Current Report Filing (8-k)
January 31 2023 - 3:17PM
Edgar (US Regulatory)
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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):
January 31, 2023
VORNADO REALTY TRUST
(Exact Name of Registrant as Specified in Charter)
| | | | | | | | | | | | | | | | | | | | |
| Maryland | | No. | 001-11954 | | No. | 22-1657560 |
| (State or Other | | (Commission | | (IRS Employer |
| Jurisdiction of Incorporation) | | File Number) | | Identification No.) |
VORNADO REALTY L.P.
(Exact Name of Registrant as Specified in Charter)
| | | | | | | | | | | | | | | | | | | | |
| Delaware | | No. | 001-34482 | | No. | 13-3925979 |
| (State or Other | | (Commission | | (IRS Employer |
| Jurisdiction of Incorporation) | | File Number) | | Identification No.) |
| | | | | | | | | | | |
| 888 Seventh Avenue | | |
| New York, | New York | | 10019 |
| (Address of Principal Executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 894-7000
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:
| | | | | | | | | | | | | | | | | | | | |
Registrant | | Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Vornado Realty Trust | | Common Shares of beneficial interest, $.04 par value per share | | VNO | | New York Stock Exchange |
| | Cumulative Redeemable Preferred Shares of beneficial interest, liquidation preference $25.00 per share: | | | | |
Vornado Realty Trust | | 5.40% Series L | | VNO/PL | | New York Stock Exchange |
Vornado Realty Trust | | 5.25% Series M | | VNO/PM | | New York Stock Exchange |
Vornado Realty Trust | | 5.25% Series N | | VNO/PN | | New York Stock Exchange |
Vornado Realty Trust | | 4.45% Series O | | VNO/PO | | 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. ¨
Item 2.02. Results of Operations and Financial Condition.
On January 31, 2023, Vornado Realty Trust (the "Company"), the general partner of Vornado Realty L.P., issued a press release announcing impairment charges expected to be included in its fourth quarter 2022 financial results. That press release is attached to this current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.
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 or Vornado Realty L.P. under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
| | | | | | | | | | | |
| (d) | Exhibit. | |
| | | |
| The following exhibit is being furnished as part of this Current Report on Form 8-K: | |
| | | |
| | Vornado Realty Trust press release dated January 31, 2023 | |
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.
| | | | | | | | |
| | VORNADO REALTY TRUST |
| | (Registrant) |
| | | |
| | By: | /s/ Deirdre Maddock |
| | Name: | Deirdre Maddock |
| | Title: | Chief Accounting Officer (duly authorized officer and principal accounting officer) |
Date: January 31, 2023
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.
| | | | | | | | |
| | VORNADO REALTY L.P. |
| | (Registrant) |
| By: | VORNADO REALTY TRUST, |
| | | Sole General Partner |
| | |
| | By: | /s/ Deirdre Maddock |
| | Name: | Deirdre Maddock |
| | Title: | Chief Accounting Officer of Vornado Realty Trust, sole General Partner of Vornado Realty L.P. (duly authorized officer and principal accounting officer)
|
Date: January 31, 2023
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