Terms

Series

4.45% Series O Cumulative Redeemable Preferred Shares

Liquidation Preference

$25.00

Coupon Rate

4.45%

Rate Type

Fixed

Annual Dividend

$1.11

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

September 22, 2026

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Indebtedness And Other Non-Equity Claims On Vornado Realty Trust; Pari Passu With: $3.25 Series A Convertible Preferred Shares, 7.00% Series D-10 Cumulative Redeemable Preferred Shares, 7.20% Series D-11 Cumulative Redeemable Preferred Shares, 6.55% Series D-12 Cumulative Redeemable Preferred Shares, 6.75% Series D-14 Cumulative Redeemable Preferred Shares, 6.875% Series D-15 Cumulative Redeemable Preferred Shares, 5.70% Series K Cumulative Redeemable Preferred Shares, 5.40% Series L Cumulative Redeemable Preferred Shares, 5.25% Series M Cumulative Redeemable Preferred Shares, 5.25% Series N Cumulative Redeemable Preferred Shares; Senior To: Common Shares, Any Junior Shares

Regulatory (Basel III) Call

Yes

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

12,000,000

Prospectus Summary

Vornado Realty Trust is offering 12,000,000 shares of its 4.45% Series O Cumulative Redeemable Preferred Shares at a liquidation preference of $25.00 per share, with a fixed annual dividend of $1.1125 per share ($0.278125 quarterly), payable on January 1, April 1, July 1, and October 1, commencing January 1, 2022. The shares are perpetual with no maturity date and are callable at par on or after September 22, 2026. These shares are cumulative, meaning any unpaid dividends accrue and must be paid in full before Vornado can pay dividends on common or junior shares. The Series O Preferred Shares rank senior to Vornado's common shares and all other junior shares with respect to dividends and liquidation proceeds, and on parity with ten other outstanding preferred series including Series K through N. They are expressly subordinate to all of Vornado's existing and future debt obligations, as preferred equity ranks junior to all creditor claims in liquidation. Vornado is a holding company that conducts operations through Vornado Realty L.P.; preferred shareholders are structurally subordinated to debt at the operating partnership level. There is a REIT-preservation call provision allowing Vornado to redeem the shares before September 22, 2026 solely to maintain its REIT qualification — a narrow, rarely-triggered event distinct from a banking regulatory capital call. At par, the Series O Preferred Shares yield 4.45% annually. As distributions from a REIT, dividends are generally not eligible for the preferential qualified dividend income (QDI) tax rate available to C-corporation dividends, nor for the corporate dividends-received deduction (DRD); they are typically treated as ordinary income, though a portion may qualify as return of capital or capital gains depending on Vornado's annual REIT distribution characterization. Record dates are set by the Board not more than 30 days before each payment date. The dividend stopper prohibits Vornado from paying any dividend on common or junior shares unless all cumulative dividends on the Series O and parity preferred shares are current.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Vornado has not paid all cumulative dividends on the Series O Preferred Shares and parity shares, it is prohibited from paying dividends on or repurchasing its common shares or any junior shares.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 47 (Average)