Arthur Sonnenblick
About Arthur I. Sonnenblick
Arthur I. Sonnenblick is an independent director of Alexander’s, Inc. (ALX). He is 93 years old and has served on ALX’s Board since 1984. His core credentials are in real estate investment and finance; he previously served as Senior Managing Director at Cushman & Wakefield Sonnenblick Goldman (or a predecessor) from January 1996 to December 2012. His current ALX board term runs through the 2027 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cushman & Wakefield Sonnenblick Goldman (or predecessor) | Senior Managing Director | Jan 1996 – Dec 2012 | Real estate investment banking leadership |
External Roles
- No other public company directorships are listed in his ALX proxy biography.
Board Governance
- Independence: The Board determined Mr. Sonnenblick is independent under NYSE rules.
- Committee assignments: He is not listed as a member of the Audit Committee (Puri – Chair; Silverstein; DiBenedetto) or Compensation Committee (Silverstein – Chair; DiBenedetto) for 2024/2025.
- Attendance: The Board held five meetings in 2024 and each director attended at least 75% of Board and committee meetings on which they served.
- Executive sessions: Independent directors (non‑management) met five times in 2024 without management present.
- Board structure and control: ALX is a “controlled company” under NYSE rules (Interstate Properties, its general partners, and Vornado collectively own ~58% of shares), and is exempt from certain NYSE governance requirements (e.g., nominating committee, fully independent compensation committee, majority‑independent board).
- Leadership: The CEO (Steven Roth) is also Chair; there is no independent lead director.
- Committee changes: The Executive Committee (Roth, Wight, West) was eliminated effective January 1, 2025.
Fixed Compensation
Director pay is a mix of cash retainers/meeting fees and Deferred Stock Units (DSUs). Policy elements in 2024 included: $75,000 annual cash retainer; DSUs with market value ≈$75,000 at grant; Audit Chair $15,000; Audit members $10,000; Compensation Chair $10,000; Compensation members $5,000; $1,000 per meeting (excluding Roth). DSUs vest on grant, pay dividends, and convert to common shares upon departure from the Board.
| Component ($) | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | 81,000 | 80,000 |
| Equity Awards (grant‑date fair value) | 56,250 | 56,250 |
| All Other Compensation (DSU dividends) | 50,913 | 58,167 |
| Total Compensation | 188,163 | 194,417 |
Notes:
- In 2024, each director received 357 DSUs.
- Dividend amounts reflect dividends paid on DSUs.
Performance Compensation
- No performance-based metrics are used for director compensation; the annual equity is in the form of DSUs that vest on the grant date.
| Equity Grant Detail | Value |
|---|---|
| 2024 DSU grant (units) | 357 units (each director) |
| Grant date | May 23, 2024 (board grants to directors) |
| Vesting | Fully vested on grant; convertible upon departure from Board |
| Grant-date fair value (per director) | $56,250 |
Other Directorships & Interlocks
- None disclosed for Mr. Sonnenblick personally in the ALX proxy biography.
- Board-level interlocks/affiliations: Several ALX directors (Roth, Mandelbaum, Wight) are also general partners of Interstate and/or trustees/executives of Vornado, which collectively with Interstate control ~58% of ALX shares.
Expertise & Qualifications
- The Board specifically notes Mr. Sonnenblick has experience leading companies and extensive real estate experience, which the Board considers valuable to ALX’s oversight.
Equity Ownership
| Metric | Amount |
|---|---|
| Total beneficial ownership (shares) | 3,479 shares; less than 1% of shares outstanding |
| Included DSUs (fully vested; convert upon departure) | 3,410 DSUs |
| Shares outstanding (denominator reference) | 5,107,290 shares (as of Mar 24, 2025) |
Notes:
- DSUs receive dividends; not transferable or convertible until departure (or a later director‑selected date).
- No pledging or hedging disclosures specific to directors; the proxy mentions Vornado’s anti‑hedging policy applies to executives.
Governance Assessment
- Positives: Independent status; long domain expertise in real estate; no committee overboarding; attendance at or above 75% threshold; independent director executive sessions held frequently.
- Alignment: Receives a balanced cash/equity director pay package with DSUs that convert only upon departure, supporting longer‑term alignment; DSU dividends align with shareholder distributions.
- Board‑level risks/RED FLAGS to monitor (not specific to Sonnenblick but relevant to governance quality):
- Controlled company structure with significant related‑party agreements with Vornado (management, development, leasing, property management) and material annual fees; 2024 fees included $2.8M management, $472k development, $6.084M leasing, and $6.053M property management/other.
- No nominating committee and no independent lead director under the controlled company exemptions.
- High director age and very long tenure may raise refreshment considerations (Sonnenblick age 93; on Board since 1984).
- Shareholder engagement signals: Non‑binding say‑on‑pay vote last held in 2023 received ~87% approval; advisory vote frequency is every three years (next in 2026).
Overall, Mr. Sonnenblick brings deep real estate and board leadership experience and is designated independent with acceptable attendance. The primary governance risks at ALX stem from the controlled company structure, related‑party arrangements with Vornado/Interstate, and the absence of a nominating committee and lead independent director, rather than from any disclosed conflicts involving Mr. Sonnenblick personally.