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  4. [8-K] REALTY INCOME CORP Reports Material Event

Realty Income (NYSE: O) issues $800M 4.750% notes due 2033

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Realty Income Corporation closed an offering of $800 million aggregate principal amount of its 4.750% Notes due 2033 on April 7, 2026. The notes were issued under an existing indenture with The Bank of New York Mellon Trust Company, N.A. as successor trustee.

The transaction was completed pursuant to a purchase agreement dated March 30, 2026, with Wells Fargo Securities, BBVA Securities, BofA Securities, J.P. Morgan Securities and TD Securities acting as representatives of the underwriters. Related indenture documents, the form of note, officers’ certificate and legal opinions were filed as exhibits.

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Insights

Realty Income adds $800M fixed-rate debt maturing in 2033.

Realty Income Corporation has issued $800 million of 4.750% Notes due 2033, expanding its long-term fixed-rate debt profile. The notes sit under an established indenture with The Bank of New York Mellon Trust Company, N.A. as successor trustee.

The underwriting group, led by Wells Fargo Securities and several major banks, suggests a standard broadly syndicated offering. The filing does not state the specific use of proceeds, so the incremental impact on leverage and growth funding strategy must be inferred from future financial disclosures rather than this event alone.

Key items for context in future reports will be total debt outstanding and interest expense after this issuance, as well as any disclosure tying these 4.750% Notes due 2033 to refinancing of existing obligations or funding of new investments.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Notes issued $800 million aggregate principal amount 4.750% Notes due 2033 issued on April 7, 2026
Coupon rate 4.750% Interest rate on Notes due 2033
Maturity 2033 Maturity year of 4.750% Notes
Purchase agreement date March 30, 2026 Agreement among Realty Income and underwriters
Closing date April 7, 2026 Date offering of 4.750% Notes due 2033 closed
4.750% Notes due 2033 financial
"closed its offering of $800 million aggregate principal amount of its 4.750% Notes due 2033"
purchase agreement financial
"pursuant to a purchase agreement dated March 30, 2026 entered into by and among the Company"
A purchase agreement is a legally binding contract that spells out exactly what is being bought, for how much, and under what conditions, including timelines, seller and buyer promises, and protections if things go wrong. For investors it matters because the agreement fixes the deal’s price, risks and closing conditions—like a detailed receipt and return policy for a large transaction—so it helps determine whether the deal will complete and how it will affect the company’s value and cash flow.
indenture regulatory
"Indenture dated as of October 28, 1998 between the Company and The Bank of New York Mellon Trust Company"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
Officers’ Certificate regulatory
"Officers’ Certificate dated April 7, 2026 pursuant to Sections 201, 301 and 303 of the Indenture"
Inline XBRL technical
"Cover Page Interactive Data File (formatted as Inline XBRL)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did Realty Income (O) announce regarding new debt on April 7, 2026?
Realty Income closed an offering of $800 million aggregate principal amount of 4.750% Notes due 2033. The debt was issued under an existing indenture, with major investment banks acting as underwriters for the transaction.

What are the main terms of Realty Income’s 4.750% Notes due 2033?
The notes have a fixed interest rate of 4.750% and mature in 2033, with $800 million aggregate principal amount issued. They were established as a new series of debt securities under an existing indenture through an officers’ certificate dated April 7, 2026.

Which banks underwrote Realty Income’s $800 million 4.750% Notes due 2033?
The purchase agreement lists Wells Fargo Securities, BBVA Securities, BofA Securities, J.P. Morgan Securities and TD Securities as representatives of the underwriters. They arranged and purchased the 4.750% Notes due 2033 from Realty Income under the March 30, 2026 agreement.

On what date did Realty Income’s 4.750% Notes due 2033 offering close?
The offering of Realty Income’s 4.750% Notes due 2033 closed on April 7, 2026. That date is also identified as the date of the report and the earliest event reported in the Form 8-K describing this $800 million debt issuance.
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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: April 7, 2026

(Date of Earliest Event Reported)

 

REALTY INCOME CORPORATION

(Exact name of registrant as specified in its charter)

 

Maryland   1-13374   33-0580106
(State or Other Jurisdiction of
Incorporation or Organization)		   (Commission File Number)   (IRS Employer Identification No.)

 

11995 El Camino Real, San Diego, California 92130
(Address of principal executive offices)

 

(858) 284-5000
(Registrant’s telephone number, including area code)

 

N/A
(former name or former address, if changed since last report)

 

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:

 

¨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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol   Name of Each Exchange On Which
Registered
Common Stock, $0.01 Par Value   O   New York Stock Exchange
1.125% Notes due 2027   O27A   New York Stock Exchange
1.875% Notes due 2027   O27B   New York Stock Exchange
5.000% Notes due 2029   O29B   New York Stock Exchange
1.625% Notes due 2030   O30   New York Stock Exchange
4.875% Notes due 2030   O30B   New York Stock Exchange
5.750% Notes due 2031   O31A   New York Stock Exchange
3.375% Notes due 2031   O31B   New York Stock Exchange
1.750% Notes due 2033   O33A   New York Stock Exchange
5.125% Notes due 2034   O34   New York Stock Exchange
3.875% Notes due 2035   O35B   New York Stock Exchange
6.000% Notes due 2039   O39   New York Stock Exchange
5.250% Notes due 2041   O41   New York Stock Exchange
2.500% Notes due 2042   O42   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 8.01 Other Events

 

On April 7, 2026, Realty Income Corporation (the “Company”) closed its offering of $800 million aggregate principal amount of its 4.750% Notes due 2033, pursuant to a purchase agreement dated March 30, 2026 entered into by and among the Company, Wells Fargo Securities, LLC, BBVA Securities Inc., BofA Securities, Inc., J.P. Morgan Securities LLC and TD Securities (USA) LLC as representatives of the underwriters.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

4.1 Indenture dated as of October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A. as successor trustee (filed as exhibit 4.1 to the Company’s Form 8-K, filed on October 28, 1998 and dated October 27, 1998 and incorporated herein by reference).
4.2 Form of 4.750% Note due 2033 issued on April 7, 2026 (contained in Exhibit 4.3 hereto).
4.3+ Officers’ Certificate dated April 7, 2026 pursuant to Sections 201, 301 and 303 of the Indenture dated as of October 28, 1998 between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, establishing the terms of a new series of debt securities entitled “4.750 % Notes due 2033” and including the forms of debt security.
5.1 Opinion of Venable LLP.
5.2 Opinion of Latham & Watkins LLP.
23.1 Consent of Venable LLP (contained in the opinion filed as Exhibit 5.1 hereto).
23.2 Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.2 hereto).
104 Cover Page Interactive Data File (formatted as Inline XBRL)

 

+Certain of the schedules and attachments to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). The registrant hereby undertakes to provide further information regarding such omitted materials to the SEC upon request.

 

 

 

SIGNATURE

 

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.

 

Dated: April 7, 2026 REALTY INCOME CORPORATION
     
  By: /s/ Bianca Martinez
    Bianca Martinez
    Senior Vice President, Associate General Counsel and Assistant Secretary

 

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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