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Alexanders Inc – ‘DEFR14A’ on 6/27/00

On: Tuesday, 6/27/00, at 3:33pm ET · Accession #: 950123-0-6065 · File #: 1-06064

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/27/00  Alexanders Inc                    DEFR14A                1:47K                                    RR Donnelley/FA

Revised Definitive Proxy Solicitation Material — Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DEFR14A     Alexander's Inc.                                      18     86K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Certain Transactions Employment Contracts Stephen Mann
1	1st Page - Filing Submission
3	Stephen Mann
12	Employment Contracts
"	Certain Transactions

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SCHEDULE 14A
(RULE 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT 

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES 
EXCHANGE ACT OF 1934

Filed by the Registrant [X]                                                     

Filed by a Party other than the Registrant [ ]                                  

Check the appropriate box:                                                      

                                                                [Download Table]
                                                                                    
[ ]  Preliminary Proxy Statement                                                    
[X]  Definitive Proxy Statement                                                     
[ ]  Definitive Additional Materials                                                
[ ]  Soliciting Material Pursuant under Rule 14a-12                                 
[ ]  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

ALEXANDER'S, INC. 
--------------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than Registrant)

Payment of Filing Fee (Check the appropriate box):                              

[X]  No fee required.                                                           

[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.   

(1)  Title of each class of securities to which transaction applies:  

--------------------------------------------------------------------------------

(2)  Aggregate number of securities to which transaction applies:     

        ------------------------------------------------------------------------

(3)  Per unit price or other underlying value of transaction computed 
         pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):  

--------------------------------------------------------------------------------

(4)  Proposed maximum aggregate value of transaction:                 

--------------------------------------------------------------------------------

(5)  Total fee paid:                                                  

        ------------------------------------------------------------------------

[ ]  Fee paid previously with preliminary materials:                            

[ ]  Check box if any part of the fee is offset as provided by Exchange Act Rule
  0-11(a)(2) and identify the filing for which the offsetting fee was paid
    previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.                   

(1)  Amount Previously Paid:                                          

        ------------------------------------------------------------------------

(2)  Form, Schedule or Registration Statement No.:                    

        ------------------------------------------------------------------------

(3)  Filing Party:                                                    

--------------------------------------------------------------------------------

(4)  Date Filed:                                                      

        ------------------------------------------------------------------------

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ALEXANDER'S, INC. 

NOTICE OF 
ANNUAL MEETING
OF STOCKHOLDERS 

AND 

PROXY STATEMENT 

2000

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ALEXANDER'S, INC. 
PARK 80 WEST PLAZA II 
SADDLE BROOK, NEW JERSEY 07663

------------------------

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON AUGUST 1, 2000

------------------------

To the Holders of Common Stock:                                                 

NOTICE IS HEREBY GIVEN that the Annual Meeting of Alexander's, Inc., a
Delaware corporation (the "Company"), will be held at the Marriott Hotel,       
Interstate 80 and the Garden State Parkway, Saddle Brook, New Jersey 07663 on   
Tuesday, August 1, 2000 at 9:30 A.M. for the following purposes:                

    1. The election of three persons to the Board of Directors of the Company,
each for a term of three years;                                 

  2. The approval of an amendment to the Company's Omnibus Stock Plan; and

   3. The transaction of such other business as may properly come before the
meeting or any adjournment or postponement thereof.             

Pursuant to the By-laws of the Company, the Board of Directors of the 
Company has fixed the close of business on June 26, 2000, as the record date for
determination of stockholders entitled to notice of and to vote at the meeting. 

  Your attention is called to the attached proxy statement. WHETHER OR NOT
YOU PLAN TO ATTEND THE MEETING, YOU ARE URGED TO COMPLETE AND SIGN THE ENCLOSED 
PROXY AND RETURN IT IN THE ACCOMPANYING ENVELOPE TO WHICH NO POSTAGE NEED BE    
AFFIXED IF MAILED IN THE UNITED STATES. IF YOU ATTEND THE MEETING IN PERSON, YOU
MAY WITHDRAW YOUR PROXY AND VOTE YOUR OWN SHARES.                               

                                         By Order of the Board of Directors,

                  Stephen Mann
              Chairman

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ALEXANDER'S, INC. 
PARK 80 WEST PLAZA II 
SADDLE BROOK, NEW JERSEY 07663

------------------------

PROXY STATEMENT 
ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD AUGUST 1, 2000 

------------------------

INTRODUCTION

The enclosed proxy is being solicited by the Board of Directors of    
Alexander's, Inc., a Delaware corporation (together with its consolidated       
subsidiaries, the "Company", unless the context indicates otherwise), for use at
the Annual Meeting of Stockholders of the Company to be held on Tuesday, August 
1, 2000 (the "Annual Meeting"). The proxy may be revoked by the stockholder at  
any time prior to its exercise at the Annual Meeting. The cost of soliciting    
proxies will be borne by the Company. MacKenzie Partners, Inc. has been engaged 
by the Company to solicit proxies, at a fee not to exceed $5,000. In addition to
solicitation by mail and by telephone calls, arrangements may be made with      
brokerage houses and other custodians, nominees and fiduciaries to send proxies 
and proxy material to their principals and the Company may reimburse them for   
their expenses in so doing.                                                     

   Only stockholders of record at the close of business on June 26, 2000 are
entitled to notice of and to vote at the Annual Meeting. On June 26, 2000, there
were 5,000,850 shares of Common Stock, par value $1.00 per share ("Common       
Stock") outstanding, each entitled to one vote at the Annual Meeting.           

