Realty Income Corp Form 4 shows executive tax share withholding

Rhea-AI Filing Summary

Realty Income Corp (O) executive reports tax-related share withholding

Realty Income Corp's EVP and Chief People Officer reported an automatic withholding of 266 shares of common stock on November 15, 2025. These shares were withheld when a total of 509 shares were issued, to cover income tax obligations based on the greater of the minimum required or highest permitted withholding rate.

The withholding price was based on the $56.80 closing sale price of Realty Income’s common stock on the New York Stock Exchange on November 14, 2025. After this transaction, the executive beneficially owns 24,367 shares of common stock, which includes 563 shares acquired through the company’s dividend reinvestment plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kehle Shannon

Role EVP, Chief People Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	266	$56.80	$15K

Holdings After Transaction: Common Stock — 24,367 shares (Direct)

Footnotes (1)

1. Represents shares automatically withheld upon the issuance of 509 shares of common stock on November 15, 2025, 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 November 14, 2025. Includes 563 shares of common stock acquired through the Issuer's dividend reinvestment plan.

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^*

Kehle Shannon

(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)
	EVP, Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

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	11/15/2025		F		266(1)	D	$56.8(2)	24,367(3)	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 shares automatically withheld upon the issuance of 509 shares of common stock on November 15, 2025, 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.

2. Reflects the closing sale price of the Issuer's common stock as reported on the New York Stock Exchange on November 14, 2025.

3. Includes 563 shares of common stock acquired through the Issuer's dividend reinvestment plan.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Bianca Martinez, by Power of Attorney	11/17/2025
	** 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 transaction did Realty Income Corp (O) report for its executive?

The EVP and Chief People Officer of Realty Income Corp (O) reported an automatic withholding of 266 shares of common stock on November 15, 2025 to satisfy tax withholding obligations tied to a stock issuance.

What price was used for the withheld Realty Income (O) shares?

The withheld shares were valued using the $56.80 closing sale price of Realty Income’s common stock as reported on the New York Stock Exchange on November 14, 2025.

How many Realty Income (O) shares does the executive own after the transaction?

Following the reported transaction, the executive beneficially owns 24,367 shares of Realty Income common stock.

Are dividend reinvestment plan shares included in the executive’s Realty Income (O) holdings?

Yes. The reported 24,367 shares of beneficial ownership include 563 shares of common stock acquired through Realty Income’s dividend reinvestment plan.

Why were 266 Realty Income (O) shares withheld from the executive?

The 266 shares were automatically withheld upon the issuance of 509 shares of common stock to cover tax withholding, based on the greater of the minimum required rate or the highest rate permitted by the applicable taxing authority.

Does this Form 4 for Realty Income (O) involve derivative securities?

The filing includes a table for derivative securities, but in this report no derivative securities transactions are listed, and the disclosed activity relates only to common stock and tax withholding.