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Vornado (VNO) director awarded 7,168 restricted units tied to future common shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Vornado Realty Trust director William W. Helman received a grant of 7,168 restricted units on May 21, 2026. These restricted units of Vornado Realty L.P. are convertible after certain events into 7,168 Class A Units, which are redeemable for cash or, at the company’s election, an equal number of common shares.

The restricted units vest immediately but are not transferable while he serves on the Board of Trustees, except through conversion and redemption. Any common shares issued upon redemption must also be held until he is no longer a board member, reinforcing this as long-term, compensation-related equity rather than an open-market transaction.

Positive

  • None.

Negative

  • None.
Insider Helman William W
Role null
Type Security Shares Price Value
Grant/Award Restricted Units 7,168 $0.00 --
Holdings After Transaction: Restricted Units — 7,168 shares (Direct, null)
Footnotes (1)
  1. On May 21, 2026, the reporting person received a grant of restricted units (the "Restricted Units") of Vornado Realty L.P. (the "Operating Partnership"), the Operating Partnership of Vornado Realty Trust (the "Company"). The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events are convertible by the holder into an equivalent number of Class A Units of the Operating Partnership. Class A Units are redeemable by the holder for cash or, at the Company's election, common shares of beneficial interest, $0.04 par value per share (the "Common Shares") of the Company on a one for one basis or the cash value of such shares. These Restricted Units vest immediately. These units are not transferable until the reporting person is no longer serving as a member of the Company's Board of Trustees, other than in connection with a conversion of the Restricted Units to Class A Units and a redemption of such Class A Units for Common Shares. Any Common Shares issued in connection with such a redemption must be held by the reporting person until such person is no longer a member of the Company's Board of Trustees.
Restricted units granted 7,168 units Grant to director on May 21, 2026
Grant price per unit $0.00 Restricted unit award consideration
Underlying common shares 7,168 shares Potential 1:1 redemption into common shares
Units held after grant 7,168 units Total restricted units following transaction
Restricted Units financial
"the reporting person received a grant of restricted units (the "Restricted Units") of Vornado Realty L.P."
Class A Units financial
"convertible by the holder into an equivalent number of Class A Units of the Operating Partnership."
Class A units are a specific type of ownership stake in a company, fund, trust, or partnership that carries a defined set of rights—often different voting power, dividend priority, or fee arrangements—distinct from other classes of units. For investors they matter because those differences affect control, income and potential returns; think of two neighbors in the same building where one has a bigger say in decisions or a larger share of rental income.
Common Shares financial
"common shares of beneficial interest, $0.04 par value per share (the "Common Shares") of the Company"
Common shares are the basic units of ownership in a company that give holders a claim on profits and a right to vote on key matters, like electing the board. Think of them as membership cards in a club: they let you share in successes and losses, but in a bankruptcy or liquidation they are paid after creditors and preferred shareholders, so their value can swing more and matters for assessing risk and potential return.
Board of Trustees financial
"until the reporting person is no longer serving as a member of the Company's Board of Trustees"
A board of trustees is a group of individuals responsible for overseeing and guiding the management of an organization, such as a nonprofit, university, or charity. They act like a steering committee, making important decisions to ensure the organization stays true to its mission and remains financially healthy. For investors, the board’s effectiveness can influence the organization’s stability and long-term success.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Helman William W
(Last)(First)(Middle)
C/O VORNADO REALTY TRUST
888 SEVENTH AVENUE
(Street)
NEW YORK NEW YORK 10019
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
VORNADO REALTY TRUST [ VNO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Units(1)(1)05/21/2026A7,168 (2) (2)Common Shares7,168(1)7,168D
Explanation of Responses:
1. On May 21, 2026, the reporting person received a grant of restricted units (the "Restricted Units") of Vornado Realty L.P. (the "Operating Partnership"), the Operating Partnership of Vornado Realty Trust (the "Company"). The Restricted Units are a class of units of the Operating Partnership that following the occurrence of certain events are convertible by the holder into an equivalent number of Class A Units of the Operating Partnership. Class A Units are redeemable by the holder for cash or, at the Company's election, common shares of beneficial interest, $0.04 par value per share (the "Common Shares") of the Company on a one for one basis or the cash value of such shares.
2. These Restricted Units vest immediately. These units are not transferable until the reporting person is no longer serving as a member of the Company's Board of Trustees, other than in connection with a conversion of the Restricted Units to Class A Units and a redemption of such Class A Units for Common Shares. Any Common Shares issued in connection with such a redemption must be held by the reporting person until such person is no longer a member of the Company's Board of Trustees.
/s/ Ryan Saum, Attorney-in-Fact05/22/2026
** Signature of Reporting PersonDate
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Vornado Realty Trust (VNO) director William W. Helman receive in this Form 4?

He received a grant of 7,168 restricted units as equity compensation. These units relate to Vornado Realty L.P. and can later convert into Class A Units and potentially common shares, aligning his interests with long-term unitholder and shareholder value.

Are William W. Helman’s 7,168 restricted units in Vornado (VNO) immediately vested?

Yes, the 7,168 restricted units vest immediately upon grant. However, they are subject to holding and transfer restrictions while he serves on the Board of Trustees, limiting liquidity and emphasizing long-term alignment instead of short-term trading flexibility for this equity award.

Can the restricted units granted to the Vornado (VNO) director convert into common shares?

The restricted units can first convert into Class A Units of the operating partnership after certain events. Those Class A Units are redeemable for cash or, at the company’s election, for common shares on a one-for-one basis, giving flexibility in settlement form.

Is this Vornado (VNO) Form 4 a market purchase or a compensation grant?

It is a compensation-related equity grant, not an open-market purchase. The reporting person received 7,168 restricted units at a stated price of zero, reflecting a grant or award rather than buying shares in the public market or through a discretionary investment decision.