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VORNADO REALTY LP

For the period ended Sep 30, 2026. Filed Nov 2, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 2, 2026

VNO$35.82-0.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-03.

0000899689-26-000046

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-02.

0000899689-26-000053

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 201 previous paragraphs and 214 current paragraphs.

140 unchanged; 38 reworded; 33 added; 19 removed; 4 previous and 3 current paragraphs rearranged.

Tables are not compared: 37 previous and 37 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (33)

Current report

Net loss attributable to common shareholders for the quarter ended September 30, 2026 was $47,138,000, or $0.25 per diluted share, compared to net income attributable to common shareholders of $11,589,000, or $0.06 per diluted share, for the prior year’s quarter.

Current report

(2)2026 includes termination income at the Rego Park shopping center.

Current report

Reconciliation of Net (Loss) Income to NOI At Share and NOI At Share - Cash Basis for the Three Months Ended September 30, 2026 and 2025

Current report

Below is a reconciliation of net (loss) income to NOI at share and NOI at share - cash basis for the three months ended September 30, 2026 and 2025.

Current report

Our revenues were $467,657,000 for the three months ended September 30, 2026, compared to $453,700,000 for the prior year’s quarter, an increase of $13,957,000. Below are the details of the increase (decrease) by segment:

Current report

Our expenses were $445,331,000 for the three months ended September 30, 2026, compared to $406,700,000 for the prior year’s quarter, an increase of $38,631,000. Below are the details of the increase (decrease) by segment:

Current report

(1)2026 includes termination income at the Rego Park shopping center.

Current report

(3)2025 includes the $11,002 gain associated with the sale of 512 West 22nd Street.

Current report

NOI At Share by Segment for the Nine Months Ended September 30, 2026 and 2025

Current report

NOI At Share by Segment for the Nine Months Ended September 30, 2026 and 2025 - continued

Current report

The elements of our New York and Other NOI at share for the nine months ended September 30, 2026 and 2025 are summarized below.

Current report

The elements of our New York and Other NOI at share - cash basis for the nine months ended September 30, 2026 and 2025 are summarized below.

Current report

(2)2026 includes termination income at the Rego Park shopping center.

Current report

(4)Decrease is primarily due to the lease amendment entered into between Alexander’s and Bloomberg L.P. (“Bloomberg”), which provided Bloomberg with a rent abatement for the period of April 1, 2026 to December 1, 2026 with a corresponding reduction to Bloomberg’s tenant fund.

Current report

(5)Decrease is primarily due to free rent periods on new leases commencing.

Current report

Reconciliation of Net (Loss) Income to NOI At Share and NOI at Share - Cash Basis for the Nine Months Ended September 30, 2026 and 2025

Current report

Below is a reconciliation of net (loss) income to NOI at share and NOI at share - cash basis for the nine months ended September 30, 2026 and 2025.

Current report

Results of Operations – Nine Months Ended September 30, 2026 Compared to September 30, 2025

Current report

Our revenues were $1,389,004,000 for the nine months ended September 30, 2026, compared to $1,356,716,000 for the prior year’s nine months, an increase of $32,288,000. Below are the details of the increase (decrease) by segment:

Current report

Our expenses were $1,290,711,000 for the nine months ended September 30, 2026, compared to $1,163,890,000 for the prior year’s nine months, an increase of $126,821,000. Below are the details of the increase (decrease) by segment:

Current report

Results of Operations – Nine Months Ended September 30, 2026 Compared to September 30, 2025 - continued

Current report

(3)2025 includes the $11,002 gain associated with the sale of 512 West 22nd Street.

Current report

Gain on sales-type lease for the nine months ended September 30, 2025 was $803,248,000, resulting from the 770 Broadway master lease with NYU.

Current report

Results of Operations – Nine Months Ended September 30, 2026 Compared to September 30, 2025 - continued

Current report

(1)Decrease is primarily due to the $935,000 prepaid lease payment received from New York University (“NYU”) in 2025 as a result of the completed master lease at 770 Broadway.

Current report

On October 20, 2026, the existing joint venture between Vornado and Rudin (the “Vornado/Rudin JV”) and an affiliate of KG, the founder and CEO of Citadel, formed a new joint venture (the “350 Park JV”) to develop an approximately 1,900,000 square foot office tower on the combined sites of 350 Park Avenue, 39 East 51st Street and 40 East 52nd Street, with Citadel Enterprise Americas LLC (“CEAMER”) as the anchor tenant. We consolidate the Vornado/Rudin JV. We contributed our wholly owned 350 Park Avenue property to the 350 Park JV, the Vornado/Rudin JV contributed 39 East 51st Street and Rudin contributed 40 East 52nd Street. In exchange for these contributions, the Vornado/Rudin JV received a 40% ownership interest in the 350 Park JV, and KG owns the remaining 60% interest. Through the Vornado/Rudin JV, we hold a 36.1% effective interest and Rudin holds a 3.9% effective interest. Rudin also holds $150,000,000 of preferred equity in the Vornado/Rudin JV.

