Shareholders' Equity/Partners' Capital

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Shareholders' Equity/Partners' Capital

Shareholders' Equity/Partners' Capital

Common Shares (Vornado Realty Trust)

As of December 31, 2024, there were 190,846,580 common shares outstanding. During 2024, we paid an aggregate of $141,103,000 of common dividends at an annual rate of $0.74 per share.

Class A Units (Vornado Realty L.P.)

As of December 31, 2024, there were 190,846,580 Class A units outstanding that were held by Vornado. These units are classified as “partners’ capital” on the consolidated balance sheets of the Operating Partnership. As of December 31, 2024, there were 16,850,803 Class A units outstanding, that were held by third parties. These units are classified outside of “partners’ capital” as “redeemable partnership units” on the consolidated balance sheets of the Operating Partnership (see Note 9 – Redeemable Noncontrolling Interests). During 2024, the Operating Partnership paid an aggregate of $141,103,000 of distributions to Vornado at an annual rate of $0.74 per unit.

Share Repurchase Program

In April 2023, our Board of Trustees authorized a share repurchase plan under which Vornado is authorized to repurchase up to $200,000,000 of its outstanding common shares. To the extent Vornado repurchases any of its common shares, in order to fund the common share repurchase and maintain the one-to-one ratio of the number of Vornado common shares outstanding and the number of Class A units owned by Vornado, the Operating Partnership will repurchase from Vornado an equal number of its Class A units at the same price.

Share repurchases may be made from time to time in the open market, through privately negotiated transactions or through other means as permitted by federal securities laws, including through block trades, accelerated share repurchase transactions and/or trading plans intended to qualify under Rule 10b5-1. The timing, manner, price and amount of any repurchases will be determined in Vornado’s discretion depending on business, economic and market conditions, corporate and regulatory requirements, prevailing prices for Vornado’s common shares, alternative uses for capital and other considerations. The program does not have an expiration date and may be suspended or discontinued at any time and does not obligate Vornado to make any repurchases of its common shares.

During the year ended December 31, 2024, no shares were repurchased. In total, Vornado has repurchased 2,024,495 common shares for $29,143,000 at an average price per share of $14.40. As of December 31, 2024, $170,857,000 remained available and authorized for repurchases.

10.     Shareholders' Equity/Partners' Capital - continued

Preferred Shares/Units

The following table sets forth the details of our preferred shares of beneficial interest and the preferred units of the Operating Partnership outstanding as of December 31, 2024 and 2023. During 2024, we paid $62,112,000 in preferred dividends.

(Amounts in thousands, except share/unit and per share/per unit amounts)
				Per Share/Unit
Preferred Shares/Units	Balance		Shares/Units Outstanding	Liquidation Preference		Annual Dividend/ Distribution(1)
Convertible Preferred:
6.5% Series A: authorized 12,902 shares/units(2)	$	825	9,180	$	50.00	$	3.25
Cumulative Redeemable Preferred(3):
5.40% Series L: authorized 13,800,000 shares/units	290,306		12,000,000	25.00		1.35
5.25% Series M: authorized 13,800,000 shares/units	308,946		12,780,000	25.00		1.3125
5.25% Series N: authorized 12,000,000 shares/units	291,134		12,000,000	25.00		1.3125
4.45% Series O: authorized 12,000,000 shares/units	291,153		12,000,000	25.00		1.1125
	$	1,182,364	48,789,180

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(1)Dividends on preferred shares and distributions on preferred units are cumulative and are payable quarterly in arrears.

(2)Redeemable at the option of Vornado under certain circumstances, at a redemption price of 1.9531 common shares/Class A units per Series A preferred share/unit plus accrued and unpaid dividends/distributions through the date of redemption, or convertible at any time at the option of the holder for 1.9531 common shares/Class A units per Series A preferred share/unit.

(3)Series L and Series M preferred shares/units are redeemable at Vornado's option at a redemption price of $25.00 per share/unit, plus accrued and unpaid dividends/distributions through the date of redemption. Series N preferred shares/units are redeemable commencing November 2025 and Series O preferred shares/units are redeemable commencing September 2026, each at a redemption price of $25.00 per share/unit.