Stock awards and tax withholding disclosed by Realty Income (O) executive

Rhea-AI Filing Summary

Realty Income Corp executive Michelle Bushore reported stock-based compensation and related tax withholding transactions. She acquired 24,290 performance shares after the company met specified performance criteria from a February 13, 2023 grant; half vested immediately and half will time-vest through January 1, 2027. She also received 7,576 shares granted through an incentive plan, with no cash paid, vesting ratably over four years. In connection with the issuance of 12,145 shares on February 17, 2026, 6,551 shares were automatically withheld at $66.49 per share to cover tax obligations, using the applicable withholding rate. After these direct transactions, her reported common stock holdings were between 59,767 and 67,343 shares, depending on the specific line item referenced.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Bushore Michelle

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	24,290	$0.00	--
Tax Withholding	Common Stock	6,551	$66.49	$436K
Grant/Award	Common Stock	7,576	$0.00	--

Holdings After Transaction: Common Stock — 66,318 shares (Direct)

Footnotes (1)

1. Represents performance shares awarded as a result of the Company having met certain performance criteria, pursuant to the reporting person's grant on February 13, 2023. Fifty percent of the performance shares immediately vested. The remaining fifty percent are subject to time vesting through January 1, 2027. Represents shares automatically withheld upon the issuance of 12,145 shares of common stock on February 17, 2026, which amount 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 for tax withholding. Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on February 17, 2026. Shares granted through an incentive plan; no consideration was paid. Shares vest ratably over four years.

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^*

Bushore Michelle

(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)
02/17/2026

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	02/17/2026		A		24,290(1)	A	$0	66,318	D
Common Stock	02/17/2026		F		6,551(2)	D	$66.49(3)	59,767	D
Common Stock	02/17/2026		A		7,576(4)	A	$0	67,343	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. Represents performance shares awarded as a result of the Company having met certain performance criteria, pursuant to the reporting person's grant on February 13, 2023. Fifty percent of the performance shares immediately vested. The remaining fifty percent are subject to time vesting through January 1, 2027.

2. Represents shares automatically withheld upon the issuance of 12,145 shares of common stock on February 17, 2026, which amount 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 for tax withholding.

3. Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on February 17, 2026.

4. Shares granted through an incentive plan; no consideration was paid. Shares vest ratably over four years.

Remarks:

Executive Vice President, Chief Legal Officer, General Counsel and Secretary

	/s/ Bianca Martinez, by Power of Attorney	02/19/2026
	** 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.

FAQ

What insider transactions did Michelle Bushore report for Realty Income Corp (O)?

Michelle Bushore reported stock grants and tax-related share withholding. She received 24,290 performance shares and 7,576 incentive plan shares, and 6,551 shares were withheld to cover taxes tied to a 12,145-share issuance at $66.49 per share.

Were Michelle Bushore’s Realty Income (O) transactions open-market buys or sells?

The transactions were stock awards and tax withholding, not open-market trades. Shares were granted under performance and incentive plans, and 6,551 shares were automatically withheld at $66.49 solely to satisfy tax obligations on a 12,145-share issuance.

How many Realty Income (O) shares did Michelle Bushore acquire through awards?

She acquired 24,290 performance shares tied to a February 13, 2023 grant and 7,576 additional shares through an incentive plan. The performance shares partly vest immediately, with the remainder vesting through January 1, 2027, while incentive shares vest ratably over four years.

What is the vesting schedule of Michelle Bushore’s new Realty Income (O) awards?

Fifty percent of the 24,290 performance shares vested immediately, with the remaining half vesting through January 1, 2027. The separate 7,576-share incentive grant vests ratably over four years, aligning compensation with continued service and long-term performance.

At what price were shares withheld for Michelle Bushore’s Realty Income (O) tax obligations?

The 6,551 Realty Income shares withheld for tax obligations were valued at $66.49 per share. This price equals the closing sale price of the company’s common stock on the New York Stock Exchange on February 17, 2026, as referenced in the disclosure.

How many Realty Income (O) shares does Michelle Bushore hold after these transactions?

Following the reported transactions, her direct common stock holdings ranged between 59,767 and 67,343 shares across the individual line items. Each line reflects holdings after a specific grant or withholding event reported for February 17, 2026.