Current report

The development cost of the project is estimated to be $6.25 billion, to be funded with $3.30 billion of construction financing and $2.95 billion of equity. Our share of equity will be funded through (i) our $500,000,000 net contribution of 350 Park Avenue and (ii) approximately $290,000,000 of cash contributions, net of the development fees and reimbursements we project to earn. KG will fund 100% of cash contributions until such time that its capital account is trued-up to reflect its 60% ownership interest relative to the Vornado/Rudin JV’s capital account. Thereafter, equity will be funded pro rata in accordance with each partner’s respective ownership interest. We expect to begin funding our share of the cash contributions in mid-2028 and to continue through completion of the development.

Current report

(5)Represents the total $918,000 balance outstanding under our unsecured revolving credit facility, which is shown under both the interest rate swaps and interest rate caps, of which $575,000 is swapped and, effective October 2026, the remaining $343,000 is capped.

Current report

(6)Represents the total $850,000 balance of our unsecured term loan, which is shown under both the interest rate swaps and interest rate caps. Through October 2026, $750,000 is swapped and $100,000 is floating. Effective October 2026, $600,000 is capped through October 2027 and the remaining $250,000 is swapped, declining to $50,000 in July 2027 and expiring in August 2027.
Removed paragraphs (19)

Previous report

Reconciliation of Net Income to NOI At Share and NOI At Share - Cash Basis for the Three Months Ended June 30, 2026 and 2025

Previous report

Below is a reconciliation of net income to NOI at share and NOI at share - cash basis for the three months ended June 30, 2026 and 2025.

Previous report

Our revenues were $462,242,000 for the three months ended June 30, 2026, compared to $441,437,000 for the prior year’s quarter, an increase of $20,805,000. Below are the details of the increase (decrease) by segment:

Previous report

Our expenses were $436,633,000 for the three months ended June 30, 2026, compared to $378,744,000 for the prior year’s quarter, an increase of $57,889,000. Below are the details of the increase (decrease) by segment:

Previous report

Net Income (Loss) Attributable to Noncontrolling Interests in Consolidated Subsidiaries

Previous report

NOI At Share by Segment for the Six Months Ended June 30, 2026 and 2025

Previous report

NOI At Share by Segment for the Six Months Ended June 30, 2026 and 2025 - continued

Previous report

The elements of our New York and Other NOI at share for the six months ended June 30, 2026 and 2025 are summarized below.

Previous report

The elements of our New York and Other NOI at share - cash basis for the six months ended June 30, 2026 and 2025 are summarized below.

Previous report

Reconciliation of Net Income to NOI At Share and NOI at Share - Cash Basis for the Six Months Ended June 30, 2026 and 2025

Previous report

Below is a reconciliation of net income to NOI at share and NOI at share - cash basis for the six months ended June 30, 2026 and 2025.

Previous report

Results of Operations – Six Months Ended June 30, 2026 Compared to June 30, 2025

Previous report

Our revenues were $921,347,000 for the six months ended June 30, 2026, compared to $903,016,000 for the prior year’s six months, an increase of $18,331,000. Below are the details of the increase (decrease) by segment:

Previous report

Our expenses were $845,380,000 for the six months ended June 30, 2026, compared to $757,190,000 for the prior year’s six months, an increase of $88,190,000. Below are the details of the increase (decrease) by segment:

Previous report

Results of Operations – Six Months Ended June 30, 2026 Compared to June 30, 2025 - continued

Previous report

Results of Operations – Six Months Ended June 30, 2026 Compared to June 30, 2025 - continued

Previous report

On December 18, 2025, an affiliate of Kenneth C. Griffin, Citadel Enterprise Americas LLC’s (“Citadel”) Founder and CEO (“KG”), exercised an option to acquire at least a 60% interest in a joint venture (the “350 Park JV”) that would develop the 350 Park Avenue site (the “Investment Option”). Vornado and the Rudin Family, via a joint venture (the “Vornado/Rudin JV”), have the option to acquire an interest between 23% and 40% in the 350 Park JV (with Vornado having an effective ownership ranging from 21% to 36%). 350 Park JV would combine 350 Park Avenue with 39 East 51st Street (owned by the Vornado/Rudin JV) and 40 East 52nd Street (owned by the Rudin Family) to build an approximate 1,900,000 square foot new office tower (the “350 Park Site”) with Citadel as the anchor tenant. The Vornado/Rudin JV has until August 2026 to determine whether to enter into the 350 Park JV with KG or to exercise the option to put the 350 Park Site to KG for $1.2 billion ($900,000,000 to Vornado). The Investment Option closing is subject to the satisfaction of certain conditions.
Reworded paragraphs (38)

