8-K

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 18, 2023

ALEXANDERS INC

(Exact Name of Registrant as Specified in Charter)

Delaware	001-06064	51-0100517
(State or Other	(Commission	(IRS Employer
Jurisdiction of Incorporation)	File Number)	Identification No.)

210 Route 4 East
Paramus,	New Jersey	07652
(Address of Principal Executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (201) 587-8541

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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1 par value per share	ALX	New York Stock Exchange

    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. o

Item 5.07.    Submission of Matters to a Vote of Security Holders.                               

     On May 18, 2023, Alexander’s, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Meeting”). As of March 20, 2023, the record date for stockholders entitled to vote at the Meeting, there were 5,107,290 shares of common stock, par value $1.00 per share (the “Shares”) outstanding and entitled to vote. Of the Shares entitled to vote at the Meeting, 4,842,490, or approximately 94.81% of the Shares, were present or represented by proxy. There were four matters presented and voted on. Set forth below is a brief description of each matter voted on and the voting results with respect to each such matter.

Proposal 1 – Election of three nominees to serve on the Board of Directors for a three-year term and until their respective successors are duly elected.

Nominee	For	Withheld	Broker Non-Votes
Thomas R. DiBenedetto	4,243,697	361,086	237,707
Mandakini Puri	4,398,042	206,741	237,707
Russell B. Wight, Jr.	4,145,552	459,231	237,707

Proposal 2 – Ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year 2023.

 

	For	Against	Abstain
Votes Cast	4,831,150	10,826	514

Proposal 3 – Non-binding advisory vote on executive compensation paid to our named executive officers.

	For	Against	Abstain	Broker Non-Votes
Votes Cast	4,014,917	548,047	41,819	237,707

Proposal 4 – Non-binding advisory vote on the frequency of executive compensation advisory votes for our named executive officers.

	One Year	Two Years	Three Years	Abstain
Votes Cast	1,323,260	1,647	3,066,042	43,886

Based on the votes set forth above, the stockholders recommended holding an advisory vote on executive compensation paid to our named executive officers every three years. In accordance with the stockholders’ recommendation, the Company has determined that an advisory vote on executive compensation paid to our named executive officers will be conducted every three years, until the next stockholder advisory vote on the frequency of the advisory vote on executive compensation.

In addition to the three nominees who were re-elected to serve on the Company’s Board of Directors, Steven Roth, David M. Mandelbaum, Wendy A. Silverstein, Arthur I. Sonnenblick, and Dr. Richard R. West continue to serve as Directors after the Meeting.

Item 7.01.    Regulation FD Disclosure.

On May 19, 2023, the Company issued a press release announcing that it has completed the previously announced sale of the Rego Park III land parcel adjacent to its Rego Park II shopping center, located in Queens, New York. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference solely for purposes of this Item 7.01 disclosure. Exhibit 99.1 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 under the Securities Act of 1933, as amended, or under the Exchange Act.

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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:

Exhibit No.	Description
99.1	Press release, dated May 19, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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.

ALEXANDER’S, INC.
(Registrant)
	By:	/s/ Gary Hansen
	Name:	Gary Hansen
	Title:	Chief Financial Officer (duly authorized officer and principal financial and accounting officer)

Date: May 19, 2023

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EX-99.1

EXHIBIT 99.1

May 19, 2023

Alexander’s Completes Sale of Rego Park III

PARAMUS, NEW JERSEY..........Alexander’s, Inc. (NYSE: ALX) announced today that it has completed the previously announced sale of the Rego Park III land parcel adjacent to its Rego Park II shopping center, located in Queens, New York, for $71 million inclusive of consideration for Brownfield tax benefits and reimbursement of costs for plans, specifications and improvements to date.The property consists of 670,000 buildable square feet located in an Opportunity Zone, vested for the 421a Affordable New York Housing Program and eligible to receive Brownfield tax credits.There will be a financial statement gain of approximately $54 million.

Alexander’s, Inc. is a real estate investment trust that has five properties in New York City.

CONTACT:

GARY HANSEN

(201) 587-8541

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. 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 increase in interest rates and inflation and the continuing effect of the COVID-19 pandemic 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, 2022. 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. 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 the Annual Report on Form 10‑K.

XML

Document and Entity Information	May 18, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 18, 2023
Entity Registrant Name	ALEXANDERS INC
Entity Incorporation, State or Country Code	DE
Entity File Number	001-06064
Entity Tax Identification Number	51-0100517
Entity Address, Address Line One	210 Route 4 East
Entity Address, City or Town	Paramus,
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07652
City Area Code	201
Local Phone Number	587-8541
Title of 12(b) Security	Common Stock, $1 par value per share
Trading Symbol	ALX
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000003499
Amendment Flag	false