Form 4: Realty Income CEO Sells Shares for Tax Withholding

Sentiment:

Insider Transaction Report


Realty Income Corp's President, CEO, and Director, Sumit Roy, disposed of common stock shares to cover tax obligations related to vested equity awards.

Summary

  • Sumit Roy, President, CEO, and Director of Realty Income Corp, reported the disposition of common stock shares for tax withholding purposes.
  • On December 31, 2025, 28,270 shares of common stock were disposed of at a price of $56.37 per share. This disposition was for tax withholding upon the vesting of 52,401 performance shares, which were granted on February 14, 2022, after the company met certain performance criteria.
  • On January 1, 2026, two additional dispositions occurred, both at $56.37 per share: 3,020 shares and 3,576 shares. These were for tax withholding upon the vesting of 5,185 and 6,610 restricted shares of common stock, respectively.
  • Following these reported transactions, Sumit Roy directly beneficially owns 357,714 shares of Realty Income Corp common stock.

Sentiment

Score: 5

Explanation: The filing reports routine, pre-scheduled transactions related to equity compensation vesting and tax withholding, which are common for executives and do not inherently indicate positive or negative sentiment about the company's future.

Positives

  • The vesting of 52,401 performance shares indicates that Realty Income Corp met specific performance criteria, reflecting positive operational or financial achievements.
  • The vesting of 5,185 and 6,610 restricted shares demonstrates continued executive retention and the fulfillment of employment terms.

Negatives

  • A total of 34,866 shares of common stock were disposed of by the CEO, reducing his direct beneficial ownership in the company.

Future Outlook

NA

Industry Context

This filing is a routine insider transaction report and does not provide information directly related to broader industry trends or competitive positioning within the REIT sector.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Administrative AuthorizationSumit Roy granted a Power of Attorney on August 14, 2025, to Michelle Bushore, Jonathan Pong, Bianca Martinez, Neale Redington, David Fredriks, and Stephanie Graffious. This authorizes them to execute and file Section 13 Filings, Section 16 Filings (Forms 3, 4, 5), and Form 144 Filings on his behalf to ensure timely compliance with SEC reporting requirements.2025-08-14This is a standard administrative measure to facilitate timely and accurate SEC filings for the reporting person, enhancing compliance efficiency without altering corporate governance structure or policies.

Stakeholder Impact

  • Shareholders: The impact is minimal as these are routine, tax-related dispositions of shares by an executive, not indicative of a change in company fundamentals or executive sentiment.
  • Employees: The vesting of equity awards is a standard component of executive compensation, reflecting the company's compensation structure.

Key Dates

DateDescription
2022-02-14Grant date of performance shares to Sumit Roy.
2025-08-14Date of Power of Attorney granted by Sumit Roy.
2025-12-31Vesting date of 52,401 performance shares and related disposition of 28,270 shares for tax withholding.
2026-01-01Vesting date of 5,185 and 6,610 restricted shares and related dispositions of 3,020 and 3,576 shares for tax withholding.
2026-01-05Signature date of the Form 4 filing.

Keywords

Realty Income, O, Sumit Roy, Insider Transaction, Form 4, Stock Sale, Tax Withholding, Equity Compensation, CEO, Director

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