Business Context and Reporting Period
This Form 8-K Current Report from Alexanders Inc (NYSE: ALX) covers events occurring on May 21, 2026, specifically the results of the Company's 2026 Annual Meeting of Stockholders. The filing details the approval of a new equity incentive plan and the election of directors.
Key Financial Metrics
This filing is a corporate governance report and does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. No financial statements are included in this document.
Material Changes and Corporate Actions
- Adoption of 2026 Omnibus Stock Plan: Stockholders approved the Alexander's, Inc. 2026 Omnibus Stock Plan, which supersedes the 2016 Omnibus Stock Plan. No new awards will be made under the 2016 Plan, though existing awards remain valid.
- Share Allocation: The 2026 Plan authorizes the issuance of 500,000 shares of common stock. This total includes 477,121 shares remaining from the 2016 Plan.
- Eligibility: The plan covers employees, officers, and non-employee directors of the Company and its subsidiaries, as well as Vornado Realty Trust and its subsidiaries.
- Director Elections: Three nominees (Thomas R. DiBenedetto, Mandakini Puri, and Russell B. Wight Jr.) were elected to the Board of Directors for three-year terms. Steven Roth, David M. Mandelbaum, Wendy A. Silverstein, and Arthur I. Sonnenblick continue to serve.
Voting Results and Management Commentary
As of the record date (March 23, 2026), there were 5,107,290 shares outstanding. Approximately 93.01% of shares were present or represented by proxy. The voting results for the four proposals were as follows:
| Proposal | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 1. Election of Directors (All 3 nominees elected) |
4,133,474 - 4,331,357 | 106,226 - 304,109 | N/A | 312,583 |
| 2. 2026 Omnibus Stock Plan | 4,145,387 | 290,016 | 2,180 | 312,583 |
| 3. Executive Compensation (Say-on-Pay) | 4,158,627 | 269,192 | 9,764 | 312,583 |
| 4. Ratification of Auditors (Deloitte & Touche LLP) |
4,709,348 | 40,195 | 623 | N/A |
Management Commentary: The filing states the 2026 Plan provides the Compensation Committee with maximum flexibility to use various forms of incentive awards. It notes that cash-settled awards will not reduce the available share count.
Investor Verification Checklist
- Verify the full text of the 2026 Omnibus Stock Plan (Exhibit 10.2) to understand specific vesting schedules and performance metrics.
- Confirm the impact of the new plan on future share dilution given the 500,000 share authorization.
- Review the definitive proxy statement filed on April 7, 2026, for detailed compensation data referenced in the Say-on-Pay vote.
- Monitor future filings for the first grants made under the new 2026 Plan.