     Under the Company's By-laws, the affirmative vote of a plurality of all the
votes cast at the Annual Meeting, assuming a quorum is present, is sufficient to
elect Directors. The approval of the amendment to the Company's Omnibus Stock   
Plan must receive an affirmative vote by a majority of the votes cast to be     
approved. A majority of the outstanding shares will constitute a quorum at the  
meeting. Proxies marked "withhold authority" (including proxies from brokers or 
other nominees indicating that such persons do not have discretionary power to  
vote shares in certain matters) will be counted for the purpose of determining  
the presence of a quorum, but will not be counted for purposes of determining   
whether a proposal has been approved.                                           

  The principal executive office of the Company is located at Park 80 West
Plaza II, Saddle Brook, New Jersey 07663. The accompanying notice of the annual 
meeting of stockholders, this proxy statement and the enclosed proxy will be    
mailed on or about June 30, 2000 to the Company's stockholders of record as of  
the close of business on June 26, 2000.                                         

ELECTION OF DIRECTORS 

 The By-laws of the Company provide that the Board of Directors shall be
divided into three classes. One class of directors is elected at each annual    
meeting of stockholders to hold office for a term of three years and until their
successors are duly elected and qualify. Three nominees for Class III Directors 
are to be elected at the Annual Meeting to serve on the Board of Directors until
the Company's Annual Meeting in 2003 and their respective successors shall have 
been elected and qualified. Present Class I and II Directors serve until the    
Company's Annual Meetings in 2001 and 2002, respectively.                       

  Unless otherwise directed in the proxy, the person named in the enclosed
proxy, or his or her substitute, will vote such proxy for the election of the   
three nominees listed below as Class III Directors for a three-year term and    
until their respective successors are elected and qualify. If any nominee at the
time of election is unavailable to serve, it is intended that the person named  
in the proxy, or his substitute, will vote for an                               

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alternative nominee who will be designated by the Board. Proxies may be voted   
only for the three nominees named or such alternates. However, the Board has no 
reason to anticipate that any of the nominees hereafter named will not be       
available to serve.                                                             

    THE BOARD OF DIRECTORS RECOMMENDS THAT STOCKHOLDERS VOTE "FOR" APPROVAL OF
THE ELECTION OF THE NOMINEES LISTED BELOW AS CLASS III DIRECTORS. It is the     
Company's understanding that Interstate Properties ("Interstate"), a New Jersey 
general partnership, Vornado Realty Trust ("Vornado") and Steven Roth, the      
Managing General Partner of Interstate and Chief Executive Officer and director 
of the Company and Chairman of the Board of Trustees and Chief Executive Officer
of Vornado, who own in the aggregate 60.1% of the Common Stock, will vote for   
this proposal.                                                                  

   The nominees for election as Class III Directors are currently members of
the Board of Directors. The present members of the Board of Directors are listed
below, together with a brief biography for each such person and the year in     
which he first became a Director of the Company.                                

                                                        [Enlarge/Download Table]

                                                     PRINCIPAL OCCUPATION           YEAR TERM          
                                                     AND PRESENT POSITION             WILL     INITIAL 
NAME                                    AGE            WITH THE COMPANY              EXPIRE    ELECTION
----                                    ---          --------------------           ---------  --------
                                                                                                       
NOMINEES FOR ELECTION TO SERVE AS                                                                      
DIRECTORS UNTIL THE ANNUAL MEETING IN                                                                  
2003 (CLASS III)                                                                                       

Steven Roth............................ 58   Chief Executive Officer of the           2000       1989  
                                             Company since March 2, 1995; Chairman                     
                                             and Chief Executive Officer of                            
                                             Vornado since 1989 and Trustee of                         
                                             Vornado since 1979; Chairman of the                       
                                             Board and Chief Executive Officer of                      
                                             Vornado Operating Company; Managing                       
                                             General Partner of Interstate, and a                      
                                             Director of Capital Trust, Inc.                           

David Mandelbaum(1).................... 64   A member of the law firm of              2000       1995  
                                             Mandelbaum & Mandelbaum, P.C.; a                          
                                             general partner of Interstate since                       
                                             1968; Trustee of Vornado since 1979.                      

Richard West(2)........................ 62   Dean Emeritus, Leonard N. Stern          2000       1984  
                                             School of Business, New York                              
                                             University; Professor of Finance from                     
                                             1984 through 1995, and Dean from 1984                     
                                             through August 1993; prior thereto,                       
                                             Dean of the Amos Tuck School of                           
                                             Business Administration at Dartmouth                      
                                             College; Director or Trustee of                           
                                             Vornado, Vornado Operating Company,                       
                                             Bowne & Co., Inc., various investment                     
                                             companies managed by Merrill Lynch                        
                                             Asset Management, Inc. and various                        
                                             investment companies managed by                           
                                             Hotchkis & Wiley.                                         
PRESENT DIRECTORS ELECTED TO SERVE AS                                                                  
DIRECTORS UNTIL THE ANNUAL MEETING IN                                                                  
2001 (CLASS I)                                                                                         

Stephen Mann(3)........................ 62   Chairman of the Board of Directors of    2001       1980  
                                             the Company since March 2, 1995;                          
                                             Interim Chairman of the Board of                          
                                             Directors of the Company from August                      
                                             8, 1994 to March 2, 1995; Chairman of                     
                                             the Clifford Companies since 1990;                        
                                             prior thereto, counsel to the law                         
                                             firm of Mudge, Rose, Guthrie,                             
                                             Alexander & Ferdon.                                       

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                                                        [Enlarge/Download Table]

                                                     PRINCIPAL OCCUPATION           YEAR TERM          
                                                     AND PRESENT POSITION             WILL     INITIAL 
NAME                                    AGE            WITH THE COMPANY              EXPIRE    ELECTION
----                                    ---          --------------------           ---------  --------
                                                                                                       
Thomas R. DiBenedetto(4)............... 50   President of Boston International        2001       1984  
                                             Group, Inc. since prior to 1986;                          
                                             Director of Showscan Corp.; Director                      
                                             of National Wireless Holdings, Inc.;                      
                                             Managing Director of Olympic                              
                                             Partners, a real estate investment                        
                                             firm.                                                     

Michael D. Fascitelli.................. 43   President and Trustee of Vornado         2001       1996  
                                             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.                       
PRESENT DIRECTORS ELECTED TO SERVE AS                                                                  
DIRECTORS UNTIL THE ANNUAL MEETING IN                                                                  
2002 (CLASS II)                                                                                        

Arthur Sonnenblick(5).................. 68   Managing Director of Sonnenblick-        2002       1984  
                                             Goldman Company, real estate                              
                                             investment bankers, since January 1,                      
                                             1996 and Vice Chairman and Chief                          
                                             Executive Officer prior thereto.                          