Previous wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes a discussion of our consolidated financial statements for the three and six months ended June 30, 2026. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the operating results for the full year. Certain prior year balances have been reclassified in order to conform to the current year presentation.

Current wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations includes a discussion of our consolidated financial statements for the three and nine months ended September 30, 2026. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the operating results for the full year. Certain prior year balances have been reclassified in order to conform to the current year presentation.

Previous wording

Funds from operations (“FFO”) attributable to common shareholders plus assumed conversions for the quarter ended June 30, 2026 was $144,078,000, or $0.74 per diluted share, compared to $120,928,000, or $0.60 per diluted share, for the prior year’s quarter. FFO attributable to common shareholders plus assumed conversions for the quarters ended June 30, 2026 and 2025 include certain items that impact the comparability of period-to-period FFO, which are listed in the table below. The aggregate of these items, net of amounts attributable to noncontrolling interests, increased FFO attributable to common shareholders plus assumed conversions for the quarter ended June 30, 2026 by $13,005,000, or $0.07 per diluted share, and $7,604,000, or $0.04 per diluted share, for the quarter ended June 30, 2025.

Current wording

Funds from operations (“FFO”) attributable to common shareholders plus assumed conversions for the quarter ended September 30, 2026 was $122,646,000, or $0.62 per diluted share, compared to $117,372,000, or $0.58 per diluted share, for the prior year’s quarter. FFO attributable to common shareholders plus assumed conversions for the quarters ended September 30, 2026 and 2025 include certain items that impact the comparability of period-to-period FFO, which are listed in the table below. The aggregate of these items, net of amounts attributable to noncontrolling interests, decreased FFO attributable to common shareholders plus assumed conversions for the quarter ended September 30, 2026 by $4,010,000, or $0.03 per diluted share, and increased FFO attributable to common shareholders plus assumed conversions by $2,837,000, or $0.01 per diluted share, for the quarter ended September 30, 2025.

Current wording

Nine Months Ended September 30, 2026 Financial Results Summary

Previous wording

Net loss attributable to common shareholders for the six months ended June 30, 2026 was $6,408,000, or $0.03 per diluted share, compared to net income attributable to common shareholders of $830,661,000, or $4.14 per diluted share, for the six months ended June 30, 2025. The decrease is primarily due to the $803,248,000 gain related to the 770 Broadway master lease with NYU during the six months ended June 30, 2025.

Current wording

Net loss attributable to common shareholders for the nine months ended September 30, 2026 was $53,546,000, or $0.28 per diluted share, compared to net income attributable to common shareholders of $842,250,000, or $4.19 per diluted share, for the nine months ended September 30, 2025. The decrease is primarily due to the $803,248,000 gain related to the 770 Broadway master lease with NYU during the nine months ended September 30, 2025.

Previous wording

FFO attributable to common shareholders plus assumed conversions for the six months ended June 30, 2026 was $240,391,000, or $1.22 per diluted share, compared to $256,028,000, or $1.27 per diluted share, for the six months ended June 30, 2025. FFO attributable to common shareholders plus assumed conversions for the six months ended June 30, 2026 and 2025 include certain items that impact the comparability of period-to-period FFO, which are listed in the table below. The aggregate of these items, net of amounts attributable to noncontrolling interests, increased FFO attributable to common shareholders plus assumed conversions for the six months ended June 30, 2026 by $6,150,000, or $0.03 per diluted share and $16,400,000, or $0.08 per diluted share for the six months ended June 30, 2025.

Current wording

FFO attributable to common shareholders plus assumed conversions for the nine months ended September 30, 2026 was $363,086,000, or $1.85 per diluted share, compared to $373,482,000, or $1.86 per diluted share, for the nine months ended September 30, 2025. FFO attributable to common shareholders plus assumed conversions for the nine months ended September 30, 2026 and 2025 include certain items that impact the comparability of period-to-period FFO, which are listed in the table below. The aggregate of these items, net of amounts attributable to noncontrolling interests, increased FFO attributable to common shareholders plus assumed conversions for the nine months ended September 30, 2026 by $2,145,000, or $0.01 per diluted share and $19,243,000, or $0.10 per diluted share for the nine months ended September 30, 2025.

