh Avenue(5) 12/25 S+180 (4) 5.30% 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 S+215 7.15% 75,000 75,000
555 California Street (70.0% interest) 05/28 S+205 (4) 3.81% 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(6) 04/26 S+119
Senior unsecured notes due 2026 06/26 2.15% 400,000 400,000
$1.25 Billion unsecured revolving credit facility 12/27 3.87% (7) 575,000 575,000
$800 Million unsecured term loan 12/27 S+129 (4) 4.78% (7) 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 6.38% 4.97% 3.83% 4.58% 3.42% 3.32% 4.18%
Fixed rate debt(8) $ $ 1,247,750 $ 400,000 $ 2,855,000 $ 1,790,000 $ 700,000 $ 6,992,750
Fixed weighted average rate expiring 4.83% 2.15% 4.51% 2.47% 3.32% 3.79%
Floating rate debt $ 169,815 $ 82,050 $ 525,000 $ 100,000 $ 435,000 $ $ 1,311,865
Floating weighted average rate expiring 6.38% 7.04% 5.11% 6.62% 7.34% 6.25%

________________________________

(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 page 8 for information on interest rate swap and interest rate cap arrangements.

(3)On April 9, 2024, we completed a $75,000 refinancing of 435 Seventh Avenue, extending the maturity date to April 2028. See page 3 for details.

(4)Balance is partially hedged by interest rate swap arrangements. See page 8 for details.

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

(6)On May 3, 2024, we amended one of our two revolving credit facilities, extending the maturity date to April 2029. See page 3 for details.

(7)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.

(8)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.

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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 $ 167,395 9.5 %
IPG and affiliates 1,029,557 68,207 3.9 %
Citadel 585,460 62,498 3.6 %
New York University 685,290 48,886 2.7 %
Bloomberg L.P. 306,768 43,277 2.4 %
Google/Motorola Mobility (guaranteed by Google) 759,446 42,537 2.4 %
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 27,515 1.5 %
AMC Networks, Inc. 326,717 25,830 1.5 %
LVMH Brands 65,060 25,692 1.4 %
Bank of America 247,615 24,521 1.4 %
Apple Inc. 412,434 24,076 1.4 %
Madison Square Garden & Affiliates 314,765 20,908 1.2 %
Victoria's Secret 33,156 20,087 1.1 %
37.3 %

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

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LEASE EXPIRATIONS (unaudited)
(Amounts in thousands) Our Share of Square Feet of Expiring Leases<br>As of March 31, 2024
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New York Office 640 601 1,169 1,294 1,044 1,269 634 898 958 502 584 4,384
New York Retail 12 157 160 32 31 53 154 68 57 17 81 300
THE MART 149 215 283 192 705 155 47 309 420 54 94 180
555 California Street 65 266 238 65 112 120 109 29 5 15 153
Total 866 1,239 1,850 1,583 1,892 1,597 944 1,304 1,440 588 759 5,017
% of total 4.5% 6.5% 9.7% 8.3% 9.9% 8.4% 4.9% 6.8% 7.5% 3.1% 4.0% 26.4%

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

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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 $ 659,108 $ 90,892 2026 9.5%
Districtwide Improvements N/A 100,000 52,785 47,215 N/A N/A
Total PENN District 850,000 (1) 711,893 138,107
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 $ 719,887 $ 255,113

________________________________

(1)Excluding debt and equity carry.

(2)Represents our 49.9% share of the $350,000 development budget, excluding the $40,000 value of our contributed leasehold interest and net of an estimated $9,000 for our share of development fees and reimbursement for overhead costs incurred by us. $34,000 will be funded via cash contributions, of which $7,994 has been funded as of March 31, 2024.

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

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APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS

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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.

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONSOLIDATED CONTRACTUAL DEBT (unaudited)
(Amounts in thousands)
As of March 31, 2024
Consolidated Debt, Net Deferred Financing Costs, Net and Other Consolidated Contractual Debt
Mortgages payable $ 5,690,639 $ 38,976 $ 5,729,615
Senior unsecured notes 1,194,383 5,617 1,200,000
$800 Million unsecured term loan 794,906 5,094 800,000
$2.5 Billion unsecured revolving credit facilities 575,000 575,000
$ 8,254,928 $ 49,687 $ 8,304,615

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) INCOME TO EBITDAre (unaudited)
(Amounts in thousands) For the Three Months Ended March 31, For the Trailing Twelve Months Ended For the Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- ---
2024 2023 March 31, 2024 2023 2022 2021
Reconciliation of net (loss) income to EBITDAre (non-GAAP):
Net (loss) income $ (6,273) $ 11,198 $ 15,417 $ 32,888 $ (382,612) $ 207,553
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 11,982 9,928 78,021 75,967 5,737 (24,014)
Net income (loss) attributable to the Operating Partnership 5,709 21,126 93,438 108,855 (376,875) 183,539
EBITDAre adjustments at share:
Depreciation and amortization expense 124,374 123,492 500,239 499,357 593,322 526,539
Interest and debt expense 117,340 111,117 464,623 458,400 362,321 297,116
Real estate impairment losses 73,289 73,289 595,488 7,880
Income tax expense (benefit) 7,426 4,954 32,937 30,465 23,404 (9,813)
Net gains on sale of real estate (72,955) (72,955) (58,920) (15,675)
EBITDAre at share 254,849 260,689 1,091,571 1,097,411 1,138,740 989,586
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 12,076 12,186 39,295 39,405 71,786 75,987
EBITDAre (non-GAAP) $ 266,925 $ 272,875 $ 1,130,866 $ 1,136,816 $ 1,210,526 $ 1,065,573

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
For the Three Months Ended March 31, For the Trailing Twelve Months Ended For the Year Ended December 31,
2024 2023 March 31, 2024 2023 2022 2021
EBITDAre (non-GAAP) $ 266,925 $ 272,875 $ 1,130,866 $ 1,136,816 $ 1,210,526 $ 1,065,573
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (12,076) (12,186) (39,295) (39,405) (71,786) (75,987)
Certain expense (income) items that impact EBITDAre:
Gain on sale of 220 CPS condominium units and ancillary amenities (7,520) (6,607) (14,127) (41,874) (50,318)
Net gains on disposition of wholly owned and partially owned assets (129) (889) (1,018) (17,372) (643)
Other 1,009 1,075 (1,000) (934) 11,070 10,351
Total of certain expense (income) items that impact EBITDAre 1,009 (6,574) (8,496) (16,079) (48,176) (40,610)
EBITDAre, as adjusted (non-GAAP) $ 255,858 $ 254,115 $ 1,083,075 $ 1,081,332 $ 1,090,564 $ 948,976

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