REALTY INCOME CORP 10-K

Item 8: Financial Statements and Supplementary Data Table of Contents A. Reports of Independent Registered Public Accounting Firm B. Consolidated Balance Sheets, December 31, 2025 and December 31, 2024 C. Consolidated Statements of Income and Comprehensive Income, Years ended December 31, 2025, 2024, and 2023 D. Consolidated Statements of Equity, Years ended December 31, 2025, 2024, and 2023 E. Consolidated Statements of Cash Flows, Years ended December 31, 2025, 2024, and 2023 F. Notes to Consolidated Financial Statements G. Schedule III - Real Estate and Accumulated Depreciation Schedules not filed: All schedules, other than that indicated in the Table of Contents, have been omitted as the required information is either not material, inapplicable or the information is presented in the financial statements or related notes. 51 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors Realty Income Corporation: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Realty Income Corporation and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income and comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes and financial statement schedule III (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 24, 2026 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting. Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Assessment of the expected holding period for long-lived assets As discussed in Note 1 to the consolidated financial statements, the Company evaluates long-lived assets for impairment whenever events or changes in circumstances, including shortening the estimated holding periods of such assets, indicate that the carrying amount of these assets may not be recoverable. The Company's long-lived assets primarily consist of its real estate held for investment and the related lease intangible assets, net of accumulated depreciation and amortization, which were $59.1 billion as of December 31, 2025. We identified the assessment of the Company's impairment analysis for certain long-lived assets as a critical audit matter. Specifically, subjective auditor judgment was required in identifying and assessing the events or changes in circumstances which may indicate a shortening of the estimated holding periods for long-lived assets. Changes in the estimated holding periods could have a significant impact on the recoverability of the long-lived assets. 52 Table of Contents The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls, which included identification and assessment of events or changes in circumstances that indicate a shortening of the estimated holding period of long-lived assets. We evaluated the Company's estimated holding period by (i) inquiring of the Company's management, including personnel outside of the accounting department, regarding changes to the estimated holding period, (ii) obtaining written representations from management, (iii) reading the minutes of the board of directors of the Company, (iv) analyzing documents prepared by the Company regarding potential long-lived asset disposition transactions, and (v) evaluating events occurring after December 31, 2025. /s/ KPMG LLP We have served as the Company’s auditor since 1993. San Diego, California February 24, 2026 53 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and Board of Directors Realty Income Corporation: Opinion on Internal Control Over Financial Reporting We have audited Realty Income Corporation and subsidiaries' (the Company) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income and comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2025, and the related notes and financial statement schedule III (collectively, the consolidated financial statements), and our report dated February 24, 2026 expressed an unqualified opinion on those consolidated financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ KPMG LLP San Diego, California February 24, 2026 54 Table of Contents Item 1: Financial Statements REALTY INCOME CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except per share amounts) December 31, 2025 December 31, 2024 ASSETS Real estate held for investment, at cost: Land $ 18,368,029 $ 17,320,520 Buildings and improvements 43,824,410 40,974,535 Total real estate held for investment, at cost 62,192,439 58,295,055 Less accumulated depreciation and amortization ( 8,778,536 ) ( 7,381,083 ) Real estate held for investment, net 53,413,903 50,913,972 Real estate and lease intangibles held for sale, net 91,784 94,979 Cash and cash equivalents 434,842 444,962 Accounts receivable, net 1,053,487 877,668 Lease intangible assets, net 5,717,241 6,322,992 Goodwill 4,932,199 4,932,199 Investment in unconsolidated entities 1,256,456 1,229,699 Other assets, net 5,895,700 4,018,568 Total assets $ 72,795,612 $ 68,835,039 LIABILITIES AND EQUITY Distributions payable $ 255,171 $ 238,045 Accounts payable and accrued expenses 1,060,969 759,416 Lease intangible liabilities, net 1,493,958 1,635,770 Other liabilities 1,066,809 923,128 Revolving credit facilities and commercial paper 2,023,414 1,130,201 Term loans, net 1,701,615 2,358,417 Mortgages payable, net 37,761 80,784 Notes payable, net 25,031,947 22,657,592 Total liabilities $ 32,671,644 $ 29,783,353 Commitments and contingencies (Note 22) Stockholders’ equity: Common stock and paid in capital, par value $ 0.01 per share, 1,300,000 shares authorized, 933,975 and 891,511 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively $ 49,861,660 $ 47,451,068 Distributions in excess of net income ( 10,527,984 ) ( 8,648,559 ) Accumulated other comprehensive income 105,019 38,229 Total stockholders’ equity $ 39,438,695 $ 38,840,738 Noncontrolling interests 685,273 210,948 Total equity $ 40,123,968 $ 39,051,686 Total liabilities and equity $ 72,795,612 $ 68,835,039 The accompanying notes to consolidated financial statements are an integral part of these statements. 55 Table of Contents REALTY INCOME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (in thousands, except per share amounts) Years ended December 31, 2025 2024 2023 REVENUE Rental (including reimbursements) $ 5,437,332 $ 5,043,748 $ 3,958,150 Other 312,045 227,394 120,843 Total revenue 5,749,377 5,271,142 4,078,993 EXPENSES Depreciation and amortization 2,524,200 2,395,644 1,895,177 Interest 1,134,879 1,016,955 730,423 Property (including reimbursements) 428,800 377,675 316,964 General and administrative 202,554 176,895 144,536 Provisions for impairment 471,335 425,833 87,082 Merger, transaction, and other costs, net 24,214 96,292 14,464 Total expenses 4,785,982 4,489,294 3,188,646 Gain on sales of real estate 177,640 117,275 25,667 Foreign currency and derivative (loss) gain, net ( 28,653 ) 3,420 ( 13,414 ) Equity in earnings of unconsolidated entities 13,330 7,793 2,546 Other income, net 29,417 23,606 23,789 Income before income taxes 1,155,129 933,942 928,935 Income taxes ( 85,346 ) ( 66,601 ) ( 52,021 ) Net income 1,069,783 867,341 876,914 Net income attributable to noncontrolling interests ( 11,193 ) ( 6,569 ) ( 4,605 ) Net income attributable to the Company 1,058,590 860,772 872,309 Preferred stock dividends — ( 7,763 ) — Excess of redemption value over carrying value of preferred shares redeemed — ( 5,116 ) — Net income available to common stockholders $ 1,058,590 $ 847,893 $ 872,309 Amounts available to common stockholders per common share: Net income, basic and diluted $ 1.17 $ 0.98 $ 1.26 Weighted average common shares outstanding: Basic 907,169 862,959 692,298 Diluted 908,334 863,792 693,024 Net income available to common stockholders $ 1,058,590 $ 847,893 $ 872,309 Other comprehensive income (loss): Foreign currency translation adjustment 91,941 ( 32,883 ) 64,326 Unrealized loss on derivatives, net ( 25,151 ) ( 2,782 ) ( 37,265 ) Total other comprehensive income (loss) $ 66,790 $ ( 35,665 ) $ 27,061 Comprehensive income available to common stockholders $ 1,125,380 $ 812,228 $ 899,370 The accompanying notes to consolidated financial statements are an integral part of these statements. 56 Table of Contents REALTY INCOME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EQUITY (in thousands) Years ended December 31, 2025, 2024, and 2023 Shares of preferred stock Preferred stock and paid in capital Shares of common stock Common stock and paid in capital Distributions in excess of net income Accumulated other comprehensive income Total stockholders’ equity Non-controlling interests Total equity Balance, December 31, 2022 — $ — 660,300 $ 34,159,509 $ ( 5,493,193 ) $ 46,833 $ 28,713,149 $ 130,140 $ 28,843,289 Net income — — — — 872,309 — 872,309 4,605 876,914 Other comprehensive income — — — — — 27,061 27,061 — 27,061 Distributions paid and payable — — — — ( 2,141,252 ) — ( 2,141,252 ) ( 9,340 ) ( 2,150,592 ) Share issuances, net of costs — — 91,902 5,450,982 — — 5,450,982 — 5,450,982 Contributions by noncontrolling interests — — — — — — — 40,097 40,097 Share-based compensation, net — — 258 19,218 — — 19,218 — 19,218 Balance, December 31, 2023 — $ — 752,460 $ 39,629,709 $ ( 6,762,136 ) $ 73,894 $ 32,941,467 $ 165,502 $ 33,106,969 Net income — — — — 860,772 — 860,772 6,569 867,341 Other comprehensive loss — — — — — ( 35,665 ) ( 35,665 ) — ( 35,665 ) Distributions paid and payable — — — — ( 2,742,079 ) — ( 2,742,079 ) ( 10,398 ) ( 2,752,477 ) Share issuances, net of costs — — 30,381 1,754,895 — — 1,754,895 — 1,754,895 Shares issued with merger 6,900 167,394 108,308 6,043,641 — — 6,043,641 — 6,043,641 Contributions by noncontrolling interests — — — — — — — 2,022 2,022 Issuance of common partnership units — — — ( 768 ) — — ( 768 ) 47,253 46,485 Preferred shares redeemed ( 6,900 ) ( 167,394 ) — — ( 5,116 ) ( 5,116 ) — ( 5,116 ) Share-based compensation, net — — 362 23,591 — — 23,591 — 23,591 Balance, December 31, 2024 — $ — 891,511 $ 47,451,068 $ ( 8,648,559 ) $ 38,229 $ 38,840,738 $ 210,948 $ 39,051,686 Net income — — — — 1,058,590 — 1,058,590 11,193 1,069,783 Other comprehensive income — — — — — 66,790 66,790 — 66,790 Distributions paid and payable — — — — ( 2,938,015 ) — ( 2,938,015 ) ( 12,041 ) ( 2,950,056 ) Share issuance, net of costs — — 42,182 2,376,144 — — 2,376,144 — 2,376,144 Contributions by noncontrolling interests — — — — — — — 488,455 488,455 Reallocation of equity — — — 13,282 — — 13,282 ( 13,282 ) — Share-based compensation, net — — 282 21,166 — — 21,166 — 21,166 Balance, December 31, 2025 — $ — 933,975 $ 49,861,660 $ ( 10,527,984 ) $ 105,019 $ 39,438,695 $ 685,273 $ 40,123,968 The accompanying notes to consolidated financial statements are an integral part of these statements. 57 Table of Contents REALTY INCOME CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Years ended December 31, 2025 2024 2023 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 1,069,783 $ 867,341 $ 876,914 Adjustments to net income: Depreciation and amortization 2,524,200 2,395,644 1,895,177 Amortization of share-based compensation 30,770 57,493 26,227 Non-cash revenue adjustments ( 121,989 ) ( 116,017 ) ( 62,029 ) Amortization of net discounts (premiums) on mortgages payable 287 30 ( 12,803 ) Amortization of net discounts (premiums) on notes payable 6,782 ( 3,309 ) ( 60,657 ) Amortization of deferred financing costs 29,652 23,939 26,670 Foreign currency and unrealized derivative loss (gain), net 54,947 ( 19,394 ) 37,776 Non-cash interest expense (income) 1,646 11,505 ( 7,189 ) Gain on sales of real estate ( 177,640 ) ( 117,275 ) ( 25,667 ) Equity in earnings of unconsolidated entities ( 13,330 ) ( 7,793 ) ( 2,546 ) Distributions on common equity from unconsolidated entities 39,860 21,038 5,807 Provisions for impairment 471,335 425,833 87,082 Deferred income taxes 603 3,552 — Change in assets and liabilities Accounts receivable and other assets ( 115,792 ) 28,082 ( 111,286 ) Accounts payable, accrued expenses and other liabilities 193,640 2,607 285,293 Net cash provided by operating activities 3,994,754 3,573,276 2,958,769 CASH FLOWS FROM INVESTING ACTIVITIES Investment in real estate ( 4,647,873 ) ( 3,262,437 ) ( 8,053,595 ) Improvements to real estate, including leasing costs ( 131,800 ) ( 121,411 ) ( 68,692 ) Investment in unconsolidated entities ( 52,265 ) ( 70,381 ) ( 1,179,306 ) Investment in loans and preferred equity ( 1,613,276 ) ( 631,650 ) ( 201,621 ) Proceeds from sales of real estate 744,014 589,450 117,354 Return of investment from unconsolidated entities — — 3,927 Proceeds from note receivable 31,390 57,300 — Insurance proceeds received 3,487 2,788 27,279 Non-refundable escrow deposits 3,150 ( 225 ) ( 200 ) Net cash acquired in merger — 93,683 — Net cash used in investing activities ( 5,663,173 ) ( 3,342,883 ) ( 9,354,854 ) CASH FLOWS FROM FINANCING ACTIVITIES Cash distributions to common stockholders ( 2,920,895 ) ( 2,691,719 ) ( 2,111,793 ) Cash distributions to preferred stockholders — ( 7,763 ) — Borrowings on revolving credit facilities and commercial paper programs 20,280,426 36,887,003 77,338,040 Payments on revolving credit facilities and commercial paper programs ( 19,557,427 ) ( 36,528,598 ) ( 79,398,193 ) Proceeds from term loan 406,999 — 1,029,383 Principal payment on term loans ( 1,139,489 ) ( 250,000 ) — Proceeds from notes payable issued 2,891,750 2,657,925 4,239,745 Principal payment on notes payable ( 1,049,997 ) ( 849,999 ) — Principal payments on mortgages payable ( 44,634 ) ( 740,505 ) ( 22,015 ) Proceeds from common stock offerings, net 2,364,144 1,742,810 5,439,462 Proceeds from dividend reinvestment and stock purchase plan 12,002 11,812 11,519 Redemption of preferred stock — ( 172,510 ) — Distributions to noncontrolling interests ( 12,024 ) ( 10,143 ) ( 7,725 ) Contributions from noncontrolling interests 488,455 — — Net receipts on derivative settlements — — 7,853 Debt issuance costs ( 88,365 ) ( 60,615 ) ( 81,898 ) Other financing activities, net 46,850 ( 8,856 ) ( 7,022 ) Net cash provided by (used in) financing activities 1,677,795 ( 21,158 ) 6,437,356 Effect of exchange rate changes on cash and cash equivalents 15,874 ( 5,904 ) 24,023 Net increase in cash, cash equivalents and restricted cash 25,250 203,331 65,294 Cash, cash equivalents and restricted cash, beginning of period 495,506 292,175 226,881 Cash, cash equivalents and restricted cash, end of period $ 520,756 $ 495,506 $ 292,175 For supplemental disclosures, see note 19 , S upplemental Disclosures of Cash Flow Information . The accompanying notes to consolidated financial statements are an integral part of these statements. 