Previous wording

The following table reconciles the difference between our FFO attributable to common shareholders plus assumed conversions and our FFO attributable to common shareholders plus assumed conversions, as adjusted:

Current wording

The following table details the income and expense items affecting the comparability of FFO attributable to common shareholders plus assumed conversions and our FFO attributable to common shareholders plus assumed conversions, as adjusted:

Previous wording

Calculations of same store NOI at share, reconciliations of our net income (loss) to NOI at share, NOI at share - cash basis and FFO and the reasons we consider these non-GAAP financial measures useful are provided in the following pages of Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Current wording

Calculations of same store NOI at share, reconciliations of our net (loss) income to NOI at share, NOI at share - cash basis and FFO and the reasons we consider these non-GAAP financial measures useful are provided in the following pages of Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Previous wording

On January 26, 2026, a joint venture, in which we have a 50.0% interest, entered into a nine-month extension with the lenders on the $54,000,000 mortgage loan encumbering the office condominium of 825 Seventh Avenue and simultaneously paid down the principal balance by $6,000,000 to $48,000,000. The loan was previously scheduled to mature in January 2026. The non-recourse interest-only loan bears interest at a rate of SOFR plus 2.75% and matures in October 2026, with a fifteen-month extension option subject to loan-to-value and debt yield requirements.

Current wording

On January 26, 2026, a joint venture, in which we have a 50.0% interest, entered into a nine-month extension with the lenders on the $54,000,000 mortgage loan encumbering the office condominium of 825 Seventh Avenue and simultaneously paid down the principal balance by $6,000,000 to $48,000,000. The loan was previously scheduled to mature in January 2026. On October 26, 2026, the $48,000,000 non-recourse mortgage loan matured and was not repaid, resulting in a maturity default. The interest-only loan bears interest at a rate of SOFR plus 2.75% and provides for additional default interest of 5.00%.

Previous wording

On March 10, 2026, an affiliate of Kenneth C. Griffin (“KG”) provided a $400,000,000 mortgage loan secured by 350 Park Avenue, the proceeds of which were used to defease the existing $400,000,000 mortgage loan in connection with the site’s development. The new interest-only loan bears interest at a fixed rate of 4.00% and matures in January 2027. Concurrently, and in connection with the planned development, Citadel Enterprise Americas LLC vacated the building and assigned its existing master lease to an affiliate of KG as tenant, and the lease was amended to provide for net rent of $16,000,000 per annum, equal to the interest payments under the new mortgage loan.

Current wording

On March 10, 2026, an affiliate of Kenneth C. Griffin (“KG”) provided a $400,000,000 mortgage loan secured by 350 Park Avenue, the proceeds of which were used to defease the existing $400,000,000 mortgage loan in connection with the site’s development. The new interest-only loan bears interest at a fixed rate of 4.00% and matures in January 2027. Concurrently, and in connection with the planned development, Citadel Enterprise Americas LLC vacated the building and assigned its existing master lease to an affiliate of KG as tenant, and the lease was amended to provide for net rent of $16,000,000 per annum, equal to the interest payments under the new mortgage loan. On October 20, 2026, the $400,000,000 mortgage loan was satisfied at the closing of the 350 Park Avenue joint venture. See Note 20 –Subsequent Events for further details.

Previous wording

During the three months ended June 30, 2026, we repurchased 1,787,090 common shares for $53,461,000 at an average price per share of $29.92.

Current wording

During the three months ended September 30, 2026, no shares were repurchased. During the nine months ended September 30, 2026, we repurchased 4,532,803 common shares for $133,305,000 at an average price of $29.41.

Previous wording

(4)Reflects the reclassification of Sunset Pier 94 and 40 East 66th Street Residential, from the “New York” segment to the “Other” segment during the six months ended June 30, 2026.

Current wording

(4)Reflects the reclassification of Sunset Pier 94 and 40 East 66th Street Residential from the “New York” segment to the “Other” segment during the nine months ended September 30, 2026.

Previous wording

A summary of our critical accounting policies and estimates used in the preparation of our consolidated financial statements is included in Part II, Item 7 -Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025. For the six months ended June 30, 2026, there were no material changes to these policies.

Current wording

A summary of our critical accounting policies and estimates used in the preparation of our consolidated financial statements is included in Part II, Item 7 -Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025. For the nine months ended September 30, 2026, there were no material changes to these policies.

