Realty Income 8-K Filings

Realty Income Corporation completed a private offering of $1.0 billion aggregate principal amount of 3.750% Convertible Senior Notes due 2031 to qualified institutional buyers. The notes are senior unsecured obligations, pay semiannual interest and mature on August 15, 2031, with multiple stock price- and trading-based conversion triggers.

The initial conversion rate is 13.7512 shares per $1,000 principal amount (conversion price about $72.72 per share), with customary anti-dilution adjustments and a higher maximum rate used to calculate an initial maximum of 16,157,600 shares issuable. Net proceeds were about $981.9 million, of which $33.2 million funded capped call transactions and $188.7 million repurchased approximately 3.0 million common shares; the remainder is for general corporate purposes, including potential debt repayment and property and acquisition activities.

The capped call transactions, with an initial cap price of $83.55 (a 35.0% premium to the August 11, 2026 share price), are designed to reduce potential dilution or offset cash payments above principal upon conversion, up to the cap. The notes were issued in reliance on Securities Act exemptions and any conversion shares will be issued in exempt exchanges with existing security holders.

Realty Income Corporation has priced an upsized private offering of $875.0 million aggregate principal amount of 3.750% Convertible Senior Notes due 2031 to qualified institutional buyers, increased from a previously announced $750.0 million. The notes are senior unsecured, pay 3.750% interest semi-annually, and mature on August 15, 2031, with conversion permitted upon certain events before May 15, 2031 and at any time thereafter until shortly before maturity.

The initial conversion rate is 13.7512 shares per $1,000 principal amount, implying a conversion price of approximately $72.72 per share, a 17.5% premium to the $61.89 last sale price on August 11, 2026. Realty Income estimates net proceeds of about $859.0 million (or $981.9 million if the initial purchasers fully exercise their $125.0 million option), and plans to use $29.1 million for capped call transactions and about $188.7 million to repurchase roughly 3.0 million shares, with the balance for general corporate purposes.

Realty Income Corporation reported recent acquisition activity and a planned financing transaction. During the three months ended June 30, 2026, the company invested approximately $2.6 billion, with a pro-rata share of $2.1 billion, in properties, properties under development or expansion, unconsolidated entities and loans at an initial weighted average cash yield of about 7.3%, based on expected first‑year cash income relative to total investment cost.

Realty Income also plans a private offering of $750.0 million aggregate principal amount of Convertible Senior Notes due 2031 to qualified institutional buyers, with an option for initial purchasers to buy up to an additional $112.5 million of notes. The notes will be senior unsecured obligations with semi‑annual interest and a conversion feature that may be settled in cash, stock, or a combination at the company’s election. Redemption is generally restricted before August 20, 2029, subject to specified price and other conditions, with additional cleanup and REIT preservation redemption provisions.

The company expects to use part of the net proceeds for capped call transactions designed to reduce potential dilution upon conversion, to repurchase shares concurrently with pricing, and for general corporate purposes including debt repayment and property-related investments.

Realty Income Corporation reported strong Q2 2026 operating results. Total revenue was $1,547.7 million versus $1,410.4 million a year earlier. Net income available to common stockholders was $344.0 million, or $0.37 per diluted share, compared with $196.9 million, or $0.22 per share.

Funds from operations were $996.6 million and diluted AFFO per share rose 3.8% to $1.09. The company invested $2,567.8 million during the quarter at a 7.3% Initial Weighted Average Cash Yield and achieved a 102.7% rent recapture rate on re-leased properties, with portfolio occupancy at 98.8% across 15,588 properties.

Available liquidity at Pro-Rata Share was $3,474.2 million and Net Debt to Annualized Pro Forma Adjusted EBITDAre was 5.4x. In July 2026, Realty Income issued €600.0 million of 3.625% senior unsecured notes due 2032, expanded its revolving credit facilities and commercial paper programs to $5.5 billion each, and received an 'A' Long-Term Issuer Default Rating with Stable Outlook from Fitch Ratings. The company raised its 2026 AFFO per share guidance to $4.44–$4.45, and the annualized dividend was $3.252 per share as of June 30, 2026.

Realty Income Corporation entered into a Fifth Amended and Restated Credit Agreement on July 10, 2026, recasting and expanding its unsecured multicurrency revolving credit facilities to $5.5 billion, up from $4.0 billion. The facilities are split into two $2.75 billion tranches, initially maturing on April 29, 2029 and July 10, 2030, each with two six‑month extension options at the company’s discretion.

