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Realty Income (O) officer reports tax-withheld shares after awards vest

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Realty Income Corp reported insider equity transactions by an officer serving as President, Realty Income International and Executive Vice President, Chief Strategy Officer. On December 31, 2025, 8,173 shares of common stock were automatically withheld at a price of $56.37 to cover taxes upon vesting of 15,107 performance shares previously granted in February 2022. On January 1, 2026, an additional 793 and 1,147 shares were automatically withheld, also at $56.37, to satisfy tax obligations tied to vesting of 1,317 and 1,906 restricted shares of common stock. After these tax-withholding transactions, the reporting person beneficially owned 73,275 shares of Realty Income common stock directly.

Positive

  • None.

Negative

  • None.
Insider Abraham Neil
Role See Remarks
Type Security Shares Price Value
Tax Withholding Common Stock 793 $56.37 $45K
Tax Withholding Common Stock 1,147 $56.37 $65K
Tax Withholding Common Stock 8,173 $56.37 $461K
Holdings After Transaction: Common Stock — 74,422 shares (Direct)
Footnotes (1)
  1. This amount represents shares automatically withheld upon the vesting of 15,107 performance shares on December 31, 2025 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority. These performance shares were previously reported as a result of the Company having met certain performance criteria pursuant to the reporting person's grant on February 14, 2022. Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on December 31, 2025. This amount represents shares automatically withheld upon the vesting of 1,317 restricted shares of common stock on January 1, 2026 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority. This amount represents shares automatically withheld upon the vesting of 1,906 restricted shares of common stock on January 1, 2026 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Abraham Neil
(Last) (First) (Middle)
11995 EL CAMINO REAL
(Street)
SAN DIEGO CA 92130
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
REALTY INCOME CORP [ O ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/31/2025 F 8,173(1) D $56.37(2) 75,215 D
Common Stock 01/01/2026 F 793(3) D $56.37(2) 74,422 D
Common Stock 01/01/2026 F 1,147(4) D $56.37(2) 73,275 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. This amount represents shares automatically withheld upon the vesting of 15,107 performance shares on December 31, 2025 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority. These performance shares were previously reported as a result of the Company having met certain performance criteria pursuant to the reporting person's grant on February 14, 2022.
2. Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on December 31, 2025.
3. This amount represents shares automatically withheld upon the vesting of 1,317 restricted shares of common stock on January 1, 2026 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority.
4. This amount represents shares automatically withheld upon the vesting of 1,906 restricted shares of common stock on January 1, 2026 and is determined based upon the greater of such holder's minimum required tax withholding rate or the highest withholding rate permitted under the rules of the applicable taxing authority.
Remarks:
President, Realty Income International, Executive Vice President, Chief Strategy Officer; Exhibit 24 - Power of Attorney
/s/ Bianca Martinez, by Power of Attorney 01/05/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Realty Income Corp (O) disclose in this Form 4?

The filing shows an officer had shares of Realty Income Corp common stock automatically withheld to cover taxes upon the vesting of performance shares and restricted stock on December 31, 2025 and January 1, 2026.

How many Realty Income (O) shares were withheld for taxes in this filing?

The report lists automatic tax withholdings of 8,173 shares on December 31, 2025, plus 793 shares and 1,147 shares on January 1, 2026.

What stock price was used for the Realty Income (O) tax-withholding transactions?

Each withholding transaction used a price of $56.37 per share, which is described as the closing sale price of Realty Income common stock on the New York Stock Exchange on December 31, 2025.

How many Realty Income Corp (O) shares does the insider own after these transactions?

Following the reported tax-withholding transactions, the officer beneficially owned 73,275 shares of Realty Income common stock directly.

What awards triggered the share withholdings reported for Realty Income (O)?

The 8,173 shares withheld relate to the vesting of 15,107 performance shares on December 31, 2025, and the 793 and 1,147 share withholdings relate to vesting of 1,317 and 1,906 restricted shares of common stock on January 1, 2026.

Who is the reporting person in this Realty Income Corp (O) Form 4?

The reporting person is an officer of Realty Income serving as President, Realty Income International, Executive Vice President, Chief Strategy Officer, as noted in the remarks section.