Russell B. Wight, Jr................... 60   A general partner of Interstate since    2002       1995  
                                             1968; Trustee of Vornado since 1979                       
                                             and Director of Vornado Operating                         
                                             Company and Insituform Technologies,                      
                                             Inc.                                                      

Neil Underberg......................... 71   A member of the law firm of Whitman      2002       1980  
                                             Breed Abbott & Morgan since December                      
                                             1987.                                                     

---------------                                                                 
(1) Mr. Mandelbaum, formerly a Class I director of the Company, was elected as a
Class III director of the Company by the Board of Directors on March 2, 
2000.                                                                   

(2) Mr. West, formerly a Class I director of the Company, was elected as a Class
III director of the Company by the Board of Directors on March 2, 2000. 

(3) Mr. Mann, formerly a Class III director of the Company, was elected as a    
   Class I director of the Company by the Board of Directors on March 2, 2000.
    Mr. Mann was also re-elected Chairman of the Board by the Board of Directors
on March 2, 2000.                                                       

(4) Mr. DiBenedetto, formerly a Class III director of the Company, was elected  
  as a Class I director of the Company by the Board of Directors on March 2,
2000.                                                                   

(5) Mr. Sonnenblick also served as a director of the Company between 1980 and   
1982.                                                                   

   The Company is not aware of any family relationships among any directors,
executive officers or nominees.                                                 

The Board of Directors held three meetings during 1999. 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. The Executive Committee of the  
Board of Directors did not meet in 1999.                                        

 The purposes of the Audit Committee are to assist the Board: (i) in its
oversight of the Company's accounting and financial reporting principles and    
policies and internal controls and procedures; (ii) in its oversight of the     
Company's financial statements and the independent audit thereof; (iii) in      
selecting, evaluating and, where deemed appropriate, replacing the outside      
auditors; and (iv) in evaluating the independence of the outside auditors. The  
function of the Audit Committee is oversight. The management of                 

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the Company is responsible for the preparation, presentation and integrity of   
the Company's financial statements and for maintaining appropriate accounting   
and financial reporting principles and policies and internal controls and       
procedures designed to assure compliance with accounting standards and          
applicable laws and regulations. The outside auditors are responsible for       
planning and carrying out a proper audit and reviews and other procedures.      
Messrs. West, Underberg and DiBenedetto are the members of the Audit Committee. 
The Audit Committee held four meetings during 1999.                             

The Omnibus Stock Plan Committee is responsible for administering the 
Company's Omnibus Stock Plan. The Committee consists of two members, Messrs.    
West and DiBenedetto. The Omnibus Stock Plan Committee held one meeting during  
1999.                                                                           

     The Compensation Committee is responsible for establishing the terms of the
compensation of the executive officers. The Committee consists of two members,  
Messrs. Mann and DiBenedetto. The Compensation Committee did not meet in 1999.  

All directors attended 75% or more of the meetings of the Board of    
Directors and the Committees on which they served in 1999.                      

BOARD OF DIRECTORS REPORT ON EXECUTIVE OFFICER COMPENSATION 

  During 1999, Mr. Roth was the Chief Executive Officer of the Company but
did not receive any base salary or bonus in 1999 for his services in such       
capacity. In March 1999, Mr. Roth was granted options to purchase 350,000 shares
of Common Stock, exercisable at the current market price on the date the option 
were granted.                                                                   

   During 1999, Joseph Macnow was the Vice President-Chief Financial Officer
of the Company but did not receive any base salary or bonus in 1999 for his     
services in such capacity. In March 1999, Mr. Macnow was granted options to     
purchase 35,000 shares of Common Stock, exercisable at the current market price 
on the date the options were granted.                                           

    During 1999, Irwin Goldberg was the Secretary and Treasurer of the Company
but did not receive any base salary, bonus or incentive compensation in 1999 for
his services in such capacity.                                                  

     The compensation currently paid to the named officers of the Company is not
limited by the cap on deductible compensation imposed by Section 162(m) of the  
Internal Revenue Code.                                                          

                Stephen Mann
                         Thomas R. DiBenedetto

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PERFORMANCE GRAPH 

The line graph that follows charts the yearly percentage change in    
cumulative stockholder return on an investment in the Company's Common Stock    
against the Standard & Poor's 500 Index (the "S&P 500") and the National        
Association of Real Estate Investment Trusts ("NAREIT") All Equity Index        
(excluding Health Care REIT's). The graph assumes an investment of $100 on      
December 31, 1994 (weighted on the basis of market capitalization) and          
accumulation and reinvestment of all dividends paid thereafter through December 
31, 1999. THERE CAN BE NO ASSURANCE THAT THE COMPANY'S STOCK PERFORMANCE WILL   
CONTINUE WITH THE SAME OR SIMILAR TRENDS DEPICTED IN THE GRAPH BELOW.           

