Financial Analysis

Commitments and Contingencies In the ordinary course of business, we are party to various legal actions which we believe are routine in nature and incidental to the operation of our business. We believe that the outcome of the proceedings will not have a material adverse effect upon our consolidated financial position or results of operations. As of December 31, 2025, we had $805.0 million of commitments under construction contracts related to development projects, which have estimated rental revenue commencement dates between January 2026 and November 2027. In addition, as of December 31, 2025, we had commitments of $43.0 million for tenant improvements, recurring capital expenditures, and building improvements

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"Common Stock Incentive Plan In March 2021, our Board of Directors adopted, and in May 2021, stockholders approved, the Realty Income 2021 Incentive Award Plan (the ""2021 Plan"") which replaced the Realty Income 2012 Incentive Award Plan (the ""2012 Plan""). The 2021 Plan provides for the award to our directors, employees, and consultants of up to 8.9 million shares. In connection with our merger with VEREIT in 2021, shares which remained available for issuance under the VEREIT, Inc. 2021 Equity Incentive Plan immediately prior to the closing of the merger (as adjusted by the Exchange Ratio) may be used for awards under the 2021 Plan and will not reduce the shares authorized for grant under the 2021 Plan, to the extent that awards using such shares (i) are permitted without stockholder approval under applicable stock exchange rules, (ii) are made only to VEREIT service providers or individuals who become Realty Income service providers following the date of the consummation of the merger, and (iii) are only granted under the 2021 Plan during the period commencing on the date of the consummation of the merger and ending on June 2, 2031. As a result, 6.2 million additional shares were available for issuance under the 2021 Plan. In connection with the Merger, each outstanding Spirit restricted stock award and performance share award was cancelled and converted into Realty Income common stock, using the Exchange Ratio in accordance with the Merger Agreement. The issuance is excl …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Income Taxes The components of income before taxes were attributable to the following (in thousands): Years ended December 31, 2025 2024 2023 Domestic $ 791,719 $ 666,110 $ 755,872 Foreign 363,410 267,832 173,063 Total income before taxes $ 1,155,129 $ 933,942 $ 928,935 Provision for income taxes consisted of the following (in thousands): Years ended December 31, 2025 2024 2023 Current Federal $ $ (407) $ 792 State and local 14,450 8,783 10,139 Foreign 70,293 54,673 41,086 Total current $ 84,743 $ 63,049 $ 52,017 Deferred Federal $ $ $ State and local Foreign 603 3,552 4 Total deferred $ 603 $ 3,552 $ 4 Total provision for income taxes $ 85,346 $ 66,601 $ 52,021 Our effective tax rates for the years ended December 31, 2025, 2024, and 2023 were 7.4%, 7.1%, and 5.6%, respectively. The primary drivers of the difference between the federal statutory rate of 21.0% and our overall effective tax rate were the tax benefits associated with our REIT status, including the dividends paid deduction, the impact of state and local income taxes, and the effect of differing statutory rates and related permanent differences applicable to our foreign earnings. Income taxes paid for the year ended December 31, 2025 are as follows (in thousands): Year ended December 31, 2025 Federal $ (233) State and Local $ 16,827 United Kingdom $ 30,665 Other 2,526 Total Foreign $ 33,191 Total income taxes paid $ 49,785 We recognize deferred income tax in our taxable subsidiaries, including certain internationa …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases A. As Lessor As of December 31, 2025, we owned or held interests in 15,511 properties. Of the 15,511 properties, 15,167, or 97.8%, are single-tenant properties, and the remainder are multi-tenant properties. As of December 31, 2025, 173 properties were available for lease or sale. The majority of our leases are accounted for as operating leases. As of December 31, 2025, most of the properties in our portfolio were leased under net lease agreements where our client pays or reimburses us for property taxes and assessments and carries insurance coverage for public liability, property damage, fire, and extended coverage. Rent based on a percentage of our clients' gross sales, or percentage rent for the years ended December 31, 2025, 2024, and 2023 was $18.2 million, $16.0 million, and $14.8 million, respectively. As of December 31, 2025, minimum future annual rental revenue to be received on the operating leases for the next five years and thereafter are as follows (dollars in millions): Future Minimum Operating Lease Payments Future Minimum Direct Financing and Sale-Type Lease Payments (1) 2026 $ 5,178.2 $ 1.4 2027 4,971.7 1.0 2028 4,617.5 0.7 2029 4,231.2 0.7 2030 3,841.5 0.8 Thereafter 27,244.6 23.6 Total $ 50,084.7 $ 28.2 (1) Related to three properties which are subject to direct financing leases and, therefore, revenue is recognized as rental income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties. …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

