MICHAEL D. FASCITELLI - Corporate Board Profile

ALEXANDERS INC

Filing Date	Source Excerpt
2001-04-30	Michael D. Fascitelli(1)............... 44 President and Director of the Company; President and Trustee of Vornado since December 1996; President and Director of Vornado Operating Company ("Vornado Operating"); Partner at Goldman Sachs, in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto.
2002-04-30	Michael D. Fascitelli(3)............... 45 President and Director of the Company; President and Trustee of Vornado since December 1996; President and Director of Vornado Operating Company, Partner at Goldman Sachs, in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto. The Board of Directors held three meetings during 2001. Messrs. Roth, Fascitelli, West and Wight are the members of the Executive Committee of the Board of Directors, which is authorized to exercise virtually all the powers of the Board of Directors in the management of the business and affairs of the Company to the fullest extent permitted by law.
2003-04-30	Michael D. Fascitelli 46 President of the Company since August 2000; President 2004; and a trustee of Vornado since December 1996; President and a director of Vornado Operating since 1998.
2004-04-29	Michael D. Fascitelli 47 President of the Company since August 2000; President 2004 1996 and a trustee of Vornado since December 1996; President and a director of Vornado Operating Company ("Vornado Operating") (an investor in operating businesses) since 1998; Partner at Goldman Sachs & Co. (an investment banking firm) in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto.
2005-04-27	Michael D. Fascitelli 48 President of the Company since August 2000; President and a Trustee of Vornado since December 1996
2006-04-28	In consideration for his services as our Chief Operating Officer, Mr. Mann receives $250,000 per annum. During 2005, the other directors of the Company received annual retainers and an additional $500 for each Board or committee meeting attended. Directors receive annual retainers in the following amounts: Messrs. DiBenedetto, Sonnenblick and Dr. West 6,000 each and Messrs. Roth, Fascitelli, Mandelbaum, Underberg and Wight 30,000 each.
2007-04-26	Michael D. Fascitelli 50 President of the Company since August 2000; President and a trustee of Vornado since December 1996; Partner at Goldman, Sachs & Co. (an investment banking firm) in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto; a director of Toys "R" Us, Inc. (a retailer) and a trustee of GMH Communities Trust (a real estate investment trust) 2010 1996 During 2006, the other directors of the Company received annual retainers and an additional $500 for each Board or committee meeting attended. Directors receive annual retainers in the following amounts: Messrs. DiBenedetto, Sonnenblick, Underberg and Dr. West — $50,000 each and Messrs. Roth, Fascitelli, Mandelbaum and Wight — $30,000 each. The following table sets forth the compensation (other than that received in such director's capacity as an officer) for the members of the Company's Board of Director's for 2006. Fees Earned or Paid in Cash Michael D. Fascitelli 31,500 Summary Compensation Table 2006 Michael D. Fascitelli 2006 — 87,661,000 87,661,000 Grants of Plan-Based Awards in 2006 Michael D. Fascitelli 1/10/06 350,000 243.83 9,145,000 Stock Appreciation Rights In 2000, the Company, with the agreement of Messrs. Roth and Fascitelli, converted the then-existing options held by Messrs. Roth and Fascitelli into SARs. Following the conversion, Mr. Roth held 350,000 SARs with an exercise price of $70.375 and an expiration date of March 4, 2009 and Mr. Fascitelli held 350,000 and 150,000 SARs with exercise prices of $73.88 and $70.375 and expiration dates of December 5, 2006 and March 4, 2009, respectively. On December 29, 2005, Mr. Fascitelli exercised 350,000 of his existing SARs, which were scheduled to expire in December 2006 and received $173.82 for each SAR exercised, representing the difference between the average of the high and low market price of the Company's common stock on the date of exercise and the exercise price. This exercise was consistent with the Company's tax planning. On January 10, 2006, the Omnibus Stock Plan Committee of our Board granted Mr. Fascitelli SARs covering 350,000 shares of the Company's common stock. The exercise price of the SARs are $243.83 per share of common stock, which is the average high and low trading price of our common stock on the date of grant. Mr. Fascitelli's early exercise and the related tax consequences for the Company were factors in our decision to make a new grant to him. The new January 10, 2006 SARs became exercisable on July 10, 2006, and were exercised by Mr. Fascitelli on March 13, 2007 (one day prior to their expiration on March 14, 2007). Upon exercise, Mr. Fascitelli received $144.185 per SAR (representing the difference between the average of the high and low market price of our common stock on the date of exercise and the exercise price.) Executive Committee The Executive Committee possesses and may exercise all the authority and powers of the Board in the management of the business and affairs of the Company, except those reserved to the Board by the Delaware General Corporation Law. The Executive Committee consists of four members, Messrs. Roth, Fascitelli, Wight and Dr. West. Mr. Roth is the Chairman of the Executive Committee. The Executive Committee did not meet in 2006.
