UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 10, 2006
ALEXANDER'S, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-06064 51-0100517
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(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification Number)
210 Route 4 East, Paramus, NJ 07652
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(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (201) 587-8541
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
On January 10, 2006, the Omnibus Stock Plan Committee (the "Committee") of the
Board of Directors (the "Board") of Alexander's, Inc. (the "Company") granted to
Michael D. Fascitelli, President of the Company, a stock appreciation right (the
"SAR") covering 350,000 shares of the Company's common stock ("Common Stock").
The exercise price of the SAR equals $243.825 per share of Common Stock, which
was the average of the high and low trading price of the Common Stock on the
date of grant. The SAR is subject to vesting and will not become exercisable
before July 10, 2006, and only if Mr. Fascitelli is employed with the Company
through such date. The SAR will expire no later than March 14, 2007. The terms
of the SAR are subject to the Company's Omnibus Stock Plan and the Stock
Appreciation Right Agreement filed with this report as Exhibit 10.1. Mr.
Fascitelli exercised 350,000 of his existing stock appreciation rights in 2005.
This exercise was consistent with the Company's tax planning. His early
exercise, and the related tax consequences for the Company, was a factor in the
Company's decision to make the new grant to him.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
10.1 Stock Appreciation Right Agreement dated as of January 10, 2006, between
Michael D. Fascitelli and Alexander's, Inc.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ALEXANDER'S, INC.
(Registrant)
By: /s/ Joseph Macnow
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Name: Joseph Macnow
Title: Executive Vice President and Chief
Financial Officer
Dated: January 11, 2006