VORNADO REALTY TRUST

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VORNADO REALTY TRUST : Submission of Matters to a Vote of Security Holders (form 8-K)

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05/18/2020 | 06:12 am

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



On May 14, 2020, Vornado Realty Trust (the "Company") held its 2020 Annual
Meeting of Shareholders (the "Meeting"). As of March 16, 2020, the record date
for shareholders entitled to vote at the Meeting, there were 191,103,928 common
shares of beneficial interest, par value $0.04 per share (the "Shares"),
outstanding and entitled to vote. Of the Shares entitled to vote at the Meeting,
174,105,858, or approximately 91% 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, the voting results with respect to
each such matter and other required information.



Proposal 1 - Election of 10 nominees to serve on the Board of Trustees for a
one-year term expiring at the 2021 annual meeting of shareholders of the Company
and until their respective successors are duly elected and qualified.




Nominee For Withheld Broker Non-Votes
Steven Roth 156,125,357 9,856,280 8,124,221
Candace K. Beinecke 150,843,540 15,138,097 8,124,221
Michael D. Fascitelli 161,743,784 4,237,853 8,124,221
Beatrice Hamza Bassey 156,549,060 9,432,577 8,124,221
William W. Helman IV 159,977,661 6,003,976 8,124,221
David M. Mandelbaum 159,633,372 6,348,265 8,124,221
Mandakini Puri 163,366,524 2,615,113 8,124,221
Daniel R. Tisch 156,828,893 9,152,744 8,124,221
Richard R. West 146,946,047 19,035,590 8,124,221
Russell B. Wight, Jr. 159,635,214 6,346,423 8,124,221





Proposal 2 - Ratification of Deloitte & Touche LLP as the Company's independent
registered public accounting firm for the fiscal year 2020.




For Against Abstain
Votes Cast 167,469,709 6,410,514 225,635





Proposal 3 - Non-binding, advisory resolution on executive compensation.




For Against Abstain Broker Non-Votes
Votes Cast 71,047,743 94,169,937 763,957 8,124,221





Proposal 4 - Approval of amendments to the Company's 2019 Omnibus Share Plan.




For Against Abstain Broker Non-Votes
Votes Cast 122,788,953 42,886,321 306,363 8,124,221







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