The agreement includes an accordion expansion feature that can increase total capacity to $6.5 billion, subject to additional lender commitments, and adds UK and Netherlands subsidiaries as joint borrowers. Borrowings use benchmark rates such as SOFR, SONIA and EURIBOR plus an applicable margin tied to credit ratings; the current applicable margin is 0.675% per annum and the commitment fee is 0.125% per annum.

Separately, Realty Income increased the maximum outstanding under its unsecured commercial paper programs, raising both the U.S. and euro programs from $1.50 billion to $2.75 billion each, for a combined capacity of $5.5 billion versus $3.0 billion previously. Notes may be issued for general corporate purposes, with U.S. maturities up to 360 days and European maturities up to 183 days.

Realty Income Corporation closed an offering of €600.0 million aggregate principal amount of its 3.625% Notes due 2032. The notes were issued under an existing October 28, 1998 indenture with The Bank of New York Mellon Trust Company, N.A., as successor trustee.

The transaction was completed on July 7, 2026 pursuant to a purchase agreement dated June 29, 2026 with a syndicate of underwriters led by Barclays Bank PLC, BNP PARIBAS, RBC Europe Limited, Banco Santander, S.A. and Wells Fargo Securities International Limited. Related legal opinions and an officers’ certificate establishing this new series of debt securities are included as exhibits.

Realty Income Corporation has agreed to issue and sell €600.0 million aggregate principal amount of 3.625% Notes due 2032 under a purchase agreement with a group of underwriters led by Barclays Bank PLC, BNP PARIBAS, RBC Europe Limited, Banco Santander, S.A. and Wells Fargo Securities International Limited.

The debt offering is anticipated to close on July 7, 2026, subject to customary closing conditions. The company also includes extensive cautionary language about forward-looking statements and risk factors that could cause actual results to differ from expectations.

Realty Income Corporation reported recent financing and liquidity actions. On April 7, 2026, the company issued $800.0 million of 4.750% senior unsecured notes due April 2033 at 98.261% of principal, for an effective semi-annual yield to maturity of 5.047%.

It also entered into a $500 million U.S. Dollar-to-Euro 7-year cross currency swap, generating approximately €436 million of proceeds and a blended 4.16% coupon. On May 7, 2026, Realty Income refreshed its at-the-market equity program to allow sales of up to 150.0 million common shares. As of June 25, 2026, total available liquidity at its Pro-Rata Share was $4,011.5 million.

Realty Income Corporation reported results from its annual stockholder meeting held on May 21, 2026. As of the March 2, 2026 record date, 932,450,634 common shares were outstanding and entitled to vote. Stockholders elected all eleven director nominees to serve until the 2027 annual meeting and until their successors are duly elected and qualified.

Stockholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for the year ending December 31, 2026, with 722,083,545 votes in favor and 67,809,190 against. In addition, a non-binding advisory proposal approving the compensation of the company’s named executive officers passed, receiving 596,608,216 votes for and 51,050,410 against.

Realty Income Corporation entered a new sales agreement allowing the offer and sale of up to 150,000,000 shares of its common stock through a group of bank and broker-dealer agents and related forward purchasers. Shares may be sold in ordinary brokerage trades on the New York Stock Exchange, privately negotiated transactions, block trades or other methods permitted by law.

The structure includes traditional at-the-market issuances, fixed-share forward sale agreements and contingent forward sale agreements, giving the company flexibility to issue shares directly or upon future physical, cash or net share settlement. The prior at-the-market program was terminated after 19,897,223 shares had been sold. Net proceeds and any contingency premiums are intended for general corporate purposes, including debt repayment, property acquisitions, development and other investments.

Realty Income Corporation reported solid first‑quarter 2026 results and raised its full‑year outlook. For the three months ended March 31, 2026, total revenue was $1.55 billion, up from $1.38 billion a year earlier, and net income available to common stockholders rose to $311.8 million, or $0.33 per diluted share, versus $0.28.

Cash-flow metrics were strong. Adjusted funds from operations (AFFO) available to common stockholders increased to $1.06 billion, with AFFO per diluted share up 6.6% to $1.13. The company invested $2.77 billion at a 7.1% initial weighted average cash yield, while portfolio occupancy remained high at 98.9%.

Management also highlighted capital raising and guidance. Realty Income issued $800 million of 4.750% senior unsecured notes due 2033, executed a cross‑currency swap, and closed a $1.0 billion strategic investment from Apollo into a 492‑property retail joint venture. Full‑year 2026 AFFO per share guidance increased to $4.41–$4.44, and investment volume guidance increased to $9.5 billion. The annualized dividend was $3.246 per share, with Q1 cash dividends of $0.810 per share representing 71.7% of diluted AFFO.