58 Table of Contents REALTY INCOME CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 2025 1. 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 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 historical exchange rate. Income statement accounts are translated using the average exchange rate for the period. We and certain of our consolidated subsidiaries have intercompany and third-party debt that is not denominated in our functional currency. When the debt is remeasured to the functional currency of the entity, a gain or loss can result. The resulting adjustment is reflected in 'Foreign currency and derivative (loss) gain, net' in our consolidated statements of income and comprehensive income. In the statement of cash flows, cash flows denominated in foreign currencies are translated using the exchange rates in effect at the time of the respective cash flows or at average exchange rates for the period, depending on the nature of the cash flow items. Principles of Consolidation. These consolidated financial statements include the accounts of Realty Income and all other entities in which we have a controlling financial interest. We evaluate whether we have a controlling financial interest in an entity in accordance with Accounting Standards Codification ("ASC") 810, Consolidation. Voting interest entities ("VOEs") are entities considered to have sufficient equity at risk and which the equity holders have the obligation to absorb losses, the right to receive residual returns and the right to make decisions about the entity’s activities. We consolidate voting interest entities in which we have a controlling financial interest, which we typically have through holding of a majority of the entity’s voting equity interests. Variable interest entities ("VIEs") are entities that lack sufficient equity at risk or where the equity holders either do not have the obligation to absorb losses, do not have the right to receive residual returns, do not have the right to make decisions about the entity’s activities, or some combination of the above. A controlling financial interest in a VIE is present when an entity has a variable interest, or a combination of variable interests, that provides the entity with (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. An entity that meets both conditions above is deemed the primary beneficiary and consolidates the VIE. We reassess our initial evaluation of whether an entity is a VIE when certain reconsideration events occur. We reassess our determination of whether we are the primary beneficiary of a VIE on an ongoing basis based on current facts and circumstances. 59 Table of Contents During the year ended December 31, 2025, we formed and announced closings with respect to our open-end, perpetual life private capital vehicle (the "Fund"). As of December 31, 2025, we are considered the primary beneficiary of the Fund, Realty Income, L.P. and certain investments, including investments in joint ventures. Below is a summary of selected financial data of such consolidated VIEs, included on our consolidated balance sheets as of December 31, 2025 and 2024 (in thousands): December 31, 2025 December 31, 2024 Net real estate $ 4,831,968 $ 2,882,135 Total assets $ 5,579,888 $ 3,461,843 Total liabilities $ 422,092 $ 131,096 The portion of a consolidated entity not owned by us is recorded as a noncontrolling interest. Noncontrolling interests are reflected on our consolidated balance sheets as a component of equity. Noncontrolling interests that were created or assumed as part of a business combination or asset acquisition were recognized at fair value as of the date of the transaction. For further details, see note 12, Noncontrolling Interests . Use of Estimates. The consolidated financial statements were prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Net Income per Common Share. Basic net income per common share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during each period. Diluted net income per common share is computed by dividing net income available to common stockholders, plus income attributable to dilutive shares and convertible common units for the period, by the weighted average number of common shares that would have been outstanding assuming the issuance of common shares for all dilutive common shares outstanding during the reporting period. For more detail, see note 18, Net Income per Common Share. Cash Equivalents and Restricted Cash . We consider all short-term, highly liquid investments that are readily convertible to cash and have an original maturity of three months or less at the time of purchase to be cash equivalents. Restricted cash includes cash proceeds from the sale of assets held by qualified intermediaries in anticipation of the acquisition of replacement properties in tax-free exchanges under Section 1031 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), impounds related to mortgages payable and cash that is not immediately available to Realty Income (i.e. escrow deposits for future acquisitions). Cash accounts maintained on behalf of Realty Income in demand deposits at commercial banks and money market funds may exceed federally insured levels or may be held in accounts without any federal insurance or any other insurance or guarantee. However, Realty Income has not experienced any losses in such accounts. Income Taxes. We have elected to be taxed as a real estate investment trust ("REIT"), under the Code, as amended. We believe we have qualified and continue to qualify as a REIT. Under the REIT operating structure, we are permitted to deduct dividends paid to our stockholders in determining our taxable income. Assuming our dividends equal or exceed our taxable net income in the U.S., we generally will not be required to pay U.S. income taxes on such income. Accordingly, no provision has been made for federal income taxes in the accompanying consolidated financial statements, except for federal income taxes of our taxable REIT subsidiaries ("TRS"). A TRS is a subsidiary of a REIT that is subject to federal, state and local income taxes, as applicable. Our use of TRS entities enables us to engage in certain business activities while complying with the REIT qualification requirements and to retain any income generated by these businesses for reinvestment without the requirement to distribute those earnings. We are liable for taxes in our applicable international territories and have made the appropriate provisions in those territories. Therefore, the income taxes recorded in our consolidated statements of income and comprehensive income represent amounts for U.S. income taxes on our TRS entities, city and state income and franchise taxes, as well as income taxes for the applicable international territories. We recognize deferred income tax in our taxable subsidiaries, including certain international jurisdictions. Deferred income tax assets and liabilities are generally the result of temporary differences between book and tax accounting, such as timing differences caused by different useful lives used for depreciation. We provide for a valuation allowance for deferred income tax assets if we believe some or all of the deferred income tax assets may not be realized. 60 Table of Contents Earnings and profits that determine the taxability of distributions to stockholders differ from net income reported for financial reporting purposes primarily due to differences in the estimated useful lives and methods used to compute depreciation and the carrying value (basis) of the investments in properties for tax purposes, among other things. We regularly analyze our various international, federal and state filing positions and only recognize the income tax effect in our financial statements when certain criteria regarding uncertain income tax positions have been met. We believe that our income tax positions would more likely than not be sustained upon examination by all relevant taxing authorities. Therefore, no provisions for uncertain tax positions have been recorded on our consolidated financial statements. Lease Revenue Recognition and Accounts Receivable. The majority of our leases are accounted for as operating leases. Under this method, leases that have fixed and determinable rent increases are recognized on a straight-line basis over the lease term. Any rental revenue contingent upon our client’s sales, or percentage rent, is recognized only after our client exceeds their sales breakpoint. Rental increases based upon changes in the consumer price indices are recognized only after the changes in the indexes have occurred and are then applied according to the lease agreements. Lease termination fees, which are included in rental revenue, are amortized over the remaining term of the lease until we have no continuing obligation to provide services to such former client. Contractually obligated rental revenue from our clients for recoverable real estate taxes and operating expenses are included in contractually obligated reimbursements by our clients, a component of rental revenue, in the period when such costs are incurred. Taxes and operating expenses paid directly by our clients are recorded on a net basis. Other revenue includes certain property-related revenue not included in rental revenue and interest income recognized on financing receivables for certain leases with above-market terms. We assess the probability of collecting substantially all of the lease payments to which we are entitled under the original lease contract as required under ASC 842, Leases . We assess the collectability of our future lease payments based on an analysis of creditworthiness, economic trends and other facts and circumstances related to the applicable clients. If we conclude the collection of substantially all of lease payments under a lease is less than probable, rental revenue recognized for that lease is limited to cash received going forward, existing operating lease receivables, including those related to straight-line rental revenue, must be written off as an adjustment to rental revenue, and no further operating lease receivables are recorded for that lease until such future determination is made that substantially all lease payments under that lease are now considered probable. If we subsequently conclude that the collection of substantially all lease payments under a lease is probable, a reversal of lease receivables previously written off is recognized. In addition to the client-specific collectability assessment conducted, we may also recognize a general allowance, as a reduction to rental revenue, for our operating lease receivables which are not expected to be fully collectible. We had $ 5.1 million of general allowance as of December 31, 2025. There was no general allowance as of December 31, 2024. Loans Receivable . Our acquired loans are classified as held for investment and are carried at their amortized cost basis. We recognize interest income on loans receivable using a method that approximates the effective-interest method. Direct costs associated with originating loans, along with any premium or discount, are deferred and amortized as an adjustment to interest income over the term of the loan using the effective interest method. When management identifies the full recovery of the contractually specified payments of principal and interest of a loan is less than probable, we evaluate the expected loss amount and place it on non-accrual status. We made the accounting policy election to record accrued interest on our loan portfolio separate from our loan receivable and other lending investments. These loans and the related interest receivable are presented in 'Other assets, net' on our consolidated balance sheets. Financing Receivables. For properties we acquire that qualify as sale-leaseback transactions and for which the purchase price is in excess of the fair value of the real estate acquired, the difference is accounted for as financing receivables, presented within 'Other assets, net' on our consolidated balance sheets. Rent payments are allocated between rental income and the financing receivable. Interest income on the financing receivable is recognized using the interest rate implicit in the leaseback and presented within 'Other' revenue in our consolidated statements of income and comprehensive income. 