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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Units of LP Interest in The Lexington Master LP ("Units") | (4) | 10/28/2008 | H | 8,149,592 | (4) | (4) | Shares | 8,149,592 | (4) | 0 | I | See footnote (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
VORNADO REALTY LP 888 SEVENTH AVENUE NEW YORK, NY 10019 |
X | |||
VORNADO REALTY TRUST 888 SEVENTH AVENUE NEW YORK, NY 10019 |
X |
/s/ Alan Rice | 10/29/2008 | |
**Signature of Reporting Person | Date | |
/s/ Alan Rice | 10/29/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Par Value $.0001 per share (the "Shares") |
(2) | On October 27, 2008, Vornado LXP LLC, a wholly-owned subsidiary of Vornado Realty L.P., ("Vornado") which, in turn, is approximately 90% owned by Vornado Realty Trust, agreed to acquire in a private transaction 8,000,000 Shares. Completion of the transaction is subject to customary documentation, including loan documentation. |
(3) | Consists of Shares acquired upon redemption of Units on a one Share per one Unit basis that are held in the following amounts: (a) 6,129,580.9 Units and now 6,129,580 shares held by Vornado, (b) 1,188,932.1 Units and now 1,188,932 Shares held by Vornado Newkirk LLC, a wholly-owned subsidiary of Vornado; and (c) 831,080.9 Units and now 831,080 Shares held by VNK L.L.C., a wholly-owned subsidiary of Vornado. |
(4) | Units were redeemable for cash, or at the option of the Issuer, Shares on a one-for-one basis. There was no expiration date for the Units. Units were held as described in footnote (3). |
Remarks: This Form 4 is being filed by Vornado Realty Trust ("Vornado") and Vornado Realty L.P. ("Realty L.P." and, together with Vornado, the "Reporting Persons") with respect to Common Shares of Beneficial Interest, par value $0.0001 per share ("Shares") of Lexington Realty Trust, a Maryland real estate investment trust (the "Issuer"). Vornado Realty Trust is a fully-integrated real estate investment trust. Vornado conducts its business through Realty L.P., a Delaware limited partnership. Vornado is the sole general partner of, and owned approximately 90% of the common limited partnership interests in Realty L.P. at September 30, 2008. Mr. Clifford Broser, a Senior Vice President of Vornado, serves as a Trustee of the Issuer. |