Previous wording

(3)Includes interests in Independence Plaza, Sunset Pier 94 Joint Venture (“Pier 94 JV”), Rosslyn Plaza, and others.

Current wording

(4)Includes interests in Independence Plaza, Sunset Pier 94 Joint Venture (“Pier 94 JV”), Rosslyn Plaza, and others.

Previous wording

Interest and debt expense for the three months ended June 30, 2026 was $89,582,000, compared to $87,929,000 for the prior year’s quarter, an increase of $1,653,000. This was primarily due to (i) $7,139,000 of higher interest expense due to the public offering of $500,000,000 5.75% senior unsecured notes, (ii) $4,483,000 of higher interest expense resulting from higher average interest rates, inclusive of the impact of our interest rate hedging instruments, and (iii) $490,000 of higher amortization of deferred financing costs, partially offset by (iv) $6,424,000 of lower amortization of interest rate cap premiums, (v) $2,939,000 of lower interest expense resulting from lower average debt balances, and (vi) $1,536,000 of higher capitalized interest.

Current wording

Interest and debt expense for the three months ended September 30, 2026 was $88,714,000, compared to $84,459,000 for the prior year’s quarter, an increase of $4,255,000. This was primarily due to (i) $7,218,000 of higher interest expense due to the January 2026 public offering of $500,000,000 5.75% senior unsecured notes, (ii) $6,107,000 of higher interest expense resulting from higher average interest rates, inclusive of the impact of our interest rate hedging instruments, and (iii) $376,000 of higher amortization of deferred financing costs, partially offset by (iv) $6,169,000 of lower amortization of interest rate cap premiums, (v) $2,539,000 of higher capitalized interest, and (vi) $569,000 of lower interest expense resulting from lower average debt balances.

Previous wording

Income tax expense for the three months ended June 30, 2026 was $3,571,000, compared to $4,123,000 for the prior year’s quarter, a decrease of $552,000. This was primarily due to lower income tax expense incurred by our taxable REIT subsidiaries.

Current wording

Income tax expense for the three months ended September 30, 2026 was $3,668,000, compared to a benefit of $5,589,000 for the prior year’s quarter, an increase in expense of $9,257,000. This was primarily due to book to tax differences and higher income tax expense incurred by our taxable REIT subsidiaries.

Previous wording

Net income attributable to noncontrolling interests in consolidated subsidiaries was $5,748,000 for the three months ended June 30, 2026, compared to a net loss of $10,981,000 for the prior year’s quarter, an increase in income of $16,729,000. This was primarily due to the allocation of the debt extinguishment gain recognized on 606 Broadway.

Current wording

Net loss attributable to noncontrolling interests in consolidated subsidiaries was $10,180,000 for the three months ended September 30, 2026, compared to $8,912,000 for the prior year’s quarter, an increase in losses of $1,268,000.

Previous wording

Below is a summary of NOI at share and NOI at share - cash basis by segment for the six months ended June 30, 2026 and 2025.

Current wording

Below is a summary of NOI at share and NOI at share - cash basis by segment for the nine months ended September 30, 2026 and 2025.

Previous wording

(2)2025 includes the impact of the payment of $22,361 for prior period PENN 1 ground rent owed based on the rent reset determination.

Current wording

(3)2025 includes the impact of the payment of $22,361 for prior period PENN 1 ground rent owed based on the rent reset determination.

Previous wording

(1)On May 28, 2026, Alexander’s completed the sale of its Rego Park I property for $235,500. As a result of the sale, we recognized our $44,329 share of the net gain and received a $2,355 sales commission paid by Alexander’s, of which $500 was paid to a third-party broker.

Current wording

(1)On May 28, 2026, Alexander’s completed the sale of its Rego Park I property for $235,500. As a result of the sale, we recognized our $44,329 share of the net gain and received a $2,355 sales commission paid by Alexander’s, of which $500 was paid to a third-party broker. Additionally, 2026 includes termination income at the Rego Park shopping center.

Previous wording

(3)Includes interests in Independence Plaza, Pier 94 JV, Rosslyn Plaza and others.

Current wording

(4)Includes interests in Independence Plaza, Pier 94 JV, Rosslyn Plaza and others.

Previous wording

Interest and debt expense was $178,788,000 for the six months ended June 30, 2026, compared to $183,745,000 for the prior year’s six months, a decrease of $4,957,000. This was primarily due to (i) $14,088,000 of lower amortization of interest rate cap premiums, (ii) $12,445,000 of lower interest expense resulting from lower average debt balances, and (iii) $786,000 of higher capitalized interest, partially offset by (iv) $13,399,000 of higher interest expense due to the public offering of $500,000,000 5.75% senior unsecured notes, (v) $7,765,000 of higher interest expense resulting from higher average interest rates, inclusive of the impact of our interest rate hedging instruments, and (vi) $922,000 of higher amortization of deferred financing costs.