2008-04-04	Michael D. Fascitelli President of the Company since August 2000; President and a trustee of Vornado since December 1996; Partner at Goldman, Sachs & Co. (an investment banking firm) in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto; a director of Toys "R" Us, Inc. (a retailer) and a trustee of GMH Communities Trust (a real estate investment trust) The Executive Committee consists of four members, Messrs. Roth, Fascitelli, Wight and Dr. West. Mr. Roth is the Chairman of the Executive Committee. During 2007, the Companys directors received annual retainers and an additional $500 for each Board or committee meeting attended. Directors receive annual retainers in the following amounts: Messrs. DiBenedetto, Sonnenblick, Underberg and Dr. West 6,000 each and Messrs. Roth, Fascitelli, Mandelbaum and Wight 30,000 each. The following table sets forth the compensation (other than that received in such directors capacity as an officer) for the members of the Companys Board of Directors for 2007. Michael D. Fascitelli 32,000
2009-04-03	Michael D. Fascitelli, 52, President of the Company; director compensation $32,500.
2010-04-01	Michael D. Fascitelli 53 President of the Company since August 2000; Chief Executive Officer of Vornado since May 2009 and its President and a trustee since December 1996; Partner at Goldman, Sachs & Co. (an investment banking firm) in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto; a director of Toys "R" Us, Inc. (a retailer); member of the Board of Trustees of GMH Communities Trust (a real estate investment trust) from August, 2005 to June, 2008 Executive Committee During 2009, the Companys directors received annual retainers and an additional $500 for each Board or committee meeting attended. Directors receive annual retainers in the following amounts: Messrs. DiBenedetto, Sonnenblick, Underberg and Dr. West 950,000 each and Messrs. Roth, Fascitelli, Mandelbaum and Wight 930,000 each.
2011-04-15	Michael D. Fascitelli 54 President of the Company since August 2000; Chief Executive Officer of Vornado since May 2009 and its President and a trustee since December 1996; Partner at Goldman, Sachs & Co. (an investment banking firm) in charge of its real estate practice from December 1992 to December 1996 and a vice president prior thereto; a director of Toys "R" Us, Inc. (a retailer); member of the Board of Trustees of GMH Communities Trust (a real estate investment trust) from August, 2005 to June, 2008 2013 1996 During 2010, the Company's directors received annual retainers and an additional $500 for each Board or committee meeting attended. Directors receive annual retainers in the following amounts: Messrs. DiBenedetto, Sonnenblick, Underberg and Dr. West 950,000 each and Messrs. Roth, Fascitelli, Mandelbaum and Wight 930,000 each. The following table sets forth the compensation for the members of the Company's Board of Director's for 2010. Michael D. Fascitelli 32,500
2012-04-13	Michael D. Fascitelli, 55, President of the Company since 2000; member of Executive Committee; compensation: $84,324 in 2011.

VORNADO REALTY TRUST

Filing Date	Source Excerpt
2012-04-13	Michael D. Fascitelli President and Chief Executive Officer 2011 Salary 1,000,000 Restricted Share/Unit Awards 153,323 Option Awards 3,800,098 Total 8,202,586
2013-04-12	Michael D. Fascitelli Until April 15, 2013, President and Chief Executive Officer of the Company
2014-04-11	Michael D. Fascitelli, 57, Owner, MDF Capital LLC since June, 2013. From May 2009 to April 15, 2013, President and Chief Executive Officer of the Company, Trustee, Total compensation $7,677,525 in 2013.
2015-04-10	Michael D. Fascitelli, 58, Owner, MDF Capital LLC since June, 2013. From May 2009 to April 15, 2013, President and Chief Executive Officer of the Company
2017-04-07	Michael D. Fascitelli, 60, Owner, MDF Capital LLC since June 2013. Former President and CEO of the Company until April 15, 2013. Member of the Executive Committee. Compensation: $172,495 (Fees Earned or Paid in Cash $75,000 + Share/Unit Awards $97,495).
2018-04-06	Michael D. Fascitelli 61 Owner, MDF Capital LLC since June 2013. From May 2009 to April 15, 2013, President and Chief Executive Officer of the Company
2019-04-05	Michael D. Fascitelli 62 Owner, MDF Capital LLC since June 2013. From May 2009 to April 15, 2013, President and Chief Executive Officer of the Company; Member of the Compensation Committee; Compensation of Trustees table shows $223,771 total compensation in 2018.
