Form 4: Realty Income Exec Sells Shares for Tax Obligations
Insider Transaction Report
Realty Income's President of International Operations and Chief Strategy Officer, Neil Abraham, disposed of common stock to cover tax withholdings related to vested equity awards.
Summary
- Neil Abraham, President, Realty Income International, and Executive Vice President, Chief Strategy Officer, reported changes in beneficial ownership of Realty Income Corp common stock.
- On December 31, 2025, 8,173 shares of common stock were disposed of at a price of $56.37 per share. This disposition was to cover tax withholdings upon the vesting of 15,107 performance shares, which were granted on February 14, 2022, after the company met certain performance criteria.
- On January 1, 2026, 793 shares of common stock were disposed of at a price of $56.37 per share. This disposition was to cover tax withholdings upon the vesting of 1,317 restricted shares of common stock.
- Also on January 1, 2026, an additional 1,147 shares of common stock were disposed of at a price of $56.37 per share. This disposition was to cover tax withholdings upon the vesting of 1,906 restricted shares of common stock.
- The price of $56.37 reflects the closing sale price of Realty Income Corp's common stock on the New York Stock Exchange on December 31, 2025.
- Following these transactions, Neil Abraham beneficially owns 73,275 shares of Realty Income Corp common stock directly.
Sentiment
Score: 5
Explanation: The filing is a routine compliance report of an insider transaction for tax withholding purposes, which is neutral in sentiment regarding the company's operational or financial performance.
Positives
- The underlying equity awards (15,107 performance shares and 3,223 restricted shares) vested, indicating that performance criteria were met or time-based restrictions expired, which is a positive for the executive's compensation.
Future Outlook
This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.
Management Comments
- The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company or any of its respective subsidiaries assuming, (i) any of the undersigned's responsibilities to comply with the requirements of the Exchange Act, Securities Act or any liability for the undersigned's failure to comply with such requirements or (ii) any obligation or liability that the undersigned incurs for profit disgorgement under Section 16(b) of the Exchange Act.
- This Power of Attorney does not relieve the undersigned from responsibility for compliance with such undersigned's obligations under the Exchange Act, including, without limitation, the reporting requirements under Section 16 of the Exchange Act, or the Securities Act.
- Additionally, although pursuant to this Power of Attorney the Company will use commercially reasonable best efforts to timely and accurately file Section 13 Filings, Section 16 Filings and Form 144 Filings on behalf of the undersigned, the Company does not represent or warrant that it will be able to in all cases timely and accurately file Section 13 Filings, Section 16 Filings and Form 144 Filings on behalf of the undersigned due to various factors and the undersigned's and the Company's need to rely on others for information, including the undersigned and brokers of the undersigned.
Industry Context
This filing reports a routine insider transaction related to executive compensation and tax obligations, which is a common occurrence across all publicly traded companies and does not reflect specific industry trends within the Real Estate Investment Trust (REIT) sector.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Neil Abraham granted a Power of Attorney to Michelle Bushore, Jonathan Pong, Bianca Martinez, Neale Redington, David Fredriks, and Stephanie Graffious to execute and file SEC forms (Schedules 13D/13G, Forms 3/4/5, Forms 144, Forms ID) on his behalf. | 2025-08-14 | This streamlines the process for executive compliance with SEC reporting requirements, ensuring timely and accurate filings for insider transactions. |
Stakeholder Impact
- Shareholders: Minimal impact, as this is a routine tax-related disposition of shares by an executive, not a discretionary sale indicating a change in confidence.
- Employees: No direct impact.
Key Dates
| Date | Description |
|---|---|
| 2022-02-14 | Grant date of performance shares to Neil Abraham. |
| 2025-08-14 | Date Neil Abraham executed the Power of Attorney. |
| 2025-12-31 | Transaction date for disposition of 8,173 shares due to vesting of 15,107 performance shares. |
| 2025-12-31 | Closing sale price of Issuer's common stock was $56.37. |
| 2026-01-01 | Transaction date for disposition of 793 shares due to vesting of 1,317 restricted shares. |
| 2026-01-01 | Transaction date for disposition of 1,147 shares due to vesting of 1,906 restricted shares. |
| 2026-01-05 | Date the Form 4 was signed by Power of Attorney. |
Keywords
Realty Income, O, Insider Trading, Form 4, Executive Compensation, Stock Vesting, Tax Withholding, Beneficial Ownership, Neil Abraham, Real Estate Investment Trust
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