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.

Realty Income Corporation entered into a purchase agreement to issue and sell $800 million aggregate principal amount of 4.750% Notes due 2033 to a syndicate of underwriters led by major banks. The offering is expected to close on April 7, 2026, subject to customary conditions. The company also reiterates standard forward-looking statement cautions, highlighting risks related to its real estate portfolio, capital markets access, interest rates, and broader economic and regulatory factors.

Realty Income Corporation reported updated liquidity and financing actions. As of March 26, 2026, the company had $4.5 billion of liquidity, made up of approximately $0.8 billion in cash and cash equivalents, $1.2 billion of unsettled ATM forward equity, and $2.5 billion of availability under its $5.38 billion credit facilities after borrowings and commercial paper.

The company expects to close a $1.0 billion strategic partnership with Apollo-managed funds on March 31, 2026, for a 49% interest in a joint venture holding about 500 single-tenant retail properties under long-term net leases. Realty Income also closed a $694 million U.S. dollar-denominated, unsecured term loan due January 2036 with a Goldman Sachs affiliate and entered into a cross-currency swap, exchanging $500 million of proceeds for approximately €431 million over the loan term.

Realty Income Corporation reported that its Executive Vice President, Chief Legal Officer, General Counsel and Secretary, Michelle Bushore, will leave the company after a transition period ending September 2, 2026. She will remain in her current role while the company searches for a new Chief Legal Officer.

Her separation will be treated as a “Qualifying Termination” under the executive severance plan, and she will receive severance benefits subject to a general release of claims. She also entered into a Transition Agreement that provides a retention equity grant equal to $512,663 in restricted shares, based on the February 26, 2026 closing stock price, which will fully vest if she serves through the transition period.

A press release highlights her role in negotiating major M&A transactions and shaping governance and compliance, and includes leadership’s appreciation for her tenure. The company notes that statements about the timing of the transition are forward-looking and subject to customary risks.

Realty Income Corporation reported solid growth for the three months and year ended December 31, 2025, driven by higher rents, investment activity, and very high occupancy.

For Q4 2025, total revenue was $1,487.9 million, up from $1,340.3 million in Q4 2024. Net income available to common stockholders rose to $296.1 million, or $0.32 per share, versus $199.6 million, or $0.23 per share, a year earlier. AFFO was $996.7 million, or $1.08 per share, compared with $921.9 million and $1.05 per share in Q4 2024.

For full-year 2025, revenue reached $5,749.4 million, up from $5,271.1 million. Net income available to common stockholders was $1,058.6 million, or $1.17 per share, compared with $847.9 million, or $0.98, in 2024. AFFO totaled $3,885.9 million, or $4.28 per share, up from $3,621.4 million, or $4.19 per share.

The portfolio remained strong, with 98.9% occupancy as of December 31, 2025, 15,511 properties, and same store rental revenue growth of 1.3%. Realty Income invested $6.3 billion at an initial weighted average cash yield of 7.3% and raised $2.4 billion of equity via its ATM program. The company also issued $862.5 million of 3.500% convertible senior notes due 2029 and expanded its U.S. Private Fund Business to about $1.5 billion of commitments.

For 2026, management guides to net income per share of $1.65–$1.69 and AFFO per share of $4.38–$4.42, implying modest per-share growth. The company expects about $8.0 billion of investment volume, same store rent growth of 1.0–1.3%, occupancy around 98.5%, and maintains a growing dividend, which was $3.240 per share annualized at year-end 2025.

Realty Income Corporation created a new long-term borrowing by issuing $862.5 million of 3.500% Convertible Senior Notes due 2029 in a private Rule 144A offering. These senior unsecured notes pay interest semi-annually starting July 15, 2026 and mature on January 15, 2029, unless earlier converted, redeemed, or repurchased.

Holders can convert only upon certain events until October 15, 2028, and at any time thereafter until shortly before maturity. The initial conversion rate is 14.4051 shares per $1,000 principal amount, implying an initial conversion price of about $69.42 per share, with customary adjustment features and potential conversion rate increases after specified “Make-Whole Fundamental Change” events. The company may redeem notes in certain cases to preserve its REIT status, while holders can require repurchase after defined “Fundamental Change” events. The filing notes that up to 14,909,175 shares of common stock could initially be issued upon conversion at the maximum initial conversion rate.

Realty Income Corporation reported that it has priced a previously announced offering of its 3.500% Convertible Senior Notes due 2029. The notes are being offered to investors reasonably believed to be qualified institutional buyers under Rule 144A of the Securities Act.