2019-06-14	Named Executive Officers and Trustees Michael D. Fascitelli
2020-04-03	Michael D. Fascitelli Mr. Fascitelli has served as a member of our Board of Trustees since December 1996. Since June 2013, Mr. Fascitelli has been the owner and principal of MDF Capital LLC (a private investment firm). Since November 2017, Mr. Fascitelli has served as Co-Founder and Managing Partner of Imperial Companies (a private real estate company). Since December 2014, Mr. Fascitelli has served as Chair of the Investment Committee, Senior Advisor and Board Member of Quadro Partners Inc. (a private online real estate investment platform). Previously, Mr. Fascitelli served as our President from December 1996, and as our Chief Executive Officer from May 2009, until his resignation from both positions effective April 15, 2013. Since January 16, 2014, Mr. Fascitelli has served on the Board of Trustees of Invitation Homes Inc. (a New York Stock Exchange-listed residential real estate investment trust) or its predecessors. From 2015 to 2017, Mr. Fascitelli also served as a member of the Board of Commissioners of the Port Authority of New York and New Jersey. Since June 2018, Mr. Fascitelli has also served as a director of Sculptor Capital Management (formerly Och Ziff Capital Management Group LLC) (a New York Stock Exchange-listed, global, institutional, alternative asset manager). Compensation Committee The Compensation Committee is responsible for establishing the terms of the compensation of the executive officers and the granting and administration of awards under the Company’s omnibus share plans. The committee, which held four meetings during 2019, consisted of the following members: Mr. Tisch, as Chair, Mr. Helman and Dr. West. Mr. Helman was appointed to the Compensation Committee upon his joining the Board on April, 3, 2019. Mr. Helman was appointed to the Compensation Committee to serve the vacancy left by the passing in 2019 of Mr. Michael Lynne. Each of Mr. Helman, Mr. Tisch and Dr. West had or have been determined by the Board to be independent. The Board has adopted a written Compensation Committee Charter which is available on our website (www.vno.com/governance/committee-charters). Compensation decisions for our executive officers are made by the Compensation Committee. Decisions regarding compensation of other employees are made by our Chief Executive Officer or other senior managers and are subject to review and approval of the Compensation Committee. Compensation decisions for our Trustees are made by the Compensation Committee and/or the full Board. The agenda for meetings of the Compensation Committee is determined by its Chairman with the assistance of the Company’s Secretary and/or other members of management. Compensation Committee meetings are attended from time to time by members of management at the invitation of the Compensation Committee. The Compensation Committee’s Chairman reports the committee’s determination of executive compensation to the Board. The Compensation Committee has authority under its charter to elect, retain and approve fees for, and to terminate the engagement of, compensation consultants, special counsel or other experts or consultants as it deems appropriate to assist in the fulfillment of its responsibilities. The Compensation Committee reviews the total fees paid by us to outside consultants to ensure that such consultants maintain their objectivity and independence when rendering advice to the committee. The Compensation Committee may receive advice from compensation consultants, special counsel or other experts or consultants only after consideration of relevant factors related to their fees, services and potential conflicts of interests, as outlined in the Compensation Committee’s Charter. The Compensation Committee may, in its discretion, delegate all or a portion of its duties and responsibilities to a subcommittee of the committee. In particular, the Compensation Committee may delegate the approval of certain transactions to a subcommittee consisting solely of members of the committee who are (i) “Non-Employee Directors” for the purposes of SEC Rule 16b-3; and (ii) “outside directors” for the purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended. Currently, all members of the Compensation Committee meet these criteria. See “Compensation Discussion and Analysis” below for a discussion of the role of executive officers in determining or recommending compensation for our executive officers. We have also included under “Compensation Discussion and Analysis” a discussion of the role of compensation consultants in determining or recommending the amount or form of executive or Trustee compensation. Compensation Committee Report The Compensation Committee of the Board of Trustees of Vornado Realty Trust, a Maryland real estate investment trust (the “Company”), has reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K of the Securities and Exchange Commission with management and, based on such review and discussions, the Compensation Committee recommended to the Board that the Compensation Discussion and Analysis be included in the proxy statement and incorporated by reference in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Compensation Committee of the Board of Trustees: DANIEL R. TISCH WILLIAM W. HELMAN IV DR. RICHARD R. WEST
2021-04-09	Mr. Fascitelli is an independent Trustee. He received total compensation of $160,689 in 2020.
2022-04-08	Mr. Fascitelli is a member of the Compensation Committee. Compensation of Trustees section shows fees earned or paid in cash $75,000 and share/unit awards $137,570 for total $212,570 in 2021.
2023-04-07	Trustees who are not officers of the Company receive an annual retainer. During 2022, Mr. Roth received no compensation for his service as a Trustee. Non-management members of the Board are compensated as follows: (1) each such member receives an annual cash retainer equal to $75,000; (2) each such member receives an annual grant of restricted shares or restricted units with a value equal to $175,000 (not to be sold while such member is a Trustee, except in certain circumstances); (3) the Lead Independent Trustee receives an additional annual cash retainer of $75,000; (4) the Audit Committee Chair receives an additional annual cash retainer of $50,000 and other Audit Committee members each receive an annual cash retainer of $25,000; and (5) the Chair and members of all other committees (other than the Executive Committee) each receive an additional annual cash retainer of $30,000 and $5,000, respectively.
2024-04-09	Michael D. Fascitelli joined our Board in 2019. He brings investment, technology, private equity, capital markets, and public company board experience. He is a member of the Corporate Governance and Nominating Committee. In 2023, he received $75,000 in fees, $137,553 in share/unit awards, and $209,151 in other compensation.
2025-04-08	Michael D. Fascitelli, Independent Trustee. 2024 Total Compensation: $422,469. Gender inferred as male from name.