Current wording

Interest and debt expense was $267,502,000 for the nine months ended September 30, 2026, compared to $268,204,000 for the prior year’s nine months, a decrease of $702,000. This was primarily due to (i) $20,257,000 of lower amortization of interest rate cap premiums, (ii) $12,828,000 of lower interest expense resulting from lower average debt balances, and (iii) $3,325,000 of higher capitalized interest, partially offset by (iv) $20,617,000 of higher interest expense due to the January 2026 public offering of $500,000,000 5.75% senior unsecured notes, (v) $13,686,000 of higher interest expense resulting from higher average interest rates, inclusive of the impact of our interest rate hedging instruments, and (vi) $1,298,000 of higher amortization of deferred financing costs.

Previous wording

Income tax expense for the six months ended June 30, 2026 was $9,479,000, compared to $11,316,000 for the prior year’s six months, a decrease of $1,837,000. This was primarily due to lower income tax expense incurred by our taxable REIT subsidiaries.

Current wording

Income tax expense for the nine months ended September 30, 2026 was $13,147,000, compared to $5,727,000 for the prior year’s nine months, an increase of $7,420,000. This was primarily due to higher income tax expense incurred by our taxable REIT subsidiaries.

Previous wording

Net loss attributable to noncontrolling interests in consolidated subsidiaries was $6,942,000 for the six months ended June 30, 2026, compared to $21,414,000 for the prior year’s six months, a decrease of $14,472,000. This was primarily due to the allocation of the debt extinguishment gain recognized on 606 Broadway.

Current wording

Net loss attributable to noncontrolling interests in consolidated subsidiaries was $17,122,000 for the nine months ended September 30, 2026, compared to $30,326,000 for the prior year’s nine months, a decrease of $13,204,000. This was primarily due to the allocation of the debt extinguishment gain recognized on 606 Broadway.

Previous wording

Below are reconciliations of NOI at share to same store NOI at share and NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, THE MART, 555 California Street and other investments for the six months ended June 30, 2026 compared to June 30, 2025.

Current wording

Below are reconciliations of NOI at share to same store NOI at share and NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, THE MART, 555 California Street and other investments for the nine months ended September 30, 2026 compared to September 30, 2025.

Previous wording

As of June 30, 2026, we had $2.0 billion of liquidity comprised of $789.0 million of cash and cash equivalents and restricted cash and $1.2 billion available on our $2.1 billion revolving credit facilities. The ongoing challenges posed by fluctuations in interest rates and the effects of inflation could adversely impact our cash flow from continuing operations but we anticipate that cash flow from continuing operations over the next twelve months together with cash balances on hand will be adequate to fund our business operations, cash distributions to unitholders of the Operating Partnership, cash dividends to our shareholders, debt amortization and recurring capital expenditures. We anticipate that we will pay a common share dividend for 2026 in December, subject to approval by our Board of Trustees. Capital requirements for development and redevelopment expenditures and acquisitions may require funding from borrowings, equity offerings and/or asset sales.

Current wording

As of September 30, 2026, we had $1.9 billion of liquidity comprised of $724.0 million of cash and cash equivalents and restricted cash and $1.2 billion available on our $2.1 billion revolving credit facilities. The ongoing challenges posed by fluctuations in interest rates and the effects of inflation could adversely impact our cash flow from continuing operations but we anticipate that cash flow from continuing operations over the next twelve months together with cash balances on hand will be adequate to fund our business operations, cash distributions to unitholders of the Operating Partnership, cash dividends to our shareholders, debt amortization and recurring capital expenditures. We anticipate that we will pay a common share dividend for 2026 in December, subject to approval by our Board of Trustees. Capital requirements for development and redevelopment expenditures and acquisitions may require funding from borrowings, equity offerings and/or asset sales.

Previous wording

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. Subsequently, on April 29, 2026, our Board of Trustees authorized an additional $300,000,000 under the share repurchase plan. As of August 3, 2026, $286,590,000 remained available for repurchases.

Current wording

In April 2026, our Board of Trustees authorized an additional $300,000,000 repurchase of our outstanding common shares under the share repurchase plan. As of September 30, 2026, $286,590,000 remained available and authorized for repurchases under the plan.

Previous wording

Cash and cash equivalents and restricted cash was $788,920,000 as of June 30, 2026, a $188,626,000 decrease from the balance as of December 31, 2025.

