Realty Income Corporation Announces 2024 Annual Meeting of Stockholders

Ticker: O · Form: DEF 14A · Filed: Apr 15, 2024 · CIK: 726728

Realty Income CORP DEF 14A Filing Summary
FieldDetail
CompanyRealty Income CORP (O)
Form TypeDEF 14A
Filed DateApr 15, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1.26, $4.00, $9.3 b, $4.1 billion, $0.01
Sentimentneutral

Sentiment: neutral

Topics: Realty Income, Annual Meeting, Proxy Statement, DEF 14A, Stockholders

TL;DR

<b>Realty Income Corporation is holding its 2024 Annual Meeting of Stockholders virtually on April 15, 2024.</b>

AI Summary

REALTY INCOME CORP (O) filed a Proxy Statement (DEF 14A) with the SEC on April 15, 2024. The 2024 Annual Meeting of Stockholders for Realty Income Corporation will be held virtually. The meeting is scheduled for 9:00 a.m. Pacific Time. The filing is a Definitive Proxy Statement (DEF 14A). The report covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at 11995 El Camino Real, San Diego, CA 92130.

Why It Matters

For investors and stakeholders tracking REALTY INCOME CORP, this filing contains several important signals. This DEF 14A filing provides essential information for stockholders regarding the upcoming annual meeting, including details on voting procedures and matters to be discussed. The virtual format of the meeting aims to increase accessibility for stockholders, allowing participation regardless of geographical location.

Risk Assessment

Risk Level: low — REALTY INCOME CORP shows low risk based on this filing. The filing is a routine proxy statement, indicating no immediate significant financial or operational changes requiring a higher risk assessment.

Analyst Insight

Stockholders should review the proxy statement to understand the proposals and exercise their voting rights for the upcoming annual meeting.

Key Numbers

Key Players & Entities

FAQ

When did REALTY INCOME CORP file this DEF 14A?

REALTY INCOME CORP filed this Proxy Statement (DEF 14A) with the SEC on April 15, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by REALTY INCOME CORP (O).

Where can I read the original DEF 14A filing from REALTY INCOME CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by REALTY INCOME CORP.

What are the key takeaways from REALTY INCOME CORP's DEF 14A?

REALTY INCOME CORP filed this DEF 14A on April 15, 2024. Key takeaways: The 2024 Annual Meeting of Stockholders for Realty Income Corporation will be held virtually.. The meeting is scheduled for 9:00 a.m. Pacific Time.. The filing is a Definitive Proxy Statement (DEF 14A)..

Is REALTY INCOME CORP a risky investment based on this filing?

Based on this DEF 14A, REALTY INCOME CORP presents a relatively low-risk profile. The filing is a routine proxy statement, indicating no immediate significant financial or operational changes requiring a higher risk assessment.

What should investors do after reading REALTY INCOME CORP's DEF 14A?

Stockholders should review the proxy statement to understand the proposals and exercise their voting rights for the upcoming annual meeting. The overall sentiment from this filing is neutral.

How does REALTY INCOME CORP compare to its industry peers?

Realty Income Corporation is a Real Estate Investment Trust (REIT) operating under SIC code 6798, focusing on commercial real estate.

Are there regulatory concerns for REALTY INCOME CORP?

The filing is made under the Securities Exchange Act of 1934, specifically Section 14(a), which governs the solicitation of proxies.

Industry Context

Realty Income Corporation is a Real Estate Investment Trust (REIT) operating under SIC code 6798, focusing on commercial real estate.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Section 14(a), which governs the solicitation of proxies.

What Investors Should Do

  1. Review the DEF 14A filing for details on the 2024 Annual Meeting of Stockholders.
  2. Understand the proposals to be voted on at the virtual meeting.
  3. Exercise voting rights as a stockholder of Realty Income Corporation.

Key Dates

Year-Over-Year Comparison

This is the initial filing for the 2024 Annual Meeting of Stockholders, providing details on the upcoming event.

