REALTY INCOME CORP SEC Filings

REALTY INCOME CORP executive Jonathan Pong, EVP, CFO & Treasurer, reported three dispositions of common stock on February 15, 2026, all classified as tax-withholding transactions rather than open-market sales. Shares were automatically withheld to cover tax obligations upon the issuance or vesting of equity awards, using a reference price of $65.66 per share, the closing sale price on February 13, 2026. After these withholding transactions, Pong directly owned 36,181 shares of Realty Income common stock.

REALTY INCOME CORP executive Shannon Kehle reported two tax-related share dispositions under the company’s equity compensation program. On February 15, 2026, a total of 1,015 shares of common stock (650 and 365 shares) were automatically withheld as a tax-withholding disposition at $65.66 per share, matching the New York Stock Exchange closing price on February 13, 2026. The footnotes explain these withheld shares relate to the issuance of 1,187 shares and 667 shares of common stock on the same date, and that current holdings include 126 shares acquired through the dividend reinvestment plan. After these withholding transactions, Kehle’s directly owned common stock balance remained in the low twenty-thousand share range, reflecting routine tax settlement rather than an open-market sale.

Realty Income Corp executive Mark E. Hagan reported automatic tax-related share withholdings under equity awards. On February 15, 2026, a total of 1,322 and 1,449 shares of common stock were withheld to cover tax liabilities upon the issuance of 2,452 and 2,687 shares, respectively, using the $65.66 closing price from February 13, 2026 as the valuation basis.

REALTY INCOME CORP officer Michelle Bushore reported two tax-related share dispositions of common stock. On February 15, 2026, a total of 1,063 and 1,049 shares were automatically withheld to cover tax obligations tied to stock issuances of 1,972 and 1,946 shares, respectively. The withholding price of $65.66 per share reflects the closing sale price of the company’s common stock on the New York Stock Exchange on February 13, 2026, and the transactions are classified as tax-withholding dispositions rather than open-market trades.

REALTY INCOME CORP officer Abraham Neil reported two tax-related share dispositions of common stock. On February 15, 2026, a total of 1,342 and 1,480 shares were automatically withheld at a price of $65.66 per share.

According to the footnotes, these shares were withheld to satisfy tax obligations upon the issuance of 2,489 and 2,744 new common shares, using the closing sale price on February 13, 2026. These are tax-withholding dispositions rather than open-market sales.

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 Corp President, CEO and Director reported routine share transactions related to tax withholding on equity awards. On December 31, 2025, 28,270 shares of common stock were automatically withheld when 52,401 performance shares vested, using a price of $56.37 per share. On January 1, 2026, 3,020 shares and 3,576 shares were automatically withheld upon the vesting of 5,185 and 6,610 restricted shares of common stock, also using $56.37 per share. After these withholding transactions, the reporting person directly beneficially owned 357,714 shares of Realty Income common stock.

Realty Income Corporation’s EVP, CFO & Treasurer reported share withholding tied to restricted stock vesting. On January 1, 2026, 1,401 shares of common stock and 1,472 shares of common stock were automatically withheld upon the vesting of 2,336 and 2,606 restricted shares, respectively. The amounts were determined based on applicable tax withholding rates.

The price used for these withholdings was $56.37 per share, reflecting the closing sale price of Realty Income’s common stock on the New York Stock Exchange on December 31, 2025. After these tax-related withholdings, the reporting officer beneficially owned 39,099 shares of Realty Income common stock directly.