"Newly Issued Accounting Standards. In September 2025, the Financial Accounting Standards Board (""FASB"") issued Accounting Standards Update (""ASU"") 2025-06, IntangiblesGoodwill and OtherInternal-Use Software, which simplifies the capitalization guidance by removing references to software development project stages and further updates so that the guidance considers various software development methods. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. The amendments in this update permit an entity to apply the new guidance using a prospective, retrospective or modified transition approach. While we are currently evaluating the impact of this pronouncement, we do not expect it will have a material impact on our consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures, requiring all public business entities to provide additional disclosure of the nature of expenses included in the income statement. This ASU is effective for fiscal years beginning after December 15, 2026, and for interim reporting periods beginning after December 15, 2027, on a prospective basis, with early adoption permitted. We are currently evaluating the impact on our financial statement disclosures."

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"Segment and Geographic Information A. Segment Information Our business is characterized as primarily owning and leasing commercial properties under long-term, net lease agreements (whereby clients are responsible for property taxes, insurance and maintenance costs), and these economic characteristics are similar across various property types, geographic locations, and industries in which our clients operate. Our chief operating decision maker (""CODM"") is our President, Chief Executive Officer. Information reviewed by our CODM in evaluating performance and allocating resources is primarily operating results and cash flow analysis on a consolidated basis. Therefore, we operate and manage the business in one operating and reportable segment. The CODM assesses performance and decides how to allocate resources based on net income that also is reported on the income statement as consolidated net income. The measure of segment assets is reported on the balance sheet as total consolidated assets. Our significant segment expenses include consolidated expense categories presented in our consolidated statements of income and comprehensive income, as well as additional significant segment expense categories reported within 'Property (including reimbursements)' and 'General and administrative' expense captions, as follows (in thousands): Years ended December 31, 2025 2024 2023 Property expenses (excluding reimbursements) $ 88,402 $ 74,587 $ 42,763 Cash G&A expenses (1) $ 171,784 $ …

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"Summary of Significant Accounting Policies Realty Income Corporation (Realty Income, the Company, we, our or us), a Maryland corporation, is an S&P 500 company and real estate partner to the world's leading companies . The Company was founded in 1969 and our shares of common stock trade on the New York Stock Exchange (""NYSE"") under the symbol O. As of December 31, 2025, we owned or held interests in a diversified portfolio of 15,511 properties located in all 50 states of the United States (""U.S.""), the United Kingdom (""U.K.""), and eight other countries in Europe, with approximately 355.0 million square feet of leasable space. Information with respect to number of properties, leasable square feet, average initial lease term and initial weighted average cash yield is unaudited. Basis of Presentation . These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (""U.S. GAAP""). Intercompany accounts and transactions are eliminated in consolidation. The U.S. Dollar (""USD"") is our reporting currency. Unless otherwise indicated, all dollar amounts are expressed in USD. For our consolidated subsidiaries whose functional currency is not the USD, we translate their financial statements into USD at the time we consolidate those subsidiaries financial statements. Generally, assets and liabilities are translated at the exchange rate in effect at the balance sheet date. The resulting tr …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Stockholders' Equity A. Common Stock We pay monthly distributions to our common stockholders. The following is a summary of monthly distributions paid per common share for the periods indicated below: Years ended December 31, Month 2025 2024 2023 January $ 0.2640 $ 0.2565 $ 0.2485 February 0.2640 0.2565 0.2485 March 0.2680 0.2565 0.2545 April 0.2685 0.2570 0.2550 May 0.2685 0.2570 0.2550 June 0.2685 0.2625 0.2550 July 0.2690 0.2630 0.2555 August 0.2690 0.2630 0.2555 September 0.2690 0.2630 0.2555 October 0.2695 0.2635 0.2560 November 0.2695 0.2635 0.2560 December 0.2695 0.2635 0.2560 Total $ 3.2170 $ 3.1255 $ 3.0510 As of December 31, 2025, a distribution of $0.2700 per common share was payable and was paid in January 2026. As of December 31, 2024, a distribution of $0.2640 per common share was payable and was paid in January 2025. The following presents the federal income tax characterization of distributions paid or deemed to be paid per common share for the years: 2025 2024 2023 Ordinary income $ 2.1351154 $ 2.1759803 $ 2.8434500 Nontaxable distributions 1.0818846 0.9495197 0.2075500 Total $ 3.2170000 $ 3.1255000 $ 3.0510000 B. At-the-Market (""ATM"") Program In November 2025, we replaced our prior ATM program with a new ATM program, pursuant to which we may offer and sell up to 150.0 million shares of common stock (1) by us to, or through, a consortium of banks acting as our sales agents or (2) by a consortium of banks acting as forward sellers on behalf of any forward p …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent Events A. Dividends In January 2026, we declared a dividend of $0.2700 per share to our common stockholders, which was paid in February 2026. In addition, in February 2026, we declared a dividend of $0.2700, which will be paid in March 2026. B . Private Fund Business On December 29, 2025, we announced that we closed an additional $816.3 million in commitments from third-party investors for the Fund. On January 1, 2026, capital calls of $638.0 million were made and a $408.2 million redemption on the Company's units was made. After giving effect to these transactions, the Company's indirect ownership in the Fund was 38.5%. C. Convertible Bond Issuance and Common Stock Repurchase In January 2026, we issued $862.5 million principal amount of 3.500% convertible senior notes due January 2029 in a private offering, for estimated net proceeds of $845.5 million. The notes will be senior, unsecured obligations of Realty Income and will accrue interest at a rate of 3.500% per annum, payable semi-annually in arrears. The notes will mature on January 15, 2029, unless earlier repurchased, redeemed or converted. Before October 15, 2028, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after October 15, 2028, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. We will settle conversions by paying cash and, if …

SubsequentEventsTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies In the ordinary course of business, we are party to various legal actions which we believe are routine in nature and incidental to the operation of our business. We believe that the outcome of the proceedings will not have a material adverse effect upon our consolidated financial position or results of operations. As of September 30, 2025, we had $796.5 million of commitments under construction contracts related to development projects, which have estimated rental revenue commencement dates between October 2025 and December 2027. In addition, as of September 30, 2025, we had commitments of $40.5 million for tenant improvements, recurring capital expenditures, and non-recurring building improvements

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"Common Stock Incentive Plan The amount of share-based compensation costs recognized in 'General and administrative' in our consolidated statements of income and comprehensive income was $7.7 million and $6.4 million during the three months ended September 30, 2025 and 2024, respectively, and $21.7 million and $22.9 million during the nine months ended September 30, 2025 and 2024, respectively. In connection with the Merger, each outstanding Spirit restricted stock award and performance share award was cancelled and converted into Realty Income common stock, using the Exchange Ratio in accordance with the merger agreement. The issuance is excluded from the sections below, as the awards were not granted under the Realty Income 2021 Incentive Award Plan (the ""2021 Plan""). The aggregate fair value of fully vested Spirit awards converted into Realty Income common stock was $66.5 million, of which i.) $41.7 million related to pre-combination services and is included in the consideration transferred in the merger and ii.) $24.8 million of expense was recognized in January 2024 in merger, transaction, and other costs, net related to the value attributable to post-combination services. For more details, please see note 2, Merger with Spirit Realty Capital, Inc. A. Restricted Stock and Restricted Stock Units During the nine months ended September 30, 2025, we granted a total of 324,459 shares of restricted stock and restricted stock units under the 2021 Plan. This amount included 32 …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

"Recent Accounting Standards Not Yet Adopted. In September 2025, the Financial Accounting Standards Board (""FASB"") issued Accounting Standards Update (""ASU"") 2025-06, IntangiblesGoodwill and OtherInternal-Use Software, which simplifies the capitalization guidance by removing references to software development project stages and further updates so that the guidance considers various software development methods. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. The amendments in this update permit an entity to apply the new guidance using a prospective, retrospective or modified transition approach. While we are currently evaluating the impact of this pronouncement, we do not expect it will have a material impact on our consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures, requiring all public business entities to provide additional disclosure of the nature of expenses included in the income statement. This ASU is effective for fiscal years beginning after December 15, 2026, and for interim reporting periods beginning after December 15, 2027, on a prospective basis, with early adoption permitted. We are currently evaluating the impact on our financial statement disclosures. In December 2023, the FASB issued ASU 2 …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