(1) Excluding Health Care REITs.                                                

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PRINCIPAL STOCKHOLDERS AND SECURITY OWNERSHIP OF MANAGEMENT 

    The following table sets forth certain information regarding the ownership
of the Company's Common Stock as of June 26, 2000, by (i) each director of the  
Company, (ii) each person known by the Company to be the owner of more than five
percent of the Company's outstanding Common Stock and (iii) all directors,      
nominees and executive officers as a group. Except as otherwise indicated, each 
listed beneficial owner is the direct owner of and has sole investment and      
voting power with respect to such shares. Unless otherwise noted, the address of
all such persons is c/o Alexander's, Inc., Park 80 West Plaza II, Saddle Brook, 
New Jersey 07663.                                                               

                                                        [Enlarge/Download Table]

                                                                  AMOUNT AND                 
                                                             NATURE OF BENEFICIAL  PERCENT OF
NAME AND ADDRESS OF BENEFICIAL OWNER                           OWNERSHIP(1)(5)      CLASS(2) 
------------------------------------                         --------------------  ----------
                                                                                             
Steven Roth.................................................      1,483,268(3)        29.0%  
Russell B. Wight, Jr........................................      1,367,468(3)(4)     27.3%  
David Mandelbaum............................................      1,357,968(3)        27.1%  
Michael D. Fascitelli.......................................        261,000            5.0%  
Neil Underberg..............................................          3,900              *   
Richard West................................................          3,600              *   
Stephen Mann................................................          3,510(6)           *   
Thomas DiBenedetto..........................................          3,400              *   
Arthur Sonnenblick..........................................          3,400              *   
All directors and executive officers as a group                                              
  (11 persons)..............................................      1,790,278           33.1%  
Vornado Realty Trust........................................      1,654,068(7)        33.1%  
Interstate Properties.......................................      1,354,568(3)(7)     27.1%  
Franklin Mutual Advisers, Inc.                                                               
  51 John F. Kennedy Parkway                                                                 
  Short Hills, New Jersey 07078.............................        572,990(8)        11.5%  
Ronald Baron, BAMCO, Inc. and Baron Capital Management, Inc.                                 
  450 Park Avenue                                                                            
  New York, New York 10022..................................        549,320(9)        11.0%  

---------------                                                                 
*  Does not exceed 1%.                                                        

(1) Based on 5,000,850 shares outstanding as of June 26, 2000.                  

(2) The percentages in this column assume that all shares of Common Stock that  
    each person has the right to acquire within 60 days pursuant to the exercise
of options to purchase Common Stock ("Options") are deemed to be        
outstanding, but are not deemed to be outstanding for the purpose of    
computing the ownership percentage of any other person.                 

(3) Interstate, a partnership of which Messrs. Roth, Wight and Mandelbaum are   
 the general partners, owns 1,354,568 shares. These shares are included in
 the total shares and the percentage of class of Interstate, Mr. Roth, Mr.
Wight and Mr. Mandelbaum. Messrs. Roth, Wight and Mandelbaum share      
investment power and voting power with respect to these shares.         

(4) Includes 9,500 shares owned by the Wight Foundation, over which Mr. Wight   
holds sole investment and voting power.                                 

(5) Includes Options for Common Stock which are currently exercisable.          

(6) Includes 10 shares owned by Mr. Mann's son, a minor.                        

(7) Interstate owns 15.0% of the common shares of beneficial interest of        
    Vornado. Interstate and its three general partners (Messrs. Roth, Mandelbaum
  and Wight, all directors of the Company) own in the aggregate 17.8% of the
common shares of beneficial interest of Vornado. Interstate, its three  
  general partners and Vornado own in the aggregate 60.3% of the outstanding
    shares of the Common Stock of the Company. See "Certain Transactions" below.

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(8) Based on Schedule 13G dated January 27, 1999, Franklin Mutual Advisors, Inc.
has sole investment discretion and voting authority with respect to the 
shares.                                                                 

(9) Based on Schedule 13D dated August 19, 1999, Ronald Baron owns 538,800      
shares in his capacity as a controlling person of BAMCO, Inc. and Baron 
  Capital Management, Inc. Mr. Baron disclaims beneficial ownership of these
   shares. He also owns 10,520 shares personally. Mr. Baron has the sole power
to vote or direct the vote and to dispose or direct the disposition of  
   10,520 shares and shared power to vote or direct the vote and to dispose or
    direct the disposition of 538,580 shares, including 400,500 shares purchased
by BAMCO, Inc. for its investment advisory clients and 138,300 shares   
purchased by Baron Capital Management Inc. for its investment advisory  
clients. Mr. Baron is the President of BAMCO, Inc. and Baron Capital    
Management Inc.                                                         

EXECUTIVE COMPENSATION

     The following table summarizes the compensation paid by the Company and its
subsidiaries to the Company's executive officers, who were serving as executive 
officers at December 31, 1999, and to the Company's Chairman of the Board of    
Directors for services rendered in all capacities to the Company and its        
subsidiaries for the years 1997 through 1999 ("Covered Executives").            

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SUMMARY COMPENSATION TABLE

                                                        [Enlarge/Download Table]

                                                    ANNUAL                                            
                                                 COMPENSATION            LONG TERM                    
                                          ---------------------------   COMPENSATION      ALL OTHER   
NAME AND PRINCIPAL POSITION               YEAR   SALARY($)   BONUS($)  AWARDS/OPTIONS  COMPENSATION($)
---------------------------               ----   ---------   --------  --------------  ---------------
                                                                                                      
Stephen Mann............................. 1999    250,000      --          10,000            --       
  Chairman of the Board of Directors(1)   1998    250,000      --              --            --       
                                          1997    250,000      --              --            --       
Steven Roth.............................. 1999         --      --         350,000            --       
  Chief Executive Officer(1)(2)           1998         --      --              --            --       
                                          1997         --      --              --            --       
Joseph Macnow............................ 1999         --      --          35,000            --       
  Vice President-Chief Executive                                                                      
     Officer(3)                           1998         --      --              --            --       
                                          1997         --      --              --            --       
Irwin Goldberg........................... 1999         --      --              --            --       
  Secretary and Treasurer(4)              1998         --      --              --            --       
                                          1997         --      --              --            --       

---------------                                                                 
(1) Mr. Mann was appointed Chairman on March 2, 1995 when Mr. Roth was appointed
Chief Executive Officer of the Company.                                 

