Director McKee (NYSE: O) receives 3,214-share grant, updates Realty Income indirect holdings

Rhea-AI Filing Summary

REALTY INCOME CORP director Michael D. McKee reported an indirect stock award and updated his indirect holdings. A trust associated with him acquired 3,214 shares of common stock as a grant or award at $0.0000 per share through an incentive plan, with shares vesting immediately at the time of grant and no consideration paid.

After this grant, the McKee Family Trust holds 144,046 shares of common stock indirectly. Separate holding entries show 19,500 shares held in an IRA account for Mr. McKee and 12,800 shares held by two family LLCs, where he and his wife are voting members.

Insights

Equity compensation analyst

Routine equity grant increases director’s indirect stake via family trust.

REALTY INCOME CORP disclosed that director Michael D. McKee received an indirect award of 3,214 common shares through an incentive plan, with no cash paid and immediate vesting. This is typical director equity compensation rather than an open-market purchase.

The filing also clarifies his indirect ownership: 144,046 shares held by the McKee Family Trust, 19,500 shares in an IRA, and 12,800 via family LLCs. Since no shares were sold and the award is compensation-related, the informational signal for investors is limited and the event is best viewed as routine.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider MCKEE MICHAEL D

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,214	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 144,046 shares (Indirect, By Trust)

Footnotes (1)

1. Shares granted through an incentive plan; no consideration was paid. Shares vest immediately at the time of grant. By The McKee Family Trust, dated February 11, 1995. 6,400 shares owned of record by MCCR Holdings, LLC, and 6,400 shares owned of record by MCC Ventures, LLC, both family limited liability companies formed in the state of Washington. Mr. McKee and his wife are voting members of these family LLCs. Shares owned of record by an IRA, in the account of Mr. McKee.

Key Figures

Equity award size: 3,214 shares Trust holdings after grant: 144,046 shares IRA holdings: 19,500 shares +2 more

5 metrics

Equity award size 3,214 shares Incentive plan grant to McKee Family Trust at $0.0000 per share

Trust holdings after grant 144,046 shares Common stock held indirectly by the McKee Family Trust after award

IRA holdings 19,500 shares Common stock held indirectly in Mr. McKee’s IRA account

Family LLC holdings 12,800 shares Common stock held by two family LLCs where Mr. McKee and his wife are voting members

Grant price $0.0000 per share Stated price for 3,214-share incentive plan grant, no consideration paid

Key Terms

Grant, award, or other acquisition, incentive plan, IRA, family limited liability companies

4 terms

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

incentive plan financial

"Shares granted through an incentive plan; no consideration was paid."

IRA financial

"Shares owned of record by an IRA, in the account of Mr. McKee."

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

family limited liability companies financial

"both family limited liability companies formed in the state of Washington."

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^*

MCKEE MICHAEL D

(Last) (First) (Middle)

11995 EL CAMINO REAL

(Street)

SAN DIEGO CALIFORNIA 92130

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
REALTY INCOME CORP [ O ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/21/2026		A		3,214	A	$0(1)	144,046	I	By Trust(2)
Common Stock								12,800	I	LLCs(3)
Common Stock								19,500	I	IRA(4)

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. Shares granted through an incentive plan; no consideration was paid. Shares vest immediately at the time of grant.

2. By The McKee Family Trust, dated February 11, 1995.

3. 6,400 shares owned of record by MCCR Holdings, LLC, and 6,400 shares owned of record by MCC Ventures, LLC, both family limited liability companies formed in the state of Washington. Mr. McKee and his wife are voting members of these family LLCs.

4. Shares owned of record by an IRA, in the account of Mr. McKee.

Remarks:

	/s/ Bianca Martinez, by Power of Attorney	05/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Michael D. McKee report at REALTY INCOME CORP (O)?

Director Michael D. McKee reported an indirect award of 3,214 REALTY INCOME CORP common shares. The shares were granted through an incentive plan to a family trust, vested immediately at grant, and required no cash consideration to be paid.

How many REALTY INCOME CORP shares does the McKee Family Trust hold after this Form 4?

Following the reported grant, the McKee Family Trust holds 144,046 REALTY INCOME CORP common shares indirectly. These shares reflect trust ownership, not a market purchase, and result from an immediate-vesting incentive plan award of 3,214 shares with no cash consideration.

Were any REALTY INCOME CORP shares bought or sold on the market in this Form 4?

No open-market buys or sells are shown in this Form 4. The 3,214-share increase reflects an incentive plan grant to a family trust at zero price, while additional entries simply restate indirect holdings in an IRA and family LLCs without reporting market transactions.

What indirect REALTY INCOME CORP holdings does Michael D. McKee report besides the trust?

In addition to 144,046 shares held by the McKee Family Trust, Michael D. McKee reports 19,500 REALTY INCOME CORP shares in an IRA and 12,800 shares through two Washington family LLCs. He and his wife are voting members of those LLCs, indicating indirect ownership.

How is the 3,214-share grant to Michael D. McKee structured and when does it vest?

The 3,214 REALTY INCOME CORP shares were granted through an incentive plan to the McKee Family Trust at a stated price of $0.0000 per share. Footnotes specify that no consideration was paid and that the shares vest immediately at the time of grant.