Current wording

Cash and cash equivalents and restricted cash was $723,835,000 as of September 30, 2026, a $253,711,000 decrease from the balance as of December 31, 2025.

Previous wording

Net cash provided by operating activities primarily consists of cash inflows from rental revenues and operating distributions from our unconsolidated partially owned entities less cash outflows for property expenses, general and administrative expenses and interest expense. For the six months ended June 30, 2026, net cash provided by operating activities of $211,450,000 was comprised of $234,471,000 of cash from operations, including distributions of income from partially owned entities of $52,871,000, and a net decrease of $23,021,000 in cash due to the timing of cash receipts and payments related to changes in operating assets and liabilities.

Current wording

Net cash provided by operating activities primarily consists of cash inflows from rental revenues and operating distributions from our unconsolidated partially owned entities less cash outflows for property expenses, general and administrative expenses and interest expense. For the nine months ended September 30, 2026, net cash provided by operating activities of $262,997,000 was comprised of $355,675,000 of cash from operations, including distributions of income from partially owned entities of $86,015,000, and a net decrease of $92,678,000 in cash due to the timing of cash receipts and payments related to changes in operating assets and liabilities.

Previous wording

We are redeveloping the 623 Fifth Avenue office condominium, a 36-story, 383,000 square foot building situated above the flagship Saks Fifth Avenue department store, into a premier boutique office building. We purchased the property in September 2025 for $218,000,000. The development cost of this project, including the cost of acquiring the property, is estimated to be $450,000,000, of which $244,255,000 of cash has been expended as of June 30, 2026. We expect to complete the redevelopment for delivery to tenants in 2027.

Current wording

We are redeveloping 623 Fifth Avenue, a 36-story, 383,000 square foot building situated above the flagship Saks Fifth Avenue department store, into a premier boutique office building. We purchased the property in September 2025 for $218,000,000. The development cost of this project, including the cost of acquiring the property, is estimated to be $450,000,000, of which $254,269,000 of cash has been expended as of September 30, 2026. We expect to complete the redevelopment for delivery to tenants in 2027.

Previous wording

For our properties, we maintain general liability insurance with limits of $300,000,000 per occurrence and per property, of which $275,000,000 includes communicable disease coverage and we maintain all risk property and rental value insurance with limits of $2.5 billion per occurrence, with sub-limits for certain perils such as flood and earthquake, excluding communicable disease coverage. Our California properties have earthquake insurance with coverage of $350,000,000 per occurrence and in the aggregate, subject to a deductible in the amount of 5% of the value of the affected property. We maintain coverage for certified terrorism acts with limits of $6.0 billion per occurrence and in the aggregate (as listed below), $1.2 billion for non-certified acts of terrorism, and $5.0 billion per occurrence and in the aggregate for terrorism involving nuclear, biological, chemical and radiological (“NBCR”) terrorism events, as defined by the Terrorism Risk Insurance Act of 2002, as amended to date and which has been extended through December 2027.

Current wording

For our properties, we maintain general liability insurance with limits of $300,000,000 per occurrence and per property, of which $275,000,000 includes communicable disease coverage and we maintain all risk property and rental value insurance with limits of $2.5 billion per occurrence, with sub-limits for certain perils such as flood and earthquake, excluding communicable disease coverage. Our California properties have earthquake insurance with coverage of $350,000,000 per occurrence and in the aggregate, subject to a deductible in the amount of 5% of the value of the affected property. We maintain coverage for certified terrorism acts with limits of

Previous wording

We may, from time to time, enter into guarantees including, but not limited to, payment guarantees to lenders of unconsolidated joint ventures for tax purposes, completion guarantees for development and redevelopment projects, and guarantees to fund leasing costs. These agreements terminate either upon the satisfaction of specified obligations or repayment of the underlying loans. As of June 30, 2026, the aggregate dollar amount of these guarantees is approximately $196,733,000, including partial payment guarantees on 435 Seventh Avenue and 150 West 34th Street. Other than these loans, our mortgage loans are non-recourse to us.

Current wording

We may, from time to time, enter into guarantees including, but not limited to, payment guarantees to lenders of unconsolidated joint ventures for tax purposes, completion guarantees for development and redevelopment projects, and guarantees to fund leasing costs. These agreements terminate either upon the satisfaction of specified obligations or repayment of the underlying loans. As of September 30, 2026, the aggregate dollar amount of these guarantees is approximately $193,358,000, including partial payment guarantees on 435 Seventh Avenue and 150 West 34th Street. Other than these loans, our mortgage loans are non-recourse to us.