61 Table of Contents Allowance for Credit Losses . The allowance for credit losses, which is recorded as a reduction to loans receivable and financing receivable within 'Other assets, net' on our consolidated balance sheets, is using a probability of default method based on our clients respective credit ratings, our historical experience, and the expected value of the underlying collateral upon its repossession. If we determine a financing receivable no longer shares risk characteristics with other financing receivables in the pool, we evaluate the financing receivable for expected credit losses on an individual basis. Included in our model are factors that incorporate forward-looking information. Changes in our allowance for credit losses are presented in 'Provisions for impairment' in our consolidated statements of income and comprehensive income. For further details, see note 7, Investments in Loans and Financing Receivables. Merger, Transaction, and Other Costs, Net. Merger, transaction, and other costs, net include (i) merger-related transaction costs, primarily consisting of employee severance, post-combination share-based compensation, transfer taxes, and various professional fees directly attributable to a merger, (ii) organization costs for potential strategic ventures and business lines, (iii) placement fees incurred in fundraising of the Fund, (iv) corporate facilities lease termination costs, and (v) other costs that do not align with the ongoing operations of our business. During the year ended December 31, 2025, we incurred $ 24.2 million of merger, transaction, and other costs, net consisting primarily of placement fees incurred in fundraising for the Fund. During the year ended December 31, 2024, we incurred $ 96.3 million of merger, transaction, and other costs, net consisting of $ 86.7 million of transaction and integration-related costs related to our merger (the "Merger") with Spirit Realty Capital, Inc. ("Spirit") (see note 2), $ 5.1 million related to the lease termination of a legacy corporate facility, and $ 4.5 million related to the establishment of the Fund. Gain on Sales of Real Estate . When real estate is sold, the carrying amount of the applicable assets is derecognized with a corresponding gain from the sale recognized in our consolidated statements of income and comprehensive income. We record a gain on sale of real estate pursuant to provisions under ASC 610-20 , Gains and Losses from the Derecognition of Nonfinancial Assets . We determine whether we would have a controlling financial interest in the property after the sale. We record a gain from the sale of real estate provided that various criteria, relating to the terms of the sale and any subsequent involvement by us with the real estate, have been met. Allocation of the Purchase Price of Real Estate Acquisitions . We evaluate whether or not substantially all of the fair value of acquired assets is concentrated in a single identifiable asset or group of identifiable assets to determine whether a transaction is accounted for as an asset acquisition or a business combination. As the fair value of most of our real estate acquisitions is concentrated in either a single identifiable asset or a group of similar identifiable assets, our real estate transactions are generally accounted for as asset acquisitions, and the transaction costs associated with those acquisitions are capitalized to the basis of the acquired properties. Any difference between the total cost and estimated fair value of an asset acquisition is allocated to the real estate properties (i.e., land and buildings/improvements) and related lease intangibles (i.e., in-place lease and any related off-market terms) on a relative fair value basis. All other assets acquired and liabilities assumed are recorded at fair value. For business combinations, on the other hand, we expense the transaction costs and categorize them as 'Merger, transaction, and other costs, net' in our consolidated statements of income and comprehensive income. All assets acquired and liabilities assumed in a business combination are recorded at fair value. The amount of any purchase consideration that exceeds the fair value of all identified assets acquired and liabilities assumed is recognized as goodwill. To the extent that the purchase price is less than the fair value, however, a gain on bargain purchase is recognized. As permitted under ASC 805, Business Combinations, we may record measurement period adjustments within one year of the acquisition date. Whether a transaction is accounted for as an asset acquisition or business combination, the measurement of fair value is based on management's judgment and various factors, including market land and building values, market rental rates, discount rates, and capitalization rates. Our methodology for measuring and allocating the fair value of real estate acquisitions includes both observable market data (categorized as level 2 on the three-level valuation hierarchy of ASC 820, Fair Value Measurement ), and unobservable inputs that reflect our own internal assumptions (categorized as level 3 under ASC 820). Given the significance of the unobservable inputs, we believe the allocations of fair value of real estate acquisitions should be categorized as level 3 under ASC 820. From time to time, we have used, and may continue to use, the assistance of independent third parties specializing in real estate valuations to prepare our purchase price allocations. The allocation of tangible assets (which includes land and buildings/improvements) of an acquired property with an in-place lease is based upon fair value. Land is typically valued utilizing the sales comparison (or market) approach. 62 Table of Contents Buildings and improvements are typically valued under the replacement cost approach. Operating properties may be valued using the direct capitalization method, a type of income approach where a capitalization rate is applied to the stabilized estimated net operating income of a property. The determined fair value of each property is then allocated to land, building, and improvements at a property level. In allocating the fair value to identified intangibles for above-market or below-market leases, an amount is recorded based on the present value of the difference between (i) the contractual amount to be paid pursuant to the in-place lease and (ii) our estimate of fair market lease rate for the corresponding in-place lease, measured over the remaining assumed contract term of the lease. The value of in-place leases is determined by our estimated costs related to acquiring a client and the carrying costs that would be incurred over the vacancy period to locate a client if the property were vacant, considering market conditions and costs to execute similar leases at the time of acquisition. The values of the above-market and below-market leases are amortized over the term of the respective leases, including any bargain renewal options, as an adjustment to rental revenue in our consolidated statements of income and comprehensive income. The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is amortized to depreciation and amortization expense over the remaining periods of the respective leases. If a lease is terminated prior to its stated expiration, all unamortized amounts relating to that lease are recorded to revenue or expense as appropriate. Real Estate and Lease Intangibles Held for Sale. We generally reclassify assets to held for sale when the disposition has been approved, there are no known contingencies relating to the sale and the consummation of the disposition is considered probable within one year. Upon classifying a real estate investment as held for sale, we will no longer recognize depreciation expense related to the depreciable assets of the property. Assets held for sale are recorded at the lower of carrying value or estimated fair value, less the estimated cost to dispose of the assets. Sixty-four properties were classified as held for sale as of December 31, 2025. If circumstances arise that we previously considered unlikely and, as a result, we decide not to sell a property previously classified as held for sale, we will reclassify the property as held for investment. We measure and record a property that is reclassified as held for investment at the lower of (i) its carrying value before the property was classified as held for sale, adjusted for any depreciation expense that would have been recognized had the property been continuously classified as held for investment or (ii) the estimated fair value at the date of the subsequent decision not to sell. Investment in Unconsolidated Entities. Investments in unconsolidated entities of which we are not considered the primary beneficiary, include VIEs and are accounted for using the equity method as we have the ability to exercise significant influence over operating and financing policies of these investments. We initially recognize the fair value of our contribution as an equity method investment. We subsequently adjust these balances for our proportionate share of net earnings/losses of the entities, distributions received, and contributions made. Transaction costs related to the formation of equity method investments are also capitalized, resulting in a basis difference. This basis difference is amortized over the estimated useful life of the respective underlying assets and/or liabilities. The carrying value of our investment is included in 'Investment in unconsolidated entities' on our consolidated balance sheets. We record our proportionate share of net income from the unconsolidated entities in 'Equity in earnings of unconsolidated entities' in our consolidated statements of income and comprehensive income. With regard to distributions from unconsolidated entities, we have elected the nature of distribution approach as the information is available to us to determine the nature of the underlying activity that generated the distributions. In accordance with such approach, cash flows generated from the operations of an unconsolidated entity are classified as a return on investment (cash inflow from operating activities) and cash flows that are generated from other activities, such as property sales, debt refinancing or sale and redemptions of our investments are classified as a return of investment (cash inflow from investing activities). Our contribution to the unconsolidated entities or any distributions from them as returns of investment are classified as investing activities. Our investment in unconsolidated entities includes preferred interests. Upon acquisition, we assess whether such investment should be considered debt or equity securities based on investment terms. As of December 31, 2025, our investment balance includes preferred interests classified as equity securities without a readily determinable fair value, for which we elect to apply the measurement alternative and record the value of the investment at cost, less any applicable impairment. Goodwill. Upon the closing of a business combination, after identifying all tangible and intangible assets and liabilities, the excess consideration paid over the fair value of the assets and liabilities acquired and assumed, respectively, represents goodwill. In connection with the Merger, we recorded goodwill as a result of consideration exceeding the net assets acquired. For further details, see note 2, Merger with Spirit Realty Capital, Inc. 63 Table of Contents Deferred Financing Costs. Deferred financing costs represent commitment fees, legal fees and other costs associated with obtaining or originating financing. Deferred financing costs, other than those associated with the line of credit, are presented on our consolidated balance sheets as a direct deduction from the carrying amount of the related debt liability. Deferred financing costs related to the line of credit are included in 'Other assets, net' in the accompanying consolidated balance sheets. These costs are amortized to interest expense over the terms of the respective financing agreements that approximates the effective interest method. Depreciation and Amortization . Land, buildings and improvements are recorded and stated at cost. Major replacements and betterments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives, while ordinary repairs and maintenance are expensed as incurred. Buildings and improvements that are under redevelopment, or are being developed, are carried at cost and no depreciation is recorded on these assets. Additionally, amounts essential to the development of the property, such as pre-construction, development, construction, interest and other costs incurred during the period of development are capitalized. We cease capitalization when the property is available for occupancy upon substantial completion of property improvements to accommodate the client's use, but in any event no later than one year from the completion of major construction activity. Properties are depreciated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Buildings 25 to 35 years Building improvements 4 to 35 years Equipment 5 to 25 years Lease commissions and property improvements to accommodate the client's use The shorter of the term of the related lease or useful life Acquired in-place leases Remaining terms of the respective leases Provisions for Impairment - Real Estate Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If estimated future operating cash flows (undiscounted and without interest charges) plus estimated disposition proceeds (undiscounted) are less than the current book value of the property, a fair value analysis is performed and, to the extent the estimated fair value is less than the current book value, a provision for impairment is recorded to reduce the book value to estimated fair value. Key assumptions that we utilize in this analysis include projected rental rates, estimated holding periods, capital expenditures and property sales capitalization rates. For further details, see note 13, Fair Value Measurements. Provisions for Impairment - Goodwill. Goodwill is not amortized, but is subject to impairment reviews annually, or more frequently if necessary. Goodwill is qualitatively assessed to determine whether a quantitative impairment assessment is necessary. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. If the carrying value of the asset exceeds its estimated fair value, an impairment loss is recognized, and the asset is written down to its estimated fair value. We perform our annual goodwill impairment assessment as of June 30. During the years ended December 31, 2025, 2024, and 2023, there were no impairments of goodwill. Provisions for Impairment - Investment in Unconsolidated Entities. During our ownership of properties that are accounted for under the equity method and considered unconsolidated entities, and when circumstances indicate that a decrease in the value of an equity method investment has occurred that is other than temporary, we recognize an impairment loss, which requires significant judgment. To determine whether the impairment loss is other-than-temporary, we consider whether we have the ability and intent to hold the investment until the carrying value is fully recovered. We evaluate the impairment of our investment in unconsolidated entities in accordance with accounting standards for equity investments by first reviewing each investment for indicators of impairment. If indicators are present, we estimate the fair value of the investments. If the carrying value of the investment is greater than the estimated fair value, we make an assessment of whether the impairment is temporary or other-than-temporary. In making this assessment, we consider the length of time and the extent to which fair value has been less than cost, the financial condition and near-term prospects of the entity, and our intent and ability to retain the interest long enough for a recovery in market value. The investment is then reduced to its estimated fair value if conclusions indicate the impairment is other than temporary. Equity Offering Costs. Underwriting commissions and offering costs have been reflected as a reduction of additional paid-in-capital on our consolidated balance sheets. 64 Table of Contents Derivative and Hedging Activities . Derivatives are financial arrangements among two or more parties with returns linked to or “derived” from an underlying equity, debt, commodity, other asset, liability, interest rate, foreign exchange rate or another index, or the occurrence or nonoccurrence of a specified event. The settlement of a derivative is determined by its underlying notional amount specified in the contract. Derivative contracts may be entered into outright or embedded within a non-derivative host contract, and may be listed, traded on exchanges or privately negotiated directly between two parties. We actively manage interest rate and foreign currency exposures arising from our liquidity and funding activities using derivative instruments. We record all derivatives on the balance sheet at fair value. The majority of inputs used to value our derivatives fall within level 2 of the fair value hierarchy. Changes in the fair value of derivatives are recognized in earnings unless the derivative is designated in a hedging relationship and qualifying changes are deferred in AOCI in accordance with hedge accounting guidance. Amounts deferred in AOCI are subsequently recognized in our consolidated statements of income and comprehensive income as the hedged item affects earnings or when other triggering events occur that require reclassification. Newly Issued Accounting Standards. In September 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2025-06, Intangibles—Goodwill and Other—Internal-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 Statement—Reporting Comprehensive Income—Expense 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. 2. Merger with Spirit Realty Capital, Inc. On January 23, 2024, we completed our previously announced merger with Spirit. For further details, please see note 2 , Merger with Spirit Realty Capital, Inc., to our consolidated financial statements in our annual report on Form 10-K for the year ended December 31, 2024. The Merger has been accounted for using the acquisition method of accounting in accordance with ASC 805, Business Combinations , with Realty Income as the accounting acquirer, which requires, among other things, that the assets acquired, and liabilities assumed be recognized at their acquisition date fair value. The fair value of the consideration transferred on the date of the acquisition is as follows (in thousands, except share and per share data): Shares of Spirit common stock exchanged (1) 142,136,567 Exchange Ratio 0.762 Shares of Realty Income common stock issued 108,308,064 Opening price of Realty Income common stock on January 23, 2024 $ 55.80 Fair value of Realty Income common stock issued to the former holders of Spirit common stock $ 6,043,590 Shares of Realty Income Series A Preferred Stock issued in exchange for Spirit Series A Preferred Stock (2) 6,900,000 Opening price of Realty Income Series A Preferred Stock on January 23, 2024 $ 24.26 Fair value of Realty Income Series A Preferred Stock issued to the former holders of Spirit Series A Preferred Stock $ 167,394 Cash paid for fractional shares $ 51 Less: Fair value of Spirit restricted stock and performance awards attributable to post-combination costs (3) $ ( 24,751 ) Consideration transferred $ 6,186,284 (1) Includes 142.1 million shares of Spirit common stock outstanding as of January 23, 2024, which were converted into Realty Income common stock at the effective time of the Merger (the “Effective Time”) at an Exchange Ratio of 0.762 per share of Spirit common stock. The portion of the converted unvested Spirit restricted stock awards related to post-combination expense is removed in footnote (3) below. 65 Table of Contents (2) In September 2024, we redeemed all 6.9 million shares of Realty Income Series A Preferred Stock outstanding. (3) Represents the fair value of fully vested Spirit restricted stock and performance share awards that were accelerated and converted into Realty Income common stock at the Effective Time, reflecting the value attributable to post-combination services. Spirit restricted stock and performance share awards are included in Spirit's outstanding common stock as of the date of the Merger. The fair value attributable to pre-combination services was $ 41.7 million and is included in the consideration transferred above. A. Merger-related Transaction Costs In conjunction with the Merger, during the year ended December 31, 2024, we incurred $ 86.7 million of merger-related transaction costs primarily consisting of employee severance, post-combination share-based compensation, transfer taxes, and various professional fees directly attributable to the Merger. We incurred $ 0.2 million of merger-related transaction costs during the year ended December 31, 2025, primarily related to the resolution of certain contingencies which existed at the date of the Merger. Merger-related transaction costs are presented in 'Merger, transaction, and other costs, net' in our consolidated statements of income and comprehensive income. B. Unaudited Pro Forma Financial Information The following unaudited pro forma information presents a summary of our combined results of operations for the year ended December 31, 2024, as if the Merger had occurred on January 1, 2023 (in millions, except per share data). The pro forma financial information is not necessarily indicative of the results of operations had the acquisition been effected on the assumed date, nor is it necessarily an indication of trends in future results for a number of reasons, including, but not limited to, differences between the assumptions used to prepare the pro forma information, basic shares outstanding and dilutive equivalents, cost savings from operating efficiencies, potential synergies, and the impact of incremental costs incurred in integrating the businesses. Year ended December 31, 2024 Total revenues $ 5,319.1 Net income $ 945.9 Basic and diluted earnings per share $ 1.10 Our consolidated results of operations for the year ended December 31, 2024 include $ 762.7 million of revenues and $ 103.1 million of net income, respectively, associated with the results of operations of Spirit from the closing of the Merger on January 23, 2024 to December 31, 2024. 3. Supplemental Detail for Certain Components of Consolidated Balance Sheets (in thousands): A. Accounts receivable, net, consist of the following at: December 31, 2025 December 31, 2024 Straight-line rent receivables, net $ 880,341 $ 694,844 Client receivables, net 173,146 182,824 $ 1,053,487 $ 877,668 B. Lease intangible assets, net, consist of the following at: December 31, 2025 December 31, 2024 In-place leases $ 7,627,840 $ 7,347,301 Above-market leases 2,251,857 2,203,420 Accumulated amortization of in-place leases ( 3,220,426 ) ( 2,487,302 ) Accumulated amortization of above-market leases ( 944,198 ) ( 742,338 ) Other items 2,168 1,911 $ 5,717,241 $ 6,322,992 66 Table of Contents C. Other assets, net, consist of the following at: December 31, 2025 December 31, 2024 Loans receivable, net $ 1,682,117 $ 828,500 Financing receivables, net 1,574,574 1,609,044 Right of use asset - financing leases, net 827,644 653,353 Investment in preferred equity 800,472 — Right of use asset - operating leases, net 592,319 619,350 Restricted escrow deposits 83,200 36,326 Prepaid expenses 76,207 63,499 Value-added tax receivable 75,005 48,075 Interest receivable 33,805 16,071 Revolving credit facilities origination costs, net 25,246 7,331 Corporate assets, net 15,159 12,763 Derivative assets and receivables - at fair value 8,018 47,165 Investment in sales type lease 6,206 6,138 Non-refundable escrow deposits 3,150 225 Impounds related to mortgages payable 2,714 14,218 Other items 89,864 56,510 $ 5,895,700 $ 4,018,568 D. Accounts payable and accrued expenses consist of the following at: December 31, 2025 December 31, 2024 Notes payable - interest payable $ 303,557 $ 261,605 Derivative liabilities and payables - at fair value 205,695 81,524 Accrued income taxes 120,228 84,884 Property taxes payable 92,246 92,440 Value-added tax payable 76,009 26,829 Accrued property expenses 69,258 61,118 Accrued costs on properties under development 36,064 59,602 Mortgages, term loans, and credit line - interest payable 2,699 4,584 Other items 155,213 86,830 $ 1,060,969 $ 759,416 E. Lease intangible liabilities, net, consist of the following at: December 31, 2025 December 31, 2024 Below-market leases $ 2,135,262 $ 2,119,200 Accumulated amortization of below-market leases ( 641,304 ) ( 483,430 ) $ 1,493,958 $ 1,635,770 F. Other liabilities consist of the following at: December 31, 2025 December 31, 2024 Rent received in advance and other deferred revenue $ 460,968 $ 352,334 Lease liability - operating leases 429,675 452,956 Lease liability - financing leases 121,434 77,190 Security deposits 39,036 35,594 Other items 15,696 5,054 $ 1,066,809 $ 923,128 67 Table of Contents 4. Investments in Real Estate A. Acquisitions of Real Estate Below is a summary of our acquisitions for the year ended December 31, 2025 (unaudited): Number of Properties Investment ($ in millions) Weighted Average Lease Term (Years) Acquisitions U.S. real estate 180 $ 1,240.3 13.7 Europe real estate 88 2,911.8 8.7 Total real estate acquisitions 268 $ 4,152.1 10.1 Initial weighted average cash yield (1) 7.0 % Real estate properties under development U.S. real estate 91 $ 285.7 16.6 Europe real estate 18 199.7 12.5 Total real estate properties under development 109 $ 485.4 14.9 Initial weighted average cash yield (1) 7.4 % Total (2) 377 $ 4,637.5 10.7 Initial weighted average cash yield (1) 7.0 % (1) The initial weighted average cash yield for a property is generally computed as estimated contractual first year cash net operating income, which, in the case of a net leased property, is equal to the aggregate cash base rent for the first full year of each lease, divided by the total cost of the property. Since it is possible that a client could default on the payment of base rent (defined as the monthly aggregate cash amount charged to clients, inclusive of monthly base rent receivables), we cannot provide assurance that the actual return on the funds invested will remain at the percentages listed above. Contractual net operating income used in the calculation of initial weighted average cash yield includes approximately $ 6.5 million received as settlement credits as reimbursement of free rent period for the year ended December 31, 2025. In the case of a property under development or expansion, the contractual lease rate is generally fixed such that rent varies based on the actual total investment in order to provide a fixed rate of return. When the lease does not provide for a fixed rate of return on a property under development or expansion, the initial weighted average cash yield is computed as follows: estimated cash net operating income (determined by the lease) for the first full year of each lease, divided by our projected total investment in the property, including land, construction and capitalized interest costs. (2) Our clients occupying the new properties are 70.4 % retail, 29.1 % industrial, and 0.5 % other property types based on net operating income. Approximately 40 % of the net operating income generated from acquisitions during the year ended December 31, 2025 was from investment grade rated clients, their subsidiaries, or affiliated companies at the date of acquisition. The aggregate purchase price, including properties acquired through takeout financing and reported in properties under development in the table above, was allocated as follows (in millions): Acquisitions - USD Acquisitions - Sterling Acquisitions - Euro Land $ 220.9 £ 345.5 € 243.2 Buildings and improvements 1,001.8 568.4 956.9 Lease intangible assets (1) 196.5 147.6 74.3 Other assets (2) 48.5 92.8 7.7 Lease intangible liabilities (3) ( 29.5 ) ( 14.8 ) ( 15.4 ) Other liabilities (4) ( 40.5 ) ( 5.1 ) ( 15.3 ) Total $ 1,397.7 £ 1,134.4 € 1,251.4 (1) The weighted average amortization period for acquired lease intangible assets is 9.9 years. (2) USD-denominated other assets consists of $ 33.7 million of right-of-use assets accounted for as finance leases and $ 14.8 million of financing receivables allocated to sales-leaseback transactions. Sterling-denominated other assets consists of £ 89.4 million of right-of-use assets accounted for as finance leases and £ 3.4 million of financing receivables allocated to sales-leaseback transactions. Euro-denominated other assets consists entirely of € 7.7 million of right-of-use assets under long-term ground leases. (3) The weighted average amortization period for acquired lease intangible liabilities is 13.3 years. (4) USD-denominated other liabilities consists entirely of $ 40.5 million of lease liabilities under financing leases. Sterling-denominated other liabilities consists primarily of £ 2.2 million of lease liabilities under financing leases and £ 2.0 million of other liabilities. Euro-denominated other liabilities consists primarily of € 15.0 million of deferred rent on certain below-market leases. The properties acquired during the year ended December 31, 2025 generated total revenue and net income of $ 145.1 million and $ 41.3 million, respectively. 