"Segment and Geographic Information A. Segment Information Our business is characterized as primarily owning and leasing commercial properties under long-term, net lease agreements (whereby clients are responsible for property taxes, insurance and maintenance costs), and these economic characteristics are similar across various property types, geographic locations, and industries in which our clients operate. Our chief operating decision maker (""CODM"") is our President, Chief Executive Officer. Information reviewed by our CODM in evaluating performance and allocating resources is primarily operating results and cash flow analysis on a consolidated basis. Therefore, we operate and manage the business in one operating and reportable segment. The CODM assesses performance and decides how to allocate resources based on net income that also is reported on the income statement as consolidated net income. The measure of segment assets is reported on the balance sheet as total consolidated assets. Our significant segment expenses include consolidated expense categories presented in our consolidated statements of income and comprehensive income, as well as additional significant segment expense categories reported within 'Property (including reimbursements)' and 'General and administrative' expense captions, as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2025 2024 2025 2024 Property expenses (excluding reimbursements) $ 24,104 $ 17,806 $ …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"Summary of Significant Accounting Policies Realty Income Corporation (Realty Income, the Company, we, our or us), a Maryland corporation, is an S&P 500 company founded in 1969. Our shares of common stock trade on the New York Stock Exchange (""NYSE"") under the symbol O. As of September 30, 2025, we owned or held interests in a diversified portfolio of 15,542 properties located in all 50 states of the United States (""U.S.""), the United Kingdom (""U.K.""), and seven other countries in Europe, with approximately 349.2 million square feet of leasable space. Basis of Presentation . These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (""U.S. GAAP""). Intercompany accounts and transactions are eliminated in consolidation. The U.S. dollar (""USD"") is our reporting currency. Unless otherwise indicated, all dollar amounts are expressed in USD. For our consolidated subsidiaries whose functional currency is not the USD, we translate their financial statements into USD at the time we consolidate those subsidiaries financial statements. Generally, assets and liabilities are translated at the exchange rate in effect at the balance sheet date. The resulting translation adjustments are included in 'Accumulated other comprehensive income' (""AOCI"") on our consolidated balance sheets. Certain balance sheet items, primarily equity and capital-related accounts, are reflected at the histori …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Stockholders' Equity A. Common Stock We pay monthly distributions to our common stockholders. The following is a summary of monthly distributions paid per common share for the periods indicated below: Nine months ended September 30, Month 2025 2024 January $ 0.2640 $ 0.2565 February 0.2640 0.2565 March 0.2680 0.2565 April 0.2685 0.2570 May 0.2685 0.2570 June 0.2685 0.2625 July 0.2690 0.2630 August 0.2690 0.2630 September 0.2690 0.2630 Total $ 2.4085 $ 2.3350 As of September 30, 2025, a distribution of $0.2695 per common share was payable and was paid in October 2025. B. At-the-Market (""ATM"") Program Under our current ATM program, we may offer and sell up to 120.0 million shares of common stock (1) by us to, or through, a consortium of banks acting as our sales agents or (2) by a consortium of banks acting as forward sellers on behalf of any forward purchasers contemplated thereunder, in each case by means of ordinary brokers' transactions on the NYSE under the ticker symbol ""O"" at prevailing market prices or at negotiated prices. Upon settlement, subject to certain exceptions, we may elect, in our sole discretion, to cash settle or net share settle all or any portion of our obligations under any forward sale agreement, in which cases we may not receive any proceeds (in the case of cash settlement) or will not receive any proceeds (in the case of net share settlement), and we may owe cash (in the case of cash settlement) or shares of our common stock (in the case of net s …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

"Subsequent Events A. Dividends In October 2025, we declared a dividend of $0.2695 per share to our common stockholders, which will be paid in November 2025. B. ATM Forward Offerings As of November 3, 2025, we had outstanding forward sale agreements under our ATM program for a total of 17.7 million shares of common stock, representing expected net proceeds of approximately $1.0 billion (assuming full physical settlement of such agreements), of which 2.6 million shares were sold in October 2025. C. Private Fund Business We recently launched a perpetual life fund, raising $716.0 million of equity commitments from institutional investors. On October 1, 2025, capital calls of $486.4 million were made on these commitments. D. Notes Issuance In October 2025, we issued $400.0 million of 3.950% senior unsecured notes due February 2029 (the ""2029 notes"") and $400.0 million of 4.500% senior unsecured notes due February 2033 (the ""2033 notes""). The public offering price for the 2029 notes was 99.412% of the principal amount for an effective yield to maturity of 4.143%, and the public offering price for the 2033 notes was 98.871% of the principal amount for an effective yield to maturity of 4.685%. Interest on the 2029 and the 2033 notes is paid semi-annually."

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