SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GREENBAUM DAVID R

(Last) (First) (Middle)
888 SEVENTH AVENUE

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VORNADO REALTY TRUST [ VNO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President - NY Office Division
3. Date of Earliest Transaction (Month/Day/Year)
01/06/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 01/06/2012 M 39,444 A $41.5241 136,774 (1) D
Common Shares 01/06/2012 M 48,211 A $41.285 184,985 (1) D
Common Shares 01/06/2012 M 39,557 A $41.4048 224,542 (1) D
Common Shares 01/06/2012 F 95,581 D $76.94 128,961 (1) D
Common Shares 01/06/2012 S 20,200 D $77.0648 (2) 108,761 (1) D
Common Shares 01/09/2012 S 9,800 D $77.2098 (3) 98,961 (1) D
Common Shares 39,030 I Held by Trust (4)
Common Shares 39,030 I Held by Trust (5)
Common Shares 100,000 (7) I Held by grantor retained annuity trusts (6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options (Right to Buy) $41.5241 01/06/2012 M 39,444 01/28/2003 01/28/2012 Common Shares 39,444 $0 0 D
Options (Right to Buy) $41.285 01/06/2012 M 48,211 01/28/2003 01/28/2012 Common Shares 48,211 $0 0 D
Options (Right to Buy) $41.4048 01/06/2012 M 39,557 01/28/2003 01/28/2012 Common Shares 39,557 $0 0 D
Explanation of Responses:
1. Of these common shares of beneficial interest, par value $.04 per share (the "Common Shares") of Vornado Realty Trust (the "Company"), 3,424 are subject to restrictions on transfer imposed by Vornado Realty Trust of which 1,712 expire on March 31, 2012 and 1,712 expire on March 31, 2013.
2. Represents weighted average sale price. These Common Shares were sold through the execution of a single market order at prices ranging between $77.00 and $77.19. Full information regarding the number of shares sold at each separate price will be provided upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer.
3. Represents weighted average sale price. These Common Shares were sold through the execution of a single market order at prices ranging between $77.08 and $77.31. Full information regarding the number of shares sold at each separate price will be provided upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer.
4. These Common Shares are held by a trust for the benefit of Jessica Greenbaum, Mr. Greenbaum's daughter, Mr. Greenbaum disclaims beneficial ownership of these common shares except to the extent of his pecuniary interst therein.
5. These Common Shares are held by a trust for the benefit of Allison Greenbaum, Mr. Greenbaum's daughter, Mr. Greenbaum disclaims beneficial ownership of these common shares except to the extent of his pecuniary interst therein.
6. These Common Shares are held in grantor retained annuity trusts. The filing of this Form 4 shall not be deemed an admission that Mr. Greenbaum is the beneficial owner of these Common Shares.
7. Subsequent to his immediately preceding Form 4, Mr. Greenbaum transferred these 100,000 Common Shares to grantor retained annuity trusts. Previously, Mr. Greenbaum had reported such Common Shares as directly beneficially owned.
/s/ Steven Santora, Attorney in Fact 01/09/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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