Good morning, ladies and gentlemen. I am Steven Roth, Chairman of the Board of Directors of Alexander's, Inc. On behalf of the directors and officers of Alexander's, I am pleased to welcome all of you to our 55th annual stockholders' meeting as a public company. This year, we are once again using a virtual meeting format with audio. Our virtual meeting format, accessible to all of our stockholders, regardless of physical location, allows you to participate in the meeting, submit questions and comments, and vote your shares online prior to the closing of the polls. I am joined on the audio webcast by Gary Hansen. Morning, Gary. How are you?
Very good.
Good. Our Chief Financial Officer, Michael Franco, our senior vice president, and Steven Borenstein, our Corporate Secretary, who will serve as secretary of the meeting. My fellow board members are participating in the meeting via audio webcast. Representatives for our independent registered public accounting firm, Deloitte & Touche LLP, are also on the webcast. As chair of the meeting, I have adopted an agenda that will govern the order of the business and the rules of conduct for the meeting. Copies of the agenda and the rules of conduct are available on the virtual meeting site. The rules of conduct also govern the Q&A session. Mr. Secretary, was the notice of meeting duly mailed?
Thank you, Mr. Roth. Joanne Vogel of Broadridge Financial Solutions, Inc. has certified that Broadridge distributed the notice of meeting and that it was properly mailed. A copy of the affidavit of mailing is in my possession. I therefore declare that notice of the meeting has been duly given.
Thank you. This document will be identified as having been presented at the meeting. Mr. Secretary, would you please advise us of the number of shares, the holders of which are represented at this meeting?
Mr. Roth, as of the record date, the close of business on 23 March 2026, there were 5,107,290 shares of common stock outstanding and entitled to vote at this meeting. Based on last night's voting totals, there are represented at this meeting the holders of not less than 4,750,166 shares, or approximately 93% of the shares of the company entitled to vote at the meeting.
I declare a quorum present, and the meeting is ready for business. Mr. Peter Hagberg has been appointed as inspector of election of this meeting. I have before me his signed oath to execute impartially his duties as inspector. I would like to present the agenda for the meeting. First, we will submit for stockholders' consideration the election of three Class II directors for a term of three years. Second, we will submit for stockholder approval the company's 2026 Omnibus Share Plan. Third, we will submit for stockholder consideration a non-binding advisory resolution on executive compensation paid to certain named executive officers.
Four, we will submit for the ratification by stockholders the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the current fiscal year. Fifth, we will conduct a question and discussion period regarding the business and affairs of the company. Questions and comments are welcome pursuant to the procedures set forth in the rules of conduct available on the virtual meeting site. 6, the meeting will be adjourned.
During the question and discussion part of this meeting, Alexander's representatives may make statements that constitute forward-looking statements. These are statements other than historical events or statements of current condition and relate to future events such as the prospects of our business or a particular property or strategy. Forward-looking statements are not historical facts, but instead represent only our best judgment regarding future events, many of which, by their nature, are inherently uncertain and outside our control. It is possible that Alexander's actual results may differ materially from the results indicated in the forward-looking statements. For a discussion of some of the factors that could affect Alexander's future results, see our annual report on Form 10-K for the fiscal year ended 31 December 2025, and our quarterly report on Form 10-Q for the quarter ended 31 March 2026.
Additionally, Alexander's representatives may make reference to certain non-GAAP financial measures. You can find the presentation of the most directly comparable financial measures calculated in accordance with GAAP and a quantitative reconciliation of the non-GAAP and GAAP financial measures in our 2025 annual report on Form 10-K for the fiscal year ended December 31, 2025, or quarterly report on Form 10-Q for the fiscal quarter ended 31 March 2026. These are posted on our website at www.alx-inc.com. We also ask that when you ask questions, you bear in mind that our responses may be limited in consideration of the requirements of the Securities and Exchange Commission's Regulation FD.
We will now turn to the nomination for election of 3 Class II directors, each to serve for a term of three years and until their respective successors are duly elected and qualified. We will
Three nominees.
The nominees are Thomas R. DiBenedetto, Mandakini Puri, and Russell B. Wight, Jr. to serve as Class II directors of Alexander's, Inc. until the annual meeting of stockholders in 2029 and until their respective successors are duly elected and qualified. No notice of additional nominations having been given, pursuant to Alexander's bylaws, the nominations are closed. The other items on the agenda are the approval of the company's 2026 Omnibus Share Plan, the approval of a non-binding advisory vote on executive compensation to be paid to certain named executive officers as set forth in our proxy statement for this annual meeting. The submission for the ratification of the selection of Deloitte & Touche, LLP as the company's independent registered public accounting firm for the current fiscal year.
The polls are now open and will remain open until the conclusion of the question and discussion period. If you previously authorized a proxy to vote your shares and do not wish to change your vote, your vote will be cast as you previously instructed and no further action is needed. If you are a record holder and wish to change your vote, or if you have not yet voted using our electronic voting system or by sending in a proxy card, you may cast your vote via electronic ballot at proxyvote.com. If you are participating in this meeting via webcast, you'll notice a link to the voting site, proxyvote.com, on the bottom right-hand side of your screen.
In order to access proxyvote.com, you will need your control number received with your proxy materials prior to this meeting. If you received your proxy materials by postal mail, the control number can be found next to the label. If you received your proxy materials by email, the control number is included in that email. If you do not indicate the number of shares you intend to vote on your electronic ballot, your electronic ballot will automatically represent a vote in respect of all shares that you're entitled to vote at this meeting.
I will now entertain questions and comments while voting is being completed. Please note, you may submit questions at any time prior to the end of the question and comment session. In this question and comment session, we will do our best to answer as many questions as we can.
Mr. Roth, there are no questions at this time.
Let's give it another moment. There are still no questions. The polls are now closed. According to the preliminary report of Broadridge Financial Solutions, Inc., the results are as follows. First, each of the nominees for election as director has received at least a plurality of all the votes cast on the matter. Accordingly, each of the nominees has been duly elected as director of Alexander's, Inc. to serve until the annual meeting of stockholders in 2029 and until his or her successor is duly elected and qualified.
Second, the company's 2026 Omnibus Share Plan has been approved. Third, the non-binding advisory resolution on executive compensation has been approved. Four, the ratification of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm with regard to the current fiscal year has been approved. The final tabulations will be reported on a current report on Form 8-K within four business days. No notice of any additional business having been given pursuant to the Alexander's bylaws. Is there a motion to adjourn?
I, Michael Franco, move that this meeting be adjourned.
I, Gary Hansen, second the motion.
Thank you both. The meeting is adjourned.
This concludes today's annual meeting. You may now disconnect.