Filing Stats: 4,578 words · 18 min read · ~15 pages · Grade level 12.6 · Accepted 2024-04-15 16:20:16

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 39 Compensation Discussion and Analysis 39 Compensation and Talent Committee Report 62 Compensation Tables 63 Summary Compensation Table 63 Grants of Plan-Based Awards Table 65 Outstanding Equity Awards Table 67 Stock Vested Table 68 Potential Payments upon Termination or Change in Control 68 Pay Versus Performance Table 73 CEO Pay Ratio 76 Delinquent Section 16(a) Reports 77 Related Party Transactions 78

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 79 Equity Compensation Plan Information as of December 31, 2023 81 Audit-Related Matters 82 Fees Paid to Independent Registered Public Accounting Firm 83 Pre-approval Policies and Procedures 83 Audit Committee Report 84 Frequently Asked Questions 85 Stockholder Proposals for our 2025 Annual Meeting 90

Forward-Looking Statements

Forward-Looking Statements 91 Householding of Proxy Materials 92 Incorporation by Reference 93 Appendix A 94 iv Realty Income 2024 Proxy Statement Table of Contents PROXY SUMMARY The Board of Directors (or, the "Board") of Realty Income Corporation, a Maryland corporation ("Realty Income," the "Company," "we," "our," or "us"), is soliciting proxies for its 2024 Annual Meeting of Stockholders and any postponement or adjournment thereof (the "Annual Meeting"). This Proxy Summary provides an overview of the proposals to be considered and voted on at the Annual Meeting and of the information contained in the Proxy Statement, but does not contain all of the information that should be considered before voting. We encourage you to read the Proxy Statement in its entirety before voting. MEETING INFORMATION DATE Thursday , May 30, 2024 TIME 9:00 a.m. Pacific Time PLACE To attend the virtual Annual Meeting, log in at www.virtualshareholdermeeting.com/realty2024. RECORD DATE You may vote if you were a holder of record of shares of our common stock, par value $0.01 per share, at the close of business on March 21, 2024. HOW TO VOTE On or about April 15, 2024, the Notice of the Annual Meeting, Proxy Statement, proxy card, and 2023 Annual Report (collectively, the "Proxy Materials") will be either mailed or made available over the Internet to our stockholders of record as of the close of business on the record date. Some of our stockholders will be mailed a Notice of Availability of Proxy Materials, which contains instructions on how to request and receive a paper or e-mail copy of our Proxy Materials. We encourage you to vote your shares prior to the Annual Meeting. You may vote by telephone, over the Internet, or by mail by completing and mailing your proxy card, even if you plan to attend the virtual Annual Meeting. All methods of communication will provide stockholders with instructions on how to vote or authorize a proxy to vote using any of t

EXECUTIVE COMPENSATION HIGHLIGHTS

EXECUTIVE COMPENSATION HIGHLIGHTS We believe our performance demonstrates the effectiveness, over time, of the execution of our strategic business plan and the alignment of our compensation program with our philosophy to reward executives for enhancing long-term stockholder value. Our compensation program focuses on pay-for-performance principles that are linked to short-term and long-term financial, operational, and relative TSR metrics. In 2023, we continued to receive favorable say-on-pay approval results with 93.2% of the votes cast on the proposal voting to approve. The following are the two primary components of the 2023 incentive compensation program: Short-Term Incentive Program (STIP) Long-Term Incentive Program (LTIP) Variable cash award based on the achievement of short-term operating and financial goals, as well as individual performance goals Equity compensation based on the achievement of long-term relative TSR performance as well as financial goals over a three-year period, and time-based restricted shares that vest over a four-year period The majority of the compensation awarded under our programs is at-risk. Approximately 74% of our CEO's total target direct compensation for the 2023 performance year consisted of compensation that was at-risk based on the achievement of certain performance metrics. Salary and time-based equity awards made up the remaining 26% of our CEO's compensation. 2024 Proxy Statement Realty Income 5 Proxy Summary Table of Contents CEO Compensation Mix OUR BUSINESS PHILOSOPHY As the Monthly Dividend Company, we strive to invest in people and places to deliver dependable monthly dividends that grow over time. Our diversified portfolio of actively managed commercial properties under long-term net lease agreements seeks to generate consistent and predictable income while delivering favorable long-term risk-adjusted returns for our stockholders. In addition to creating value for our stockholders, we believe this s

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