(2) The fee payable by the Company to Vornado includes the services of Mr. Roth 
as Chief Executive Officer of the Company. Mr. Roth is compensated as an
officer of Vornado and does not receive any additional consideration for
providing services to the Company. See "Certain Transactions".          

(3) The fee payable by the Company to Vornado includes the services of Mr.      
   Macnow as Vice President-Chief Financial Officer of the Company. Mr. Macnow
   is compensated as an officer of Vornado and does not receive any additional
compensation for providing services to the Company. See "Certain        
Transactions".                                                          

(4) The fee payable by the Company to Vornado includes the services of Mr.      
Goldberg as Secretary and Treasurer of the Company. Mr. Goldberg is     
compensated as an officer of Vornado and does not receive any additional
compensation for providing services to the Company. See "Certain        
Transactions".                                                          

The following table lists all grants of stock options to the Covered  
Executives made in 1999 and their potential realizable values, assuming         
annualized rates of share price appreciation of 5% and 10% over the term of the 
grant. All of such grants were made in 1999.                                    

OPTION GRANTS IN 1999 

                                                        [Enlarge/Download Table]

                                              INDIVIDUAL GRANTS                                                    
                         -----------------------------------------------------------  POTENTIAL REALIZABLE VALUE AT
                                             % OF TOTAL                                  ASSUMED ANNUAL RATES OF   
                            NUMBER OF         OPTIONS       EXERCISE OR               SHARE PRICE APPRECIATION FOR 
                             SHARES          GRANTED TO     BASE PRICE                       OPTION TERM(2)        
                           UNDERLYING       EMPLOYEES IN     PER SHARE    EXPIRATION  -----------------------------
NAME                     OPTIONS GRANTED    FISCAL YEAR         (1)          DATE          5%              10%     
----                     ---------------   --------------   -----------   ----------  -------------   -------------
                                                                                                                   
Steven Roth.............     350,000             58%          $70.375      3/04/09     $15,490,461     $39,255,869 
Joseph Macnow...........      35,000              6%          $70.375      3/04/09     $ 1,549,046     $ 3,925,587 
Steven Mann.............      10,000              2%          $70.375      3/04/09     $   442,585     $ 1,121,596 

---------------                                                                 
(1) The exercise or base price per Share is equal to the current market price on
the date the option was granted.                                        

(2) Potential Realizable Value is based on the assumed annual growth rates for  
   the market value of the Shares shown over their ten-year term. For example,
  a 5% growth rate, compounded annually, results in a stock price of $114.63
per Share and a 10% growth rate, compounded annually, results in a stock
   price of $182.53 per Share. These Potential Realizable Values are listed to
comply with the regulations of the                                      

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  Securities and Exchange Commission, and the Company cannot predict whether
these values will be achieved. Actual gains, if any, on share option    
exercises are dependent on the future performance of the Shares.        

  The following table summarizes all exercises of options during 1999, and
the number and value of options held at December 31, 1999, by the Covered       
Executives.                                                                     

AGGREGATED OPTION EXERCISES IN 1999 AND YEAR END OPTION VALUES

                                                        [Enlarge/Download Table]

                                                                          VALUE OF UNEXERCISED
                                SHARES             NUMBER OF UNEXERCISED      IN-THE-MONEY    
                               ACQUIRED             OPTIONS AT 12/31/99    OPTIONS AT 12/31/99
                                  ON      VALUE        EXERCISABLE/           EXERCISABLE/    
NAME                           EXERCISE  REALIZED      UNEXERCISABLE          UNEXERCISABLE   
----                           --------  --------  ---------------------  --------------------
                                                                                              
Steven Roth...................   --         $--     119,000/231,000       $1,026,375/1,992,375
Joseph Macnow.................   --         --       11,900/23,100           102,638/199,238  
Steven Mann...................   --         --        3,400/6,600             29,325/56,925   

EMPLOYMENT CONTRACTS

Mr. Mann's original three-year employment contract, which had a term  
expiring in March 1999, has been extended through the date of the 2001 Annual   
Meeting of Stockholders of the Company. Both the original employment agreement  
and the extension provide for a base salary of $250,000 per annum to be paid to 
Mr. Mann. In the event of termination of the employment agreement by the Company
without just cause, or if Mr. Mann resigns for good reason, Mr. Mann will       
continue to be paid his base salary until the end of the term provided for under
the employment agreement.                                                       

COMPENSATION OF DIRECTORS 

   Directors of the Company received an annual retainer of $13,500 for their
services in 1999. In addition, directors who are not compensated as officers of 
the Company received a fee of $500 for each Board or Committee meeting attended 
and were granted options to purchase 10,000 shares of Common Stock with the     
exception of Mr. Fascitelli, who was granted options to purchase 150,000 shares 
of Common Stock. The options are exercisable at the current market price on the 
date the options were granted.                                                  

     Effective March 2, 1995, Mr. Mann became Chairman of the Board of Directors
and entered into an employment agreement under which he is paid $250,000 per    
annum. In addition, Mr. Mann was granted options to purchase 10,000 shares of   
Common Stock, exercisable at the current market price on the date the options   
were granted. See "Employment Contracts."                                       

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION IN
COMPENSATION DECISIONS

  The Company has a Compensation Committee, consisting of Messrs. Mann and
DiBenedetto. There are no interlocking relationships involving the Company's    
Board of Directors which require disclosure under the executive compensation    
rules of the Securities and Exchange Commission.                                