Previous wording

As of June 30, 2026, we had construction commitments aggregating approximately $22,858,000.

Current wording

As of September 30, 2026, we had construction commitments aggregating approximately $11,931,000.

Previous wording

FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of certain real estate assets, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because they exclude the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. The calculations of both the numerator and denominator used in the computation of income per share are disclosed in Note 13 –Income (Loss) Per Share and Per Class A Unitin Part I, Item 1 of this Quarterly Report on Form 10-Q. Details of certain adjustments to FFO are discussed in the financial results summary of our “Overview”.

Current wording

FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of certain real estate assets, impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because they exclude the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. The calculations of both the numerator and denominator used in the computation of (loss) income per share are disclosed in Note 13 –(Loss) Income Per Share and Per Class A Unitin Part I, Item 1 of this Quarterly Report on Form 10-Q. Details of certain adjustments to FFO are discussed in the financial results summary of our “Overview”.

Previous wording

Below is a reconciliation of net income (loss) attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions for the three and six months ended June 30, 2026 and 2025.

Current wording

Below is a reconciliation of net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions for the three and nine months ended September 30, 2026 and 2025.

Previous wording

(4)Includes variable rate debt subject to interest rate cap arrangements with a total notional amount of $1,285,000, of which $645,000 is attributable to noncontrolling interests. The interest rate cap arrangements have a weighted average SOFR strike rate of 4.22% and a weighted average remaining term of seven months.

Current wording

(4)Includes variable rate debt subject to interest rate cap arrangements with a total notional amount of $1,285,000, of which $645,000 is attributable to noncontrolling interests. The interest rate cap arrangements have a weighted average SOFR strike rate of 4.22% and a weighted average remaining term of four months.

Previous wording

(5)Includes variable rate debt subject to interest rate cap arrangements with a total notional amount of $211,818 at our pro rata share. The interest rate cap arrangements have a weighted average SOFR strike rate of 4.22% and a weighted average remaining term of six months.

Current wording

(5)Includes variable rate debt subject to interest rate cap arrangements with a total notional amount of $214,027 at our pro rata share. The interest rate cap arrangements have a weighted average SOFR strike rate of 4.22% and a weighted average remaining term of eight months.

Previous wording

The estimated fair value of our consolidated debt is calculated based on current market prices and discounted cash flows at the current rate at which similar loans would be made to borrowers with similar credit ratings for the remaining term of such debt. As of June 30, 2026, the estimated fair value of our consolidated debt was $7,263,000,000.

Current wording

The estimated fair value of our consolidated debt is calculated based on current market prices and discounted cash flows at the current rate at which similar loans would be made to borrowers with similar credit ratings for the remaining term of such debt. As of September 30, 2026, the estimated fair value of our consolidated debt was $7,211,000,000.

Previous wording

(5)The remaining $25,000 mortgage loan balance has a 5.20% SOFR strike rate cap in place.

Current wording

(7)The remaining $25,000 mortgage loan balance has a 5.20% SOFR strike rate cap in place.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

Results of Operations – Three Months Ended September 30, 2026 Compared to September 30, 2025 - continued

Current report — wording carried from elsewhere

Net Loss Attributable to Noncontrolling Interests in Consolidated Subsidiaries

Current report — wording carried from elsewhere

$6.0 billion per occurrence and in the aggregate (as listed below), $1.2 billion for non-certified acts of terrorism, and $5.0 billion per occurrence and in the aggregate for terrorism involving nuclear, biological, chemical and radiological (“NBCR”) terrorism events, as defined by the Terrorism Risk Insurance Act of 2002, as amended to date and which has been extended through December 2027.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

Net income attributable to common shareholders for the quarter ended June 30, 2026 was $16,434,000, or $0.08 per diluted share, compared to $743,819,000, or $3.70 per diluted share, for the prior year’s quarter. The decrease is primarily due to the $803,248,000 gain related to the 770 Broadway master lease with New York University ("NYU") during the three months ended June 30, 2025.

Previous report — wording carried elsewhere

Results of Operations – Three Months Ended June 30, 2026 Compared to June 30, 2025

Previous report — wording carried elsewhere

(2)2025 includes the impact of the payment of $22,361 for prior period PENN 1 ground rent owed based on the rent reset determination.

Previous report — wording carried elsewhere

(1)On May 28, 2026, Alexander’s completed the sale of its Rego Park I property for $235,500. As a result of the sale, we recognized our $44,329 share of the net gain and received a $2,355 sales commission paid by Alexander’s, of which $500 was paid to a third-party broker.