68 Table of Contents B. Investments in Existing Properties During the year ended December 31, 2025, we capitalized costs of $ 142.7 million on existing properties in our portfolio, consisting of $ 132.9 million for building improvements, $ 9.5 million for re-leasing costs, and $ 0.3 million for recurring capital expenditures. In comparison, during the year ended December 31, 2024, we capitalized costs of $ 122.9 million on existing properties in our portfolio, consisting of $ 113.9 million for building improvements, $ 8.6 million for re-leasing costs, and $ 0.4 million for recurring capital expenditures. C. Properties with Existing Leases The value of the in-place and above-market leases is recorded to 'Lease intangible assets, net' on our consolidated balance sheets, and the value of the below-market leases is recorded to 'Lease intangible liabilities, net' on our consolidated balance sheets. The values of the in-place leases are amortized as depreciation and amortization expense. The amounts amortized to expense for all of our in-place leases for the years ended December 31, 2025, 2024, and 2023 were $ 885.7 million, $ 870.2 million, and $ 651.1 million, respectively. The values of the above-market and below-market leases are amortized over the term of the respective leases, including any bargain renewal options, as an adjustment to rental revenue in our consolidated statements of income and comprehensive income. The amounts amortized as a net decrease to rental revenue for capitalized above-market and below-market leases for the years ended December 31, 2025, 2024, and 2023 were $ 19.0 million, $ 34.7 million, and $ 61.5 million, respectively. The following table presents the estimated impact during the next five years and thereafter related to the amortization of the above-market and below-market lease intangibles and the amortization of the in-place lease intangibles as of December 31, 2025 (in thousands): Net increase (decrease) to rental revenue Increase to amortization expense 2026 $ ( 40,971 ) $ 749,582 2027 ( 39,956 ) 636,037 2028 ( 30,879 ) 538,737 2029 ( 26,966 ) 462,262 2030 ( 15,094 ) 388,597 Thereafter 340,165 1,632,199 Total $ 186,299 $ 4,407,414 D. Gain on Sales of Real Estate The following table summarizes our properties sold during the periods indicated below (dollars in millions): Years ended December 31, 2025 2024 2023 Number of properties 425 294 121 Net sales proceeds $ 744.0 $ 589.5 $ 117.4 Gain on sales of real estate $ 177.6 $ 117.3 $ 25.7 69 Table of Contents 5. Investments in Unconsolidated Entities The following is a summary of our investments in unconsolidated entities for the periods indicated below (dollars in thousands): Ownership % Number of Properties Carrying Amount (1) of Investment as of Equity in earnings of unconsolidated entities Years ended December 31, As of December 31, 2025 December 31, 2025 December 31, 2024 2025 2024 2023 Data Center Joint Venture 80.0 % 2 $ 293,073 $ 299,165 $ 11,310 $ 6,940 $ — Bellagio Las Vegas Joint Venture - Common Equity Interest 21.9 % 1 253,625 274,057 2,026 ( 980 ) 2,139 Bellagio Las Vegas Joint Venture - Preferred Equity Interest n/a n/a 650,000 650,000 — — — Passport Park Joint Venture 95.0 % 3 59,758 6,477 ( 6 ) — — Industrial Partnerships n/a n/a — — — 1,833 407 Total investment in unconsolidated entities $ 1,256,456 $ 1,229,699 $ 13,330 $ 7,793 $ 2,546 (1) As of December 31, 2025, the total carrying amount of the investments exceeded the underlying equity in net assets (i.e., basis difference) by $ 8.6 million. This basis difference is primarily due to the capitalized interest related to the data center and passport park development joint ventures. A. Data Center Joint Venture We own an 80.0 % equity interest in a joint venture that we formed with Digital Realty Trust, Inc. in November 2023. As we do not control this VOE, we account for our investment under the equity method. This joint venture is expanding the capacity of its two data centers for the existing client, and our pro-rata share of the remaining estimated costs for this second phase of the development was $ 216.8 million as of December 31, 2025. B. Bellagio Las Vegas Joint Venture Interests The joint venture we formed with Blackstone Real Estate Income Trust ("Blackstone") owns a 95.0 % equity interest in the real estate of The Bellagio Las Vegas. We made an initial investment in October 2023, including $ 301.4 million of common equity for an indirect interest of 21.9 % in the property and a $ 650.0 million preferred equity interest. During the years ended December 31, 2025, 2024, and 2023, we recognized interest income of $ 52.7 million, $ 52.8 million, and $ 13.0 million, respectively, for 8.1 % preferential cumulative distributions, included within 'Other' revenue in our consolidated statements of income and comprehensive income. The unconsolidated entity had total debt outstanding of $ 3.0 billion as of December 31, 2025, all of which was non-recourse to us with limited customary exceptions. We have determined that this joint venture is a VIE, and we are not the primary beneficiary as we do not have power to direct activities that most significantly impact the joint venture's economic performance. As a holder of preferred interests, we do not receive any additional voting rights, nor do we have conversion and redemption rights. Our maximum exposure to loss associated with this VIE is limited to our common and preferred equity investments. C. Passport Park Joint Venture In November 2024, we established a joint venture with Trammell Crow Company ("TCC") to develop and operate three industrial facilities in Irving, Texas. As of December 31, 2025, we held a 95.0 % common equity interest in the joint venture with $ 39.4 million in preferred equity. We have committed to investing an additional $ 105.5 million for development of the three industrial facilities. We have determined that we are not the primary beneficiary of this VIE because significant activities affecting economic performance are shared. TCC is the managing member, and we do not have substantive kick-out rights. We will continuously evaluate whether we are the primary beneficiary as power to direct significant activities can change during the joint venture's life. Our maximum loss exposure is limited to our common and preferred equity investments and committed funding. D. Industrial Partnerships All seven assets held by our industrial partnerships were sold during the year ended December 31, 2022. During the years ended December 31, 2024 and 2023, equity in earnings was primarily related to the resolution of income tax disputes and resulting distribution of cash the partnership had reserved for possible tax payments. 70 Table of Contents 6. Investment in Preferred Equity During the three months ended December 31, 2025, we acquired an $ 800.0 million noncontrolling, perpetual preferred equity interest in the real estate assets of CityCenter Las Vegas. The underlying partnership that owns the real estate assets is a VIE. Blackstone retained 100 % of the common equity ownership of the partnership, and MGM Resorts International continues to operate the properties. We are not the primary beneficiary of the VIE because we do not have the power to direct the activities that most significantly impact the VIE's economic performance. Accordingly, the partnership is not consolidated. Our involvement with the VIE is limited to our investment in preferred equity, which is presented within 'Other assets, net' on our consolidated balance sheets. Our maximum exposure to loss is limited to the carrying value of the investment, as we do not provide financial support to the VIE beyond our contractual investment. As of December 31, 2025, the 'Investment in preferred equity' balance was $ 800.5 million, including $ 0.5 million of direct transaction costs. The preferred equity provides for a cumulative preferred return at an initial rate of 7.4 %, payable monthly in arrears. The preferred return is subject to scheduled rate increases starting on the fifth anniversary of closing. Blackstone may cause the partnership to redeem all or a portion of the preferred equity investment, and we may require redemption upon the occurrence of specified events. Early redemptions are subject to early redemption fees based on the timing and circumstances of the redemption, equal to 3.0 % if redeemed prior to the first anniversary of closing, 2.0 % if redeemed after the first anniversary and prior to the fourth anniversary, and no premium thereafter. Upon redemption, if we have not received an 8.325 % unlevered internal rate of return on the redeemed amount, we will receive a make-whole payment to ensure that such return is achieved. Preferred return income is determined by applying the contractual rate to the outstanding preferred equity balance, including any accrued but unpaid cumulative preferred return, which increases the carrying value of the investment. During the year ended December 31, 2025, we recognized $ 3.7 million of preferred return income related to the investment, which is included within 'Other revenue' in our consolidated statements of income and comprehensive income. 7. Investments in Loans and Financing Receivables A. Loans The following table presents information about our loans as of December 31, 2025 and 2024 (dollars in millions): December 31, 2025 Loan Type Maturity Interest Rates Principal Amortized Cost Allowance Carrying Amount (2) Senior Secured Notes Receivable October 2029 - July 2031 8.00 % - SONIA (1) + 6.03 % $ 1,250.4 $ 1,241.3 $ ( 27.2 ) $ 1,214.1 Mortgage Loans June 2028 - September 2038 7.50 % - 8.50 % 256.2 256.4 ( 0.2 ) 256.2 Unsecured and Other Loans December 2026 - December 2028 10.25 % - 11.00 % 214.7 214.9 ( 3.1 ) 211.8 Total $ 1,721.3 $ 1,712.6 $ ( 30.5 ) $ 1,682.1 December 31, 2024 Loan Type Maturity Interest Rates Principal Amortized Cost Allowance Carrying Amount (2) Senior Secured Notes Receivable October 2029 - November 2030 8.125 % - SONIA+ 5.75 % $ 803.7 $ 797.2 $ ( 11.4 ) $ 785.8 Mortgage Loan September 2038 8.37 % 33.5 33.5 — 33.5 Unsecured Loan December 2026 11.00 % 11.0 10.1 ( 0.9 ) 9.2 Total $ 848.2 $ 840.8 $ ( 12.3 ) $ 828.5 (1) Sterling Overnight Indexed Average (“SONIA”) (2) As of December 31, 2025 and 2024, the total carrying amount of the investment in loans excluded accrued interest of $ 27.8 million and $ 13.8 million, respectively, which is presented in 'Other assets, net' on our consolidated balance sheets. 2025 Activity In July 2025, we acquired EUR-denominated senior secured notes at par value with a principal amount of € 100.0 million. The interest-only notes mature in July 2031 and bear interest at a fixed rate of 8.00 %. 71 Table of Contents In July 2025, we acquired GBP-denominated senior secured notes with a principal amount of £ 200.0 million. The interest-only notes mature in November 2030 and bear interest at SONIA plus a margin ranging from 4.50 % to 5.25 %, based on the borrower's leverage ratio, and a credit adjustment spread of 0.11 %. As of December 31, 2025, the all-in margin was determined to be 5.36 %. We paid £ 197.0 million for the notes and accounted for the discount at amortized cost. In June 2025, we invested £ 121.5 million in a mortgage loan secured by an office property in London which provides for additional funding commitments of £ 20.5 million. The interest-only loan bears a fixed interest rate of 7.50 % and matures in June 2030. As of December 31, 2025, the remaining additional funding commitments were £ 17.8 million. In June 2025, we invested £ 40.3 million in a mortgage loan secured by a logistics property in the U.K. which provides for additional funding commitments of £ 8.5 million. The interest-only loan bears a fixed interest rate of 7.50 % and matures in June 2028, with one 12-month extension option available. As of December 31, 2025, the remaining additional funding commitments were £ 7.5 million. In February 2025, we invested in a $ 200.0 million loan, maturing in December 2028 with two 12-month extension options. This interest-only loan bears interest at either a cash rate of 10.25 % or a payment-in-kind rate of 10.75 %. We paid $ 199.8 million for this loan and incurred $ 1.1 million in origination costs. 