CERTAIN TRANSACTIONS

   Steven Roth is Chief Executive Officer and a Director of the Company, the
Managing Partner of Interstate Properties ("Interstate") and Chairman of the    
Board and Chief Executive Officer of Vornado Realty Trust ("Vornado").          
Interstate owns 27.1% of the outstanding Common Stock of the Company and owns   
15.0% of the outstanding common shares of beneficial interest of Vornado. In    
addition, Mr. Roth owns                                                         

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1.8% of the outstanding common shares of beneficial interest of Vornado. Mr.    
Roth, Interstate and the other two general partners of Interstate, David        
Mandelbaum and Russell B. Wight, Jr. (who are also directors of the Company and 
trustees of Vornado) own, in the aggregate, 17.8% of the outstanding common     
shares of beneficial interest of Vornado. Vornado owns 33.1% of the outstanding 
Common Stock of the Company. From October 21, 1999 through April 5, 2000,       
Vornado increased its ownership in the Company from 29.3% to 33.1% by acquiring 
an additional 188,500 shares of Common Stock.                                   

    The Company is managed by and its properties are redeveloped and leased by
Vornado, pursuant to agreements with a one-year term which are automatically    
renewable.                                                                      

The Company is currently undertaking the excavation and laying the    
foundation for its Lexington Avenue property as part of the proposed development
of a large multi-use building. In connection therewith, the Company purchased   
140,000 square feet of development rights from Vornado for $12,200,000          
(Vornado's cost plus $243,000 in interest and closing costs). The development   
rights were contracted for and paid for in 1999, with the closing scheduled to  
take place when the developments which give rise to the development rights are  
completed in 2000.                                                              

     The annual management fee payable by the Company to Vornado is equal to the
sum of (i) $3,000,000, (ii) 3% of the gross income from the Kings Plaza Mall    
($501,751 for the year ended December 31, 1999), plus (iii) 6% of development   
costs with minimum guaranteed fees of $750,000 per annum. The leasing agreement 
for the Company's properties other than the Kings Plaza Mall provides for the   
Company to pay a fee to Vornado equal to (i) 3% of the gross proceeds, as       
defined, from the sale of an asset and (ii) in the event of a lease or sublease 
of an asset, 3% of lease rent for the first ten years of a lease term, 2% of    
lease rent for the eleventh through the twentieth years of a lease term and 1%  
of lease rent for the twenty-first through thirtieth year of a lease term.      
Subject to the payment of rents by tenants, the Company owes Vornado $1,756,000 
at December 31, 1999. Such amount is payable annually in an amount not to exceed
$2,500,000, until the present value of such installments (calculated at a       
discount rate of 9% per annum) equals the amount that would have been paid had  
it been paid on September 21, 1993, or at the time the transactions which gave  
rise to the commissions occurred, if later.                                     

 During the year ended December 31, 1999, Vornado through Interstate was
paid $485,000 by the Kings Plaza Mall for performing leasing services.          

The Company is indebted to Vornado in the amount of $95,000,000,      
$45,000,000 of which was borrowed in March 1995, and an additional $50,000,000  
which was borrowed in October 1999, and is the subordinated tranche of a loan,  
which has a current outstanding balance of $115,000,000. The Vornado loan, which
was scheduled to expire in March 2000, has been extended to March 2001 and the  
interest rate has been reset from 14.18% per annum to 15.72% per annum as a     
result of an increase to the Treasury rate. The Company incurred interest on the
loan of $7,857,000 for the year ended December 31, 1999.                        

   During the year ended December 31, 1999, Whitman Breed Abbott & Morgan, a
law firm of which Neil Underberg, a director of the Company, is a partner,      
performed legal services for the Company for which it was paid $508,350.        

PROPOSAL TO AMEND THE OMNIBUS STOCK PLAN

   The Board of Directors is asking the stockholders to approve an amendment
to the Omnibus Stock Plan of Alexander's, Inc. (the "Omnibus Stock Plan" or the 
"Plan") which would authorize the allocation of an additional 300,000 shares of 
Common Stock to be reserved for issuance and sale under the Plan. The Omnibus   
Stock Plan was first approved by stockholders on May 22, 1996. Of the 1,550,000 
shares currently authorized under the Plan, 595,000 shares were available for   
issuance as of December 31, 1999 and 595,000 shares were available for issuance 
as of June 26, 2000. The fair market value of the Common Stock of the Company on
June 26, 2000 was $71.94 per share.                                             

     The purpose of the Omnibus Stock Plan is to promote the financial interests
of the Company by encouraging employees and officers of the Company and its     
subsidiaries, employees of Vornado and its subsidiaries or any other person or  
entity designated by the Committee (as defined below) (collectively "Eligible   
Persons") to acquire an ownership interest in the Company, enhancing its ability
to attract and                                                                  

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retain people or entities of outstanding ability and providing such persons with
a way to acquire or increase their proprietary interest in the Company's        
success. Approval of the amendment of the Plan requires the affirmative vote of 
a majority of the outstanding shares of Common Stock represented and entitled to
vote at the Annual Meeting.                                                     

TERMS OF THE OMNIBUS STOCK PLAN                                                 

  Under the Plan, Eligible Persons may be granted awards of stock options,
stock appreciation rights, performance shares and restricted stock. The Plan is 
administered by the Omnibus Stock Plan Committee selected by the Board of       
Directors of the Company, from time to time (the "Committee"), which is         
comprised exclusively of non-employee Directors, and which will be authorized to
select Eligible Persons to receive awards, determine the type of awards to be   
made, determine the number of shares of Common Stock or share units subject to  
any award and the other terms and conditions of such awards. All Eligible       
Persons who have demonstrated significant management potential or who have the  
capacity for contributing in a substantial measure to the successful performance
of the Company, as determined by the Committee, are eligible to receive awards  
under the Plan. As such criteria is subjective in nature, the Company cannot    
accurately estimate the number of persons who may be included in such class from
time to time. Each officer of the Company could be granted awards under the     
Plan.                                                                           