The notes may be converted into shares of Realty Income’s common stock, creating a potential future source of equity. The company states that forward-looking statements about these notes include their potential conversion, the timing and completion of the offering, and the intended use of net proceeds, which may include repurchasing shares of its common stock. Detailed terms are provided in a press release attached as an exhibit.

Realty Income Corporation reported updates on recent investments, liquidity, and a planned debt financing. During the three months ended December 31, 2025, the company invested approximately $2.4 billion in properties, developments, unconsolidated entities, a preferred equity investment and loans, at an initial weighted average cash yield of about 7%, meaning the expected cash income over the first year divided by total cost.

As of January 2, 2026, Realty Income reported total liquidity of $3.7 billion, including $0.8 billion of cash and cash equivalents, $713.3 million of unsettled at-the-market forward equity, and $2.2 billion available under its $4.0 billion revolving credit facilities after borrowings and commercial paper. The company also announced a proposed private offering of Convertible Senior Notes due 2029 to qualified institutional buyers under Rule 144A, with further details provided in an accompanying press release.

Realty Income Corporation reported that it has closed an additional $816.3 million of commitments from third-party investors for its perpetual life U.S. Open-End Core Plus Fund. Combined with prior closings, this brings total third-party commitments to approximately $1.5 billion in what the company calls its cornerstone equity capital raise round.

The company plans to cap this cornerstone round at $1.7 billion of commitments and expects to close it on or before March 31, 2026. Investors in the fund include a diversified mix of institutional investors such as public and corporate pension funds, asset managers, sovereign investment funds, and investment advisors, with CBRE Investment Banking serving as financial advisor.

Assuming a total capital raise of $1.7 billion, full capital calls, and the company’s redemption of about $950 million of its seed portfolio units, Realty Income anticipates indirectly owning approximately 24% of the outstanding limited partnership interests in the fund.

Realty Income Corporation reported two key updates. The company increased its 2025 investment volume guidance, now expecting to invest over $6.0 billion, up from prior guidance of approximately $5.5 billion. This signals a larger acquisition and investment pipeline than previously planned for the year.

Realty Income also entered into a definitive agreement with Blackstone Real Estate to acquire a $800.0 million preferred equity investment tied to the real estate of CityCenter in Las Vegas. This preferred equity structure gives Realty Income an investment interest in a major Las Vegas property while remaining consistent with its real estate-focused strategy.

Realty Income Corporation entered into an Amended and Restated Term Loan Agreement providing a new £900 million Sterling-denominated term loan facility maturing on January 18, 2028. The company may extend this maturity once by 12 months at its option, subject to the terms in the agreement. The facility can also be increased on up to three occasions to bring total borrowings under the agreement to as much as $1,350 million, contingent on additional lender commitments and customary conditions. Borrowings bear interest at benchmark rates such as SONIA for Sterling and SOFR for U.S. Dollars, plus an applicable margin currently at 0.800% per year based on Realty Income’s investment grade credit ratings. The agreement includes customary financial covenants, reporting requirements, and events of default.

Realty Income Corporation announced a new at-the-market equity program, entering a Sales Agreement to offer and sell up to 150,000,000 shares of common stock from time to time through designated agents, to agents acting as principal, and via forward sale arrangements.

The program permits ordinary brokers’ transactions on the NYSE, privately negotiated block sales, or other methods permitted by law. The company may also enter Forward Sale Agreements under which forward purchasers or affiliates borrow and sell shares; the company will not receive proceeds from those borrowed-share sales. Realty Income currently expects to physically settle any forward sales, receiving cash at settlement, but may elect cash or net share settlement instead.

Agent commissions generally will not exceed 2.0% of gross sales price, with higher rates possible for distributions or principal transactions. The company plans to use net proceeds for general corporate purposes, including debt repayment and property investments. The prior ATM program was terminated; of its 120,000,000 authorized shares, 65,033,051 were sold.

Realty Income Corporation (NYSE: O) furnished quarterly materials. The company released a press release and a financial supplement covering results for the three and nine months ended September 30, 2025. These materials are attached as Exhibits 99.1 and 99.2.

The information was furnished under Items 2.02 and 7.01 and is expressly not deemed “filed” under Section 18 of the Exchange Act. The supplemental operating and financial data was also made available on the company’s website.

Realty Income (O) appointed Kim Hourihan to its Board of Directors, effective October 14, 2025. The Board affirmed her independence under the company’s Corporate Governance Guidelines and NYSE rules, and increased its size to eleven directors. Hourihan will also serve on the Compensation and Talent Committee.