2024 Activity In December 2024, we acquired a senior secured note with a principal amount of £ 200.0 million. The interest-only note matures in November 2030 and bears interest at SONIA plus all-in rate of 5.36 %. The Company paid £ 199.0 million for the note and accounted for the discount at amortized cost. In September 2024, our interest in a loan with a carrying amount of $ 5.3 million, which was acquired in conjunction with the Merger, was transferred to a third-party buyer. As a result of this transfer, we recorded a loss of $ 1.5 million, presented in 'Other income, net' in our consolidated statements of income and comprehensive income. In May 2024, we acquired a senior secured note, maturing in May 2030, with a principal amount of £ 300.0 million. The interest-only note bears interest at a fixed rate of 8.125 % and is callable at par beginning in May 2026. In April 2024, a $ 33.0 million secured loan to an operator of Emagine Theaters, assumed in the Spirit merger, was repaid in full. In January 2024, in conjunction with the Merger, we acquired an 11.0 % fixed-rate, unsecured loan with a principal amount of $ 11.0 million. This interest-only loan was recorded at its acquisition-date fair value of $ 9.8 million and matures in December 2026. 2023 Activity In November 2023, we acquired a senior secured note with a principal amount of £ 142.0 million. The interest-only note matures in October 2029 and bears interest that has been adjusted to SONIA plus 5.75 % and a credit adjustment spread of 0.28 % as of December 31, 2025. The Company paid £ 136.7 million for the note and accounted for the discount at amortized cost. In October 2023, we issued a $ 33.5 million mortgage loan which is collateralized by nine automotive service properties located across seven different states. The interest-only loan bears interest at 8.37 % subject to annual increases and matures in October 2038. B. Financing Receivables The following table presents information about our investments in sale-leaseback transactions accounted for as financing receivables in accordance with ASC 842, Leases, as of December 31, 2025 and 2024 (dollars in millions): Carrying Value as of Maturity December 31, 2025 December 31, 2024 Financing receivables, net 2026 - 2050 $ 1,574.6 $ 1,609.0 Total $ 1,574.6 $ 1,609.0 72 Table of Contents C. Allowance for Credit Losses The following table summarizes the activity within the allowance for credit losses related to loans and financing receivable through December 31, 2025 (in millions): Loans Receivable Financing Receivable Total Allowance for credit losses as of December 31, 2023 $ 2.5 $ 2.4 $ 4.9 Provisions for credit losses (1) 10.0 96.8 106.8 Initial allowance for PCD assets (2) 1.8 — 1.8 Write-offs (2) ( 1.8 ) — ( 1.8 ) Foreign currency remeasurement ( 0.2 ) — ( 0.2 ) Allowance for credit losses as of December 31, 2024 $ 12.3 $ 99.2 $ 111.5 Provisions for credit losses (1) 17.3 19.5 36.8 Write-offs (3) — ( 40.4 ) ( 40.4 ) Foreign currency remeasurement 0.9 0.1 1.0 Allowance for credit losses as of December 31, 2025 $ 30.5 $ 78.4 $ 108.9 (1) Provisions for credit losses on loans receivable during the year ended December 31, 2024 and 2025 were primarily attributable to initial expected credit losses on loans acquired during the respective years. The increase in credit losses on financing receivables during those years were primarily attributable to deterioration in the creditworthiness of certain clients. (2) Relates to an initial expected credit loss of $ 1.8 million for a purchased credit deteriorated loan we acquired in conjunction with the Merger and subsequently sold in September 2024. (3) Write-offs during the year ended December 31, 2025 were related to lease amendments made to facilitate two clients' reorganization plans. 73 Table of Contents 8. Credit Facilities and Commercial Paper Programs A. RI Credit Facilities In April 2025, we entered into new $ 4.0 billion unsecured multicurrency revolving credit facilities, to amend and restate our previous $ 4.25 billion unsecured revolving credit facility. Our new revolving credit facilities include (a) a $ 2.0 billion unsecured multicurrency revolving credit facility, consisting of two tranches, that will mature in April 2027 and (b) a $ 2.0 billion unsecured multicurrency revolving credit facility, consisting of two tranches, that will mature in April 2029 (collectively, the “RI Credit Facilities”). The RI Credit Facilities also include two six-month extensions for each facility, which can be exercised at our option. The RI Credit Facilities allow us to borrow (a) under the two-year revolving credit facility (i) in up to four currencies (including USD) under a $ 1.5 billion tranche thereunder and (ii) in up to 15 currencies (including USD) under a $ 500.0 million tranche thereunder, and (b) under the four-year revolving credit facility (i) in up to four currencies (including USD) under a $ 1.5 billion tranche thereunder and (ii) in up to 15 currencies (including USD) under a $ 500.0 million tranche thereunder. The aggregate capacity of the RI Credit Facilities can be increased to up to $ 5.0 billion pursuant to an accordion expansion feature, which is subject to obtaining lender commitments. Under the RI Credit Facilities, our investment grade credit ratings as of December 31, 2025 provide for (i) USD borrowings at the Secured Overnight Financing Rate (“SOFR”) plus 0.725 % and (ii) British Pound Sterling ("GBP") borrowings at the SONIA plus 0.725 %, and (iii) EURO ("EUR") borrowings at EURIBOR plus 0.725 %. A revolving credit facility commitment fee of 0.125 % is payable on the total commitment amount. The credit agreement also provides flexibility to elect different interest rate tenors or daily rate options for each currency tranche. As of December 31, 2025, we had a borrowing capacity of $ 2.7 billion available on our RI Credit Facilities (subject to customary conditions to borrowing) and an outstanding balance of $ 1.3 billion, including £ 597.0 million GBP and € 444.0 million EUR borrowings. As of December 31, 2024, under our previous revolving credit facility, we had an outstanding balance of $ 1.1 billion, including £ 376.0 million GBP and € 572.0 million EUR borrowings. The weighted average interest rate on outstanding borrowings under our RI Credit Facilities was 4.3 % during the year ended December 31, 2025. The weighted average interest rate on outstanding borrowings under our previous revolving credit facility was 5.7 % during the year ended December 31, 2024. As of December 31, 2025, the weighted average interest rate on outstanding borrowings under our RI Credit Facilities was 3.7 %. As of December 31, 2025, origination costs of $ 19.0 million for RI Credit Facilities are included in 'Other assets, net', as compared to $ 7.3 million related to our previous revolving credit facility as of December 31, 2024, on our consolidated balance sheets. These costs are being amortized over the remaining term of our RI Credit Facilities. B. Fund Credit Facilities In connection with the closing of the RI Credit Facilities, the Fund entered into a newly-established $ 1.38 billion unsecured credit facility, which provides for (a) up to $ 1.0 billion unsecured revolving credit facility and (b) up to $ 380.0 million unsecured delayed draw term loan which is available to be drawn for twelve months after April 29, 2025 (the "Closing Date") (collectively, the “Fund Credit Facilities”). The revolving credit facility under the Fund Credit Facilities matures in April 2029 and the delayed draw term loan under the Fund Credit Facilities matures in April 2028. The Fund Credit Facilities also include two six-month extensions for each facility, which can be exercised at our option. The aggregate amount under the Fund Credit Facilities can be increased to up to $ 2.0 billion pursuant to an accordion expansion feature, which is subject to obtaining lender commitments. Borrowings under the Fund Credit Facilities bear interest at one-month term SOFR plus 0.725 %. A revolving credit facility commitment fee of 0.125 % is payable on the total commitment amount. In addition, a commitment fee of 0.20 % is payable on undrawn delayed draw term loan commitments. As of December 31, 2025, we had a borrowing capacity of $ 1.2 billion available on our Fund Credit Facilities (subject to customary conditions to borrowing) and an outstanding balance of $ 182.0 million under the unsecured revolving credit facility. The weighted average interest rate on outstanding borrowings under our Fund Credit Facilities was 5.4 % during the year ended December 31, 2025. As of December 31, 2025, the weighted average interest rate on outstanding borrowings under our Fund Credit Facilities was 5.6 %. As of December 31, 2025, origination costs of $ 6.2 million for the Fund Credit Facilities are included in 'Other assets, net' on our consolidated balance sheets, and are being amortized over the remaining term of the facilities. An additional $ 3.0 million was allocated to the delayed draw term loan arrangement and will not be amortized until the loan is drawn. 74 Table of Contents C. Commercial Paper Programs We have a USD-denominated unsecured commercial paper program, under which we may issue unsecured commercial paper notes up to a maximum aggregate amount outstanding of $ 1.5 billion, as well as a EUR-denominated unsecured commercial paper program, which permits us to issue additional unsecured commercial notes up to a maximum aggregate amount of $ 1.5 billion (or foreign currency equivalent). Our EUR-denominated unsecured commercial paper program may be issued in USD or various foreign currencies, including but not limited to, EUR, GBP, Swiss Francs, Yen, Canadian Dollars, and Australian Dollars, in each case, pursuant to customary terms in the European commercial paper market. The commercial paper ranks pari passu in right of payment with all of our other unsecured senior indebtedness outstanding, exclusive of unexchanged bonds from our merger with VEREIT, Inc. (“VEREIT”) in 2021 and unexchanged Spirit bonds, including borrowings under our revolving credit facilities, our term loans and our outstanding senior unsecured notes (and is structurally subordinated to all our subsidiary debt). Proceeds from commercial paper borrowings are used for general corporate purposes. As of December 31, 2025, the balance of borrowings outstanding under our commercial paper programs totaled $ 516.8 million, including $ 39.0 million of USD borrowings and € 407.0 million of EUR borrowings, compared to $ 67.3 million outstanding commercial paper borrowings, comprised entirely of € 65.0 million of EUR borrowings, as of December 31, 2024. The weighted average interest rate on outstanding borrowings under our commercial paper programs was 2.3 % and 4.6 % for the years ended December 31, 2025 and 2024, respectively. We use our revolving credit facilities as a liquidity backstop for the repayment of the notes issued under the commercial paper programs. The commercial paper borrowings generally carry a term of less than a year. We regularly review our credit facilities and commercial paper programs and may seek to extend, renew, or replace our credit facilities and commercial paper programs, to the extent we deem appropriate. D. Financial Covenants Our credit facilities are subject to various leverage and interest coverage ratio limitations, and as of December 31, 2025, we were in compliance with the covenants under our credit facilities. 9. Term Loans In November 2025, we entered into a term loan agreement that amends and restates the previous agreement governing our $ 1.5 billion multi-currency term loan, dated January 6, 2023. The agreement provides for a £ 900.0 million Sterling-denominated term loan facility that will initially mature in January 2028, before giving effect to one twelve-month extension option. As of December 31, 2025, we had an outstanding balance of $ 1.2 billion. Our A3/A- credit ratings provide for a borrowing rate of 80 basis points over the applicable benchmark rate, which includes adjusted SOFR for USD-denominated loans and adjusted SONIA for GBP-denominated loans. In conjunction with the closing, we executed variable-to-fixed interest rate swaps, which fix the weighted average per annum interest rate at 4.3 % over the two-year term. In January 2024, in connection with the Merger, we entered into an amended and restated term loan agreement that replaced Spirit's then-existing term loans with various lenders. Pursuant to the agreement, we borrowed an aggregate of $ 800.0 million, $ 300.0 million of which was repaid upon its maturity in August 2025. The remaining $ 500.0 million, due August 2027, is subject to interest rate swaps that fix the effective interest rate at 3.3 %. We also entered into an amended and restated term loan agreement pursuant to which we borrowed $ 500.0 million, which was repaid upon its maturity in June 2025. Deferred financing costs were $ 9.4 million as of December 31, 2025 and are included net of the term loans' principal balance, as compared to $ 2.2 million as of December 31, 2024 on our consolidated balance sheets. These costs are being amortized over the remaining term of the term loans. As of December 31, 2025, we were in compliance with the covenants contained in the term loans. 