   Except as determined by the Committee with respect to the transferability
of stock options by a participant to such participant's immediate family members
(or trusts, partnerships or limited liability companies established for such    
immediate family members) the awards are not assignable or transferable except  
by will or the laws of descent and distribution and no right or interest of any 
participant may be subject to any lien, obligation or liability of the          
participant.                                                                    

STOCK OPTIONS                                                                   

Options may be either "incentive stock options" within the meaning of 
Section 422 of the Internal Revenue Code or "non-qualified" stock options;      
provided, however, that only employees of the Company or its subsidiaries may   
receive incentive stock options. Stock options entitle the holder to purchase   
shares of Common Stock at a per share price determined by the Committee which in
no event may be less than the fair market value of the Common Stock on the date 
of grant. For incentive stock options granted to persons owning more than ten   
percent of the outstanding Common Stock, the option price shall not be less than
110% of the fair market value per share of Common Stock at the date of grant. No
employee may receive incentive stock options that, in the aggregate, entitle the
employee to purchase, in any calendar year during which such options first      
become exercisable, stock in the Company, any parent or any subsidiary having a 
fair market value in excess of $100,000. Stock options will be exercisable for  
such period as will be determined by the Committee, but in no event may options 
be exercisable after 10 years from the date of grant (5 years in the case of an 
incentive stock option granted to a ten percent stockholder). The option price  
for shares of Common Stock purchased upon the exercise of an option must be paid
in full at the time of exercise and may be paid in cash, by tender of           
unrestricted shares of Common Stock or by a combination of cash and unrestricted
shares of Common Stock.                                                         

The Plan provides for the grant of "reload stock options", at the     
discretion of the Committee, to a participant who uses common shares owned by   
the participant to pay all or a part of the exercise price of a stock option    
(including a reload stock option). A reload stock option will cover the number  
of shares tendered in payment of the exercise price and will have a per share   
exercise price not less than the fair market value of the common shares on the  
date of grant of the reload stock option.                                       

  Awards under the Plan are determined by the Committee in its discretion.
For this reason, it is not possible to determine the benefits and amounts that  
will be received by any individual participant or group of participants in the  
future.                                                                         

  Upon the grant or exercise of an incentive stock plan, no income will be
recognized by the optionee for Federal income tax purposes, and the Company will
not be entitled to any deduction. If the shares of Common Stock acquired upon   
exercise are not disposed of within the one year period beginning on the date of
the transfer of the shares of Common Stock to the optionee, nor within the two  
year period beginning on the date                                               

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of the grant of the option, any gain or loss realized by the optionee upon the  
disposition of such shares will be taxed as long-term capital gain or loss. In  
such event, no deduction will be allowed to the Company. If the shares of Common
Stock are disposed of within the one-year or two-year periods referred to above,
the excess of the fair market value of the shares of Common Stock on the date of
exercise (or, if less, the fair market value on the date of disposition) over   
the exercise price will be taxable as ordinary income to the optionee at the    
time of disposition, and the Company will be entitled to a corresponding        
deduction. The amount by which the fair market value of shares of Common Stock  
at the time of exercise of an incentive stock option exceeds the option price   
will constitute an item of tax preference which subjects the optionee to the    
alternative minimum tax. Whether the optionee will be subject to such tax       
depends on the facts and circumstances applicable to the individual.            

     Upon the grant of a non-qualified option, no income will be realized by the
optionee, and the Company will not be entitled to any deduction. Upon the       
exercise of such an option, the amount by which the fair market value of the    
shares of Common Stock at the time of exercise of the option exceeds the        
exercise price will be taxed as ordinary income to the optionee and the Company 
generally will be entitled to a corresponding deduction.                        

STOCK APPRECIATION RIGHTS                                                       

     Stock appreciation rights entitle the holder to receive from the Company an
amount equal to the amount by which the fair market value of a share of Common  
Stock on the date of exercise exceeds the grant price. Stock appreciation rights
may be granted in tandem with a stock option, in addition to a stock option or  
may be freestanding and unrelated to a stock option and may not be exercised    
earlier than six months after grant except in the event of the holder's death or
disability. The Committee is authorized to determine whether a stock            
appreciation right will be settled in cash, previously acquired shares of Common
Stock or a combination thereof.                                                 

PERFORMANCE SHARES                                                              

Performance share awards consist of a grant of actual shares of Common
Stock or share units having a value equal to an identical number of shares of   
Common Stock in amounts determined by the Committee at the time of grant.       
Performance share awards consisting of actual shares of Common Stock entitle the
holder to receive shares of Common Stock in an amount based upon performance    
conditions of the Company over a performance period as determined by the        
Committee at the time of grant. Such performance share awards may provide the   
holder with dividends and voting rights prior to vesting. Performance share     
awards consisting of share units entitle the holder to receive the value of such
units in cash, shares of Common Stock or a combination thereof based upon       
performance conditions and over a performance period as determined by the       
Committee at the time of grant. Such performance share awards may provide the   
holder with dividend equivalents prior to vesting.                              

RESTRICTED STOCK                                                                

     Restricted stock awards consist of a grant of actual shares of Common Stock
or share units having a value equal to an identical number of shares of Common  
Stock. Restricted stock awards consisting of actual shares of Common Stock      
entitle the holder to receive shares of Common Stock. Such restricted stock     
awards may provide the holder with dividends and voting rights prior to vesting.
Restricted stock awards consisting of share units entitle the holder to receive 
the value of such units in cash, shares of Common Stock or a combination thereof
as determined by the Committee. Such restricted stock awards may provide the    
holders with dividend equivalents prior to vesting. The employment conditions   
and the length of the period for vesting of restricted stock awards will be     
established by the Committee at time of grant.                                  