Under the 2021 Incentive Award Plan, Hourihan will receive an initial grant of restricted common shares valued at $200,000, vesting one‑third annually over three years, plus eligibility for an annual equity award of $200,000 at each subsequent annual meeting while she serves. Cash compensation includes an annual Board retainer of $100,000 and an additional $15,000 for committee service. Hourihan is Managing Director and Global Head of Strategy at Invesco Real Estate and brings over 30 years of real estate investment and portfolio management experience.

Realty Income Corporation filed an 8-K reporting the issuance and formal establishment of two new note series. An Officers' Certificate dated October 6, 2025 sets the terms for a 3.950% Note due 2029 and a 4.500% Note due 2033. The filing includes the form of each note, legal opinions from Venable LLP and Latham & Watkins LLP, and their consents. The submission also references a Cover Page Interactive Data File formatted as Inline XBRL. The document lists the series of outstanding securities and identifies the signatory as Bianca Martinez, Senior Vice President, Associate General Counsel and Assistant Secretary.

Realty Income Corporation reported that it held an initial $716 million closing for its newly launched perpetual life U.S. Open-End Core Plus Fund. This marks the first third-party capital raised into the fund, with investors including The Townsend Group and a range of institutional investors such as pension funds, asset managers, and investment advisors.

As of September 29, 2025, the Fund had an approximate $1.4 billion seed portfolio contributed from Realty Income’s existing wholly owned properties, totaling 183 income-generating properties. More than half of the annualized base rent comes from industrial properties, with most of the remainder from retail properties. After this initial closing, assuming the initial commitments are fully called, Realty Income will indirectly own about 60% of the limited partnership interests in the Fund and expects additional closings through March 31, 2026.

Realty Income Corporation entered into a purchase agreement to issue and sell $400.0 million of 3.950% Notes due 2029 and $400.0 million of 4.500% Notes due 2033 to a syndicate of underwriters led by Wells Fargo Securities, Barclays Capital, BofA Securities, Mizuho Securities USA, and TD Securities (USA). The offering is anticipated to close on October 6, 2025, subject to customary closing conditions. The company also reiterates extensive forward-looking statement language, highlighting risks related to its real estate operations, financing conditions, macroeconomic trends, and other business uncertainties.

Realty Income Corporation submitted an 8-K entry dated September 25, 2025 that lists types of communications and securities covered by the filing. The filing references written communications under Rule 425 of the Securities Act and soliciting/pre-commencement communications under Rules 14a-12, 14d-2(b) and 13e-4(c) of the Exchange Act. The document enumerates the company’s equity and multiple outstanding note series by coupon and maturity, including Common Stock ($0.01 par) and note series such as 1.125% due 2027, 5.000% due 2029, 1.625% due 2030, 6.000% due 2039, among others. The filing content provided here is largely a header or exhibit list identifying the communication rules and security classes referenced.

Realty Income Corporation (O) filed an 8-K dated August 15, 2025, providing updated disclosure about United States federal income tax considerations and including an Interactive Data File formatted as Inline XBRL in Exhibit 101. The filing lists the company's common stock and multiple series of notes by coupon and maturity, and is signed by Bianca Martinez, Senior Vice President, Associate General Counsel and Assistant Secretary. The document appears to update tax-related disclosure for investors and provides machine-readable filing data.

Realty Income Corporation (NYSE: O) filed a Form 8-K detailing the execution of two amendments that update existing term-loan facilities.

Key details:

• Wells Fargo Term Loan Agreement Amendment (Exhibit 10.1): modifies the Amended & Restated Term Loan Agreement dated 22 Jan 2024, which includes (i) a $300 million USD tranche maturing 22 Aug 2025 and (ii) a $500 million USD tranche maturing 20 Aug 2027.
• TD Term Loan Agreement Amendment (Exhibit 10.2): updates the Term Loan Agreement dated 6 Jan 2023 that permits up to $1.5 billion of multi-currency borrowings maturing 5 Jan 2026.
• The amendments conform covenant and definitional terms in both term-loan facilities to the company’s recently closed Fourth Amended & Restated Credit Agreement dated 29 Apr 2025.
• No new debt is being incurred; the changes are administrative and legal in nature and are fully set forth in the attached exhibits.

Investor takeaway: Aligning loan documents under a uniform covenant structure should streamline compliance and could provide incremental flexibility, but the filing does not alter aggregate borrowing capacity or disclose new financial metrics. The event is therefore administratively important yet financially neutral in the near term.