75 Table of Contents 10. Mortgages Payable During the year ended December 31, 2025, we made $ 44.6 million in principal payments, including the full repayment of three mortgages for $ 42.9 million. No mortgages were assumed during the year ended December 31, 2025. Our mortgages contain customary covenants, such as limiting our ability to further mortgage each applicable property or to discontinue insurance coverage without the prior consent of the lender. As of December 31, 2025, we were in compliance with these covenants. The following table summarizes our mortgages payable as of December 31, 2025 and 2024 (dollars in millions): As Of Number of Properties (1) Weighted Average Stated Interest Rate Weighted Average Effective Interest Rate Weighted Average Remaining Years Until Maturity Remaining Principal Balance Unamortized Discount and Deferred Financing Costs Balance, net Mortgages Payable Balance December 31, 2025 14 4.9 % 5.9 % 1.8 $ 37.9 $ ( 0.1 ) $ 37.8 December 31, 2024 17 4.0 % 4.5 % 1.4 $ 81.3 $ ( 0.5 ) $ 80.8 (1) As of December 31, 2025, there were eight mortgages on 14 properties and as of December 31, 2024, there were 11 mortgages on 17 properties. The mortgages require monthly payments with principal payments due at maturity. As of December 31, 2025 and 2024, all mortgages were at fixed interest rates. The following table summarizes the maturity of mortgages payable as of December 31, 2025, excluding $ 0.1 million related to unamortized net discounts and deferred financing costs (dollars in millions): Year of Maturity Principal 2026 $ 12.0 2027 22.3 2028 1.3 2029 1.3 2030 1.0 Thereafter — Total $ 37.9 11. Notes Payable A. General As of December 31, 2025, our senior unsecured notes and bonds are USD-denominated, GBP-denominated, and EUR-denominated. Foreign-denominated notes are converted at the applicable exchange rate on the balance sheet date. The following are sorted by maturity date (in thousands): Carrying Value (USD) as of Maturity Dates Principal (Currency Denomination) December 31, 2025 December 31, 2024 3.875 % Notes due 2025 April 15, 2025 $ 500,000 $ — $ 500,000 4.625 % Notes due 2025 November 1, 2025 $ 549,997 — 549,997 5.050 % Notes due 2026 January 13, 2026 $ 500,000 500,000 500,000 0.750 % Notes due 2026 March 15, 2026 $ 325,000 325,000 325,000 4.875 % Notes due 2026 June 1, 2026 $ 599,997 599,997 599,997 4.450 % Notes due 2026 September 15, 2026 $ 299,968 299,968 299,968 4.125 % Notes due 2026 October 15, 2026 $ 650,000 650,000 650,000 1.875 % Notes due 2027 (1) January 14, 2027 £ 250,000 336,400 312,975 3.000 % Notes due 2027 January 15, 2027 $ 600,000 600,000 600,000 3.200 % Notes due 2027 January 15, 2027 $ 299,984 299,984 299,984 1.125 % Notes due 2027 (1) July 13, 2027 £ 400,000 538,240 500,760 76 Table of Contents Carrying Value (USD) as of Maturity Dates Principal (Currency Denomination) December 31, 2025 December 31, 2024 3.950 % Notes due 2027 August 15, 2027 $ 599,873 599,873 599,873 3.650 % Notes due 2028 January 15, 2028 $ 550,000 550,000 550,000 3.400 % Notes due 2028 January 15, 2028 $ 599,816 599,816 599,816 2.100 % Notes due 2028 March 15, 2028 $ 449,994 449,994 449,994 2.200 % Notes due 2028 June 15, 2028 $ 499,959 499,959 499,959 4.700 % Notes due 2028 December 15, 2028 $ 400,000 400,000 400,000 3.950 % Notes due 2029 February 1, 2029 $ 400,000 400,000 — 4.750 % Notes due 2029 February 15, 2029 $ 450,000 450,000 450,000 3.250 % Notes due 2029 June 15, 2029 $ 500,000 500,000 500,000 4.000 % Notes due 2029 July 15, 2029 $ 399,999 399,999 399,999 5.000 % Notes due 2029 (1) October 15, 2029 £ 350,000 470,960 438,165 3.100 % Notes due 2029 December 15, 2029 $ 599,291 599,291 599,291 3.400 % Notes due 2030 January 15, 2030 $ 500,000 500,000 500,000 4.850 % Notes due 2030 March 15, 2030 $ 600,000 600,000 600,000 3.160 % Notes due 2030 June 30, 2030 £ 140,000 188,384 175,266 4.875 % Notes due 2030 (1) July 6, 2030 € 550,000 645,711 569,415 1.625 % Notes due 2030 (1) December 15, 2030 £ 400,000 538,240 500,760 3.250 % Notes due 2031 January 15, 2031 $ 950,000 950,000 950,000 3.200 % Notes due 2031 February 15, 2031 $ 449,995 449,995 449,995 3.375 % Notes due 2031 (1) June 20, 2031 € 650,000 763,113 — 5.750 % Notes due 2031 (1) December 5, 2031 £ 300,000 403,680 375,570 2.700 % Notes due 2032 February 15, 2032 $ 350,000 350,000 350,000 3.180 % Notes due 2032 June 30, 2032 £ 345,000 464,232 431,906 5.625 % Notes due 2032 October 13, 2032 $ 750,000 750,000 750,000 2.850 % Notes due 2032 December 15, 2032 $ 699,655 699,655 699,655 4.500 % Notes due 2033 February 1, 2033 $ 400,000 400,000 — 1.800 % Notes due 2033 March 15, 2033 $ 400,000 400,000 400,000 1.750 % Notes due 2033 (1) July 13, 2033 £ 350,000 470,960 438,165 4.900 % Notes due 2033 July 15, 2033 $ 600,000 600,000 600,000 5.125 % Notes due 2034 February 15, 2034 $ 800,000 800,000 800,000 2.730 % Notes due 2034 May 20, 2034 £ 315,000 423,864 394,348 5.125 % Notes due 2034 (1) July 6, 2034 € 550,000 645,711 569,415 5.875 % Bonds due 2035 March 15, 2035 $ 250,000 250,000 250,000 5.125 % Notes due 2035 April 15, 2035 $ 600,000 600,000 — 3.875 % Notes due 2035 (1) June 20, 2035 € 650,000 763,113 — 3.390 % Notes due 2037 June 30, 2037 £ 115,000 154,744 143,969 6.000 % Notes due 2039 (1) December 5, 2039 £ 450,000 605,520 563,355 5.250 % Notes due 2041 (1) September 4, 2041 £ 350,000 470,960 438,165 2.500 % Notes due 2042 (1) January 14, 2042 £ 250,000 336,400 312,975 4.650 % Notes due 2047 March 15, 2047 $ 550,000 550,000 550,000 5.375 % Notes due 2054 September 1, 2054 $ 500,000 500,000 500,000 Total principal amount $ 25,343,763 $ 22,938,737 Unamortized net discounts and deferred financing costs ( 311,816 ) ( 281,145 ) $ 25,031,947 $ 22,657,592 (1) Interest paid annually. Interest on the remaining senior unsecured notes and bond obligations included in the table is paid semi-annually. 77 Table of Contents The following table summarizes the maturity of our notes and bonds payable as of December 31, 2025, excluding unamortized net discounts, deferred financing costs (dollars in millions): Year of Maturity Principal 2026 $ 2,375.0 2027 2,374.5 2028 2,499.8 2029 2,820.3 2030 2,472.3 Thereafter 12,801.9 Total $ 25,343.8 As of December 31, 2025, the weighted average interest rate on our notes and bonds payable was 3.8 %, and the weighted average remaining years until maturity was 6.0 years. Interest incurred on the notes and bonds was $ 938.1 million, $ 840.3 million, and $ 598.6 million for the years ended December 31, 2025, 2024, and 2023, respectively. Our outstanding notes and bonds are unsecured; accordingly, we have not pledged any assets as collateral for these or any other obligations. The notes and bonds contain various covenants, including: (i) a limitation on incurrence of any debt which would cause our debt to total adjusted assets ratio to exceed 60 %; (ii) a limitation on incurrence of any secured debt which would cause our secured debt to total adjusted assets ratio to exceed 40 %; (iii) a limitation on incurrence of any debt which would cause our debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of total unencumbered assets not less than 150 % of our outstanding unsecured debt. As of December 31, 2025, we were in compliance with these covenants. B. Note Issuances During the year ended December 31, 2025, we issued the following notes and bonds: 2025 Issuances Date of Issuance Maturity Date Principal amount (in millions) Price of par value Effective yield to maturity 5.125 % Notes April 2025 April 2035 $ 600.0 98.37 % 5.337 % 3.375 % Notes June 2025 June 2031 € 650.0 99.57 % 3.456 % 3.875 % Notes June 2025 June 2035 € 650.0 99.55 % 3.930 % 3.950 % Notes October 2025 February 2029 $ 400.0 99.41 % 4.143 % 4.500 % Notes October 2025 February 2033 $ 400.0 98.87 % 4.685 % C. Note Repayments During the year ended December 31, 2025, we repaid the following notes, plus accrued and unpaid interest, upon maturity: 2025 Repayments Date of Issuance Maturity Date Principal amount (in millions) 3.875 % Notes April 2018 April 2025 $ 500.0 4.625 % Notes October 2018 November 2025 $ 550.0 12. Noncontrolling Interests As of December 31, 2025, we have 12 entities with noncontrolling interests that we consolidate, including our U.S. Private Fund Business, Realty Income, L.P., and interests in consolidated property partnerships not wholly-owned by us. During the year ended December 31, 2025, we launched an open-end, perpetual life private fund, which is consolidated by Realty Income. In September 2025, we held an initial closing raising $ 716.0 million of third-party investor commitments, of which $ 486.4 million was called during the three months ended December 31, 2025. As of the closing date, the Fund’s seed portfolio was comprised of 183 properties contributed by Realty Income. As of December 31, 2025, we owned approximately 69 % of the outstanding limited partnership interests in the Fund. 78 Table of Contents The Fund issues limited partnership ("LP") units to investors, none of which hold voting rights. As the Fund's General Partner ("GP"), Realty Income manages all investment and operational decisions. The Fund aims to make quarterly, pro-rata distributions to partners, as determined by the GP, based on their percentage interests. LP units are not mandatorily redeemable, and investors do not have the right to require redemption. Any redemption of LP units may occur only at the sole discretion of the GP. After evaluating the terms of the partnership agreement, including the absence of mandatory redemption features, and the GP’s discretion over the redemptions, we determined that the LP units meet the requirements for classification as permanent equity. With respect to Realty Income, L.P., as of December 31, 2025, outstanding common partnership units in our operating partnership represented a 9.95 % ownership interest. We hold the remaining 90.05 % interest and consolidate the entity. None of our common partnership units have voting rights. Common partnership units are entitled to monthly distributions equal to the amount paid to common stockholders of Realty Income, and are redeemable in cash or Realty Income common stock, at our option, and at a conversion ratio of 1.02934 . These issuances with redemption provisions that permit the issuer to settle in either cash or common stock, at the option of the issuer, were evaluated to determine whether temporary or permanent equity classification on the balance sheet was appropriate. We determined that the units meet the requirements to qualify for presentation as permanent equity. The following table represents the change in the carrying value of all noncontrolling interests through December 31, 2025 (in thousands): U.S. Private Fund Business Realty Income, L.P. units (1) Other Noncontrolling Interests Total Carrying value as of December 31, 2023 $ — $ 114,072 $ 51,430 $ 165,502 Contributions — — 2,022 2,022 Distributions — ( 6,810 ) ( 3,588 ) ( 10,398 ) Allocation of net income — 5,898 671 6,569 Issuance of common partnership units — 54,643 ( 7,390 ) 47,253 Carrying value as of December 31, 2024 $ — $ 167,803 $ 43,145 $ 210,948 Contributions 486,400 — 2,055 488,455 Distributions — ( 8,897 ) ( 3,144 ) ( 12,041 ) Allocation of net income 3,963 6,757 473 11,193 Reallocation of equity (2) ( 13,282 ) — — ( 13,282 ) Carrying value as of December 31, 2025 $ 477,081 $ 165,663 $ 42,529 $ 685,273 (1) 2,681,808 units were outstanding as of both December 31, 2025 and 2024. 1,795,167 units were outstanding as of December 31, 2023. (2) Represents the difference between cash received from third-party investors and the resulting change in noncontrolling interests from equity transactions in which we retained control of the Fund. In July 2024, a joint venture partner converted their interests in two consolidated property partnerships into 156,621 common partnership units in Realty Income, LP and we recorded the excess over carrying value of $ 0.8 million as a reduction to common stock and paid in capital. In September 2024, we completed the acquisition of 42 properties by paying cash and by issuing 730,020 common partnership units in Realty Income, LP. As of December 31, 2025, we are considered the primary beneficiary of the U.S. Private Fund Business, Realty Income, L.P. and other VIEs. For further information, see note 1, Summary of Significant Accounting Policies. 13. Fair Value Measurements Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). ASC 820, Fair Value Measurements and Disclosures , sets forth a fair value hierarchy that categorizes inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and lowest priority to unobservable inputs. Categorization within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. 