INFORMATION RESPECTING THE COMPANY'S INDEPENDENT AUDITORS 

     The Board has retained Deloitte & Touche LLP to act as independent auditors
for the fiscal year ending December 31, 2000. The firm of Deloitte & Touche LLP 
was engaged as independent auditors for the 1999 fiscal year and representatives
of Deloitte & Touche LLP are expected to be present at the Annual Meeting.      

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They will have an opportunity to make a statement if they desire to do so and   
will be available to respond to appropriate questions.                          

ADDITIONAL MATTERS TO COME BEFORE THE MEETING 

     The Board does not intend to present any other matter, nor does it have any
information that any other matter will be brought before the Annual Meeting.    
However, if any other matter properly comes before the Annual Meeting, it is the
intention of the person named in the enclosed proxy to vote said proxy in       
accordance with his judgment on such matters.                                   

ADVANCE NOTICE BYLAW

The By-laws of the Company provide that in order for a stockholder to 
nominate a candidate for election as a director at an annual meeting of         
stockholders or propose business for consideration at such meeting, notice must 
be given to the Secretary of the Company no more than 150 days nor less than 120
days prior to the first anniversary of the preceding year's annual meeting.     

STOCKHOLDER PROPOSALS 

  Stockholder proposals for the 2001 Annual Meeting of Stockholders of the
Company must be received at the principal executive office of the Company, Park 
80 West Plaza II, Saddle Brook, New Jersey 07663, Attention: Secretary, not     
later than March 30, 2001 for inclusion in the 2001 proxy statement and form of 
proxy.                                                                          

                                      By Order of The Board of Directors

                Stephen Mann
            Chairman

June 30, 2000                                                                   

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ALEXANDER'S, INC. 

The undersigned, revoking all prior proxies, hereby appoints Steven Roth
proxy, with full power of substitution, to attend, and to vote all shares the   
undersigned is entitled to vote, at the Annual Meeting of Stockholders of       
Alexander's, Inc. (the "Company") to be held at the Marriott Hotel, Interstate  
80 and the Garden State Parkway, Saddle Brook, New Jersey 07663 on Tuesday,     
August 1, 2000, at 9:30 A.M., local time, upon any and all business as may      
properly come before the meeting and all adjournments thereof. Said proxy is    
authorized to vote as directed below upon the proposals, which are more fully   
set forth in the Proxy Statement and otherwise in his discretion upon such other
business as may properly come before the meeting and all adjournments thereof,  
all as more fully set forth in the Notice of Meeting and Proxy Statement,       
receipt of which is hereby acknowledged.                                        

  THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS. WHEN PROPERLY EXECUTED,
THIS PROXY WILL BE VOTED IN THE MANNER DIRECTED BY THE UNDERSIGNED STOCKHOLDER. 
IF THIS PROXY IS EXECUTED, BUT NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED   
"FOR" THE ELECTION OF DIRECTORS AND "FOR" THE APPROVAL OF THE AMENDMENT TO THE  
COMPANY'S OMNIBUS STOCK PLAN.                                                   

(Continued and to be executed on reverse side)

DEFR14A Last Page of 18 TOC 1st Previous Next ↓Bottom Just 18th

                                                                [Download Table]
                                                                 
1.   ELECTION OF DIRECTORS:                                      
     The Board of Directors recommends a Vote "FOR" Election of  
     Directors                                                   
     [ ]  FOR all nominees listed below                          
     [ ]  WITHHOLD AUTHORITY to vote for all nominees listed     
     below                                                       
     Nominees:  Steven Roth                                      
     David Mandelbaum                                            
     Richard West                                                
     (Instructions: To withhold authority to vote for any        
     individual nominee, write that nominee's name in the space  
     provided below.)                                            

     ------------------------------------------------------------
2.   APPROVAL OF THE AMENDMENT TO THE COMPANY'S OMNIBUS STOCK    
     PLAN:                                                       
     The Board of Directors recommends a Vote "FOR" the approval 
     of the Amendment to the Company's Omnibus Stock Plan        
     FOR [ ]               AGAINST [ ]               ABSTAIN [ ] 

                                               Please date and sign exactly as
                                         your name or names appear
                                             hereon. Each joint owner must
                                           sign. (Officers, Executors,
                                              Administrators, Trustees, etc.
                                            will kindly so indicate when
                         signing.)

                     Dated

       ------------------------------------------------------------------------,
                    2000

                                                --------------------------------
                                                  Signature(s) of Stockholder(s)

                                              VOTES MUST BE INDICATED (X) IN
                                      BLACK OR BLUE INK. [X]

PLEASE VOTE, DATE AND SIGN AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘DEFR14A’ Filing	Date	First	Last	Other Filings

	3/30/01	16
	12/31/00	15		10-K405
	8/1/00	3	17
	6/30/00	4	16	10-Q
Filed on:	6/27/00
	6/26/00	3	13
	4/5/00	13
	3/2/00	6
	12/31/99	8	13	10-K405
	10/21/99	13
	8/19/99	10		SC 13D/A
	1/27/99	10
	5/22/96	13		DEF 14A, PRE 14A
	1/1/96	6
	3/2/95	5	12	SC 13D/A
	12/31/94	8		10-K405, 10-K405/A
	8/8/94	5
	9/21/93	13
				List all Filings

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Filing Submission 0000950123-00-006065 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Alexanders Inc – ‘DEFR14A’ on 6/27/00

On: Tuesday, 6/27/00, at 3:33pm ET · Accession #: 950123-0-6065 · File #: 1-06064

Revised Definitive Proxy Solicitation Material — Schedule 14AFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Revised Definitive Proxy Solicitation Material — Schedule 14A
Filing Table of Contents