79 Table of Contents • Level 1 – Quoted market prices in active markets for identical assets and liabilities • Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other market-corroborated inputs • Level 3 – Inputs that are unobservable and significant to the overall fair value measurement We evaluate our hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from period to period. Changes in the type of inputs may result in a reclassification for certain assets. We have not historically had changes in classifications and do not expect that changes in classifications between levels will be frequent. The following tables present the carrying values and estimated fair values of financial instruments as of December 31, 2025 and 2024 (in millions): December 31, 2025 Hierarchy Level Carrying Value Level 1 Level 2 Level 3 Assets: Loans receivable $ 1,682.1 $ — $ 1,210.5 $ 474.3 Derivative assets 8.0 — 8.0 — Total assets $ 1,690.1 $ — $ 1,218.5 $ 474.3 Liabilities: Mortgages payable $ 37.9 $ — $ — $ 37.6 Notes and bonds payable 25,343.8 — 23,600.7 1,046.8 Derivative liabilities 205.7 — 205.7 — Total liabilities $ 25,587.4 $ — $ 23,806.4 $ 1,084.4 December 31, 2024 Hierarchy Level Carrying Value Level 1 Level 2 Level 3 Assets: Loans receivable $ 828.5 $ — $ 791.4 $ 43.7 Derivative assets 47.2 — 47.2 — Total assets $ 875.7 $ — $ 838.6 $ 43.7 Liabilities: Mortgages payable $ 81.3 $ — $ — $ 80.0 Notes and bonds payable 22,938.7 — 20,665.5 928.0 Derivative liabilities 81.5 — 81.5 — Total liabilities $ 23,101.5 $ — $ 20,747.0 $ 1,008.0 A. Financial Instruments Not Measured at Fair Value on our Consolidated Balance Sheets The fair value of short-term financial instruments such as cash and cash equivalents, accounts receivable, escrow deposits, accounts payable, distributions payable, revolving credit facilities and commercial paper borrowings, and other liabilities approximate their carrying value in the accompanying consolidated balance sheets, due to their short-term nature. The aggregate fair value of our term loans approximates carrying value due to the frequent repricing of the variable interest rate charged on the borrowing. 80 Table of Contents The following table reflects the carrying amounts and estimated fair values of our financial instruments not measured at fair value on our consolidated balance sheets (in millions): December 31, 2025 December 31, 2024 Carrying value Fair value Carrying value Fair value Loans receivable $ 1,682.1 $ 1,684.8 $ 828.5 $ 835.1 Mortgages payable (1) $ 37.9 $ 37.6 $ 81.3 $ 80.0 Notes and bonds payable (1) $ 25,343.8 $ 24,647.5 $ 22,938.7 $ 21,593.5 (1) Excludes non-cash net premiums and discounts, and deferred financing costs. The estimated fair values of our mortgage loan receivable, unsecured and other loans, private senior secured loans receivable, mortgages payable, and private senior notes payable have been calculated by discounting the future cash flows using an interest rate based upon the relevant input, such as forward interest rate curve, plus an applicable credit-adjusted spread. Because this methodology includes unobservable inputs that reflect our own internal assumptions and calculations, the measurement of estimated fair values related to the named financial instruments are categorized as level 3 of the fair value hierarchy. The estimated fair values of our publicly-traded senior secured loans receivable, publicly-traded senior notes and bonds payable are based upon indicative market prices and recent trading activity of each financial instrument. Because this methodology includes inputs that are less observable by the public and are not necessarily reflected in active markets, the measurement of the estimated fair values related to these financial instruments is categorized as level 2 of the fair value hierarchy. The fair value estimation of secured loans receivable that are not publicly traded similarly incorporates less observable, market-corroborated inputs. B. Financial Instruments Measured at Fair Value on a Recurring Basis For derivative assets and liabilities, we may utilize interest rate swaps, interest rate swaptions, and forward-starting swaps to manage interest rate risk, and cross-currency swaps and foreign currency forwards to manage foreign currency risk. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, spot and forward rates, as well as option volatility. Derivative fair values also include credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although we have determined that the majority of the inputs used to value our derivatives fall within level 2 on the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by ourselves and our counterparties. However, as of December 31, 2025 and 2024, we assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives. As a result, we determined that our derivative valuations in their entirety are classified as level 2. For more details on our derivatives, see note 14, Derivative Instruments . C. Items Measured at Fair Value on a Non-Recurring Basis Impairment of Real Estate Investments Certain financial and nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments only under certain circumstances, such as when an impairment write-down occurs. Depending on impairment triggering events during the applicable period, impairments are typically recorded for properties sold, in the process of being sold, vacant, in bankruptcy, or experiencing difficulties with collection of rent. 81 Table of Contents The following table summarizes our provisions for impairment on real estate investments during the periods indicated below (dollars in millions): Years ended December 31, 2025 2024 2023 Carrying value prior to impairment $ 1,004.0 $ 770.7 $ 194.5 Less: total provisions for impairment of real estate ( 434.5 ) ( 319.0 ) ( 82.2 ) Carrying value after impairment $ 569.5 $ 451.7 $ 112.3 Number of properties: Classified as held for sale 35 17 2 Classified as held for investment 138 88 16 Sold 222 132 94 The valuation of impaired assets is determined using widely accepted valuation techniques including income capitalization approach, using net operating income for each property and applying capitalization rates between 7.8 % and 8.6 %, recent comparable sales transactions, broker opinions of value with discounts based on management judgment, and purchase offers received from third parties, which are level 3 inputs. We may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of such real estate. Estimating future cash flows is highly subjective and estimates can differ materially from actual results. 82 Table of Contents 14. Derivative Instruments In the normal course of business, our operations are exposed to economic risks from interest rates and foreign currency exchange rates. We may enter into derivative financial instruments to offset these underlying economic risks. Derivatives Designated as Hedging Instruments - Cash Flow Hedges We enter into foreign currency forward contracts to sell GBP and buy USD to hedge the foreign currency risk on interest payments on intercompany loans denominated in GBP. There are no amounts excluded from the assessment of hedge effectiveness for cash flow hedges of foreign exchange risk. We also execute variable-to-fixed interest rate swaps and use interest rate swaption agreements to add stability to interest expense and to manage our exposure to interest rate movements associated with our term loans or forecasted transactions. If it becomes probable that a forecasted transaction will not occur within the specific time period or within an additional two-month period thereafter, any related amounts deferred in AOCI are recognized immediately in earnings. During the years ended December 31, 2025, and 2024, n o such amounts were recognized through the caption entitled 'Interest' in our consolidated statements of income and comprehensive income. Derivatives Designated as Hedging Instruments - Fair Value Hedges Periodically, we enter into and designate fixed-to-floating interest rate swaps to manage interest rate risk by managing our mix of fixed-rate and variable-rate debt. These swaps involve the receipt of fixed-rate amounts for variable interest rate payments over the life of the swaps without exchange of the underlying principal amount. We also designate some of our cross-currency swaps as fair value hedges as we use them to hedge foreign currency risk associated with changes in spot rates on foreign-denominated intercompany receivables and third-party debt. For these hedging instruments, we have elected to exclude the change in fair value of the cross-currency swaps attributable to the difference between the spot and forward prices from the assessment of hedge effectiveness (the "excluded component"). Changes in the fair value of the cross-currency swaps attributable to these excluded components are recorded to other comprehensive income and subsequently recognized in 'Foreign currency and derivative (loss) gain, net' on a systematic and rational basis, as net cash settlements and interest accruals on the respective cross currency swaps occur, over the remaining life of the hedging instruments. Derivatives Designated as Hedging Instruments - Net Investment Hedges To mitigate the foreign currency exchange rate variations associated with our investment in EUR-denominated foreign operations, we may enter into derivative instruments, such as cross-currency swaps that qualify as net investment hedges under the criteria prescribed in accordance with ASC 815-20, Hedging - General . We use the spot method of assessing hedge effectiveness and apply the consistent election to the excluded component by recognizing changes in the fair value of the hedging instruments attributable to the excluded component in the same manner as described above. Any difference between the change in the fair value of the excluded components and the amounts recognized in earnings is reported in other comprehensive income as part of the foreign cumulative translation adjustment. The gain or loss on the portion of the derivative instruments included in the assessment of effectiveness is reported in other comprehensive income as part of the 'Foreign currency translation adjustment' line item, to the extent the relationship is highly effective. If our net investment changes during a reporting period, the hedge relationship will be assessed for whether a de-designation is warranted (only if the hedge notional amount is outside of prescribed tolerance). Further, certain EUR-denominated bonds and borrowings under our revolving credit facilities and term loans may also be designated as, and are effective as, net investment hedges. Changes in the value of such borrowings, related to changes in the spot rates, will be recorded in the same manner as foreign currency translation adjustments. As of December 31, 2025, the total principal amount of foreign currency debt obligations designated as net investment hedges was $ 148.2 million. Derivatives Not Designated as Hedging Instruments We enter into foreign currency exchange swap agreements to reduce the effects of currency exchange rate fluctuations between the USD, our reporting currency, and GBP, EUR, and Polish Zloty. These derivative contracts generally mature within one year and are not designated as hedge instruments for accounting purposes. As the currency exchange swap is not accounted for as a hedging instrument, the change in fair value is recorded in earnings through the caption entitled 'Foreign currency and derivative (loss) gain, net' in our consolidated statements of income and comprehensive income. 83 Table of Contents The following table summarizes the terms and fair values of our derivative financial instruments as of December 31, 2025 and 2024 (dollars in millions): Derivative Type Number of Instruments (1) Notional Amount as of Weighted Average Strike Rate (2) Maturity Date (3) Fair Value - asset (liability) as of Derivatives Designated as Hedging Instruments December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Interest rate swaps (4) 10 $ 2,105.0 $ 2,180.0 3.47 % Jan 2026 - Jan 2028 $ 5.1 $ 24.3 Cross-currency swaps - Fair Value 8 720.0 320.0 (5) Feb 2029 - Oct 2032 ( 81.0 ) ( 42.2 ) Cross-currency swaps - Net Investment 3 280.0 280.0 (6) Oct 2032 ( 66.1 ) ( 37.6 ) Foreign currency forwards 54 519.7 349.5 (7) Jan 2026 - Jul 2027 ( 8.7 ) 9.3 $ 3,624.7 $ 3,129.5 $ ( 150.7 ) $ ( 46.2 ) Derivatives not Designated as Hedging Instruments Currency exchange swaps 5 $ 2,972.8 $ 1,725.3 (8) Jan 2026 $ ( 47.0 ) $ 11.8 $ 2,972.8 $ 1,725.3 $ ( 47.0 ) $ 11.8 Total of all Derivatives $ 6,597.5 $ 4,854.8 $ ( 197.7 ) $ ( 34.4 ) (1) This column represents the number of instruments outstanding as of December 31, 2025. (2) Weighted average strike rate is calculated using the notional value as of December 31, 2025. (3) This column represents maturity dates for instruments outstanding as of December 31, 2025. (4) During the year ended December 31, 2025, we entered into five variable-to-fixed interest rate swaps in connection with our GBP-denominated term loan maturing in 2028 and designated these derivatives as cash flow hedges of the underlying interest rate risk. In addition, five other variable-to-fixed interest rate swaps, which were assumed in connection with the Merger, continue to be designated as cash flow hedges of the related assumed term loans . (5) USD fixed rate of 5.625 % and EUR weighted average fixed rate of 4.520 %. (6) USD fixed rate of 5.625 % and EUR weighted average fixed rate of 4.716 %. (7) Weighted average forward GBP-USD exchange rate of 1.32 . (8) Weighted average exchange rates of 0.88 for EUR-GBP and 1.32 for GBP-USD. We measure our derivatives at fair value and include the balances within 'Other assets, net' and 'Accounts payable and accrued expenses' on our consolidated balance sheets. We have agreements with each of our derivative counterparties containing provisions under which we could be declared in default on our derivative obligations if repayment of our indebtedness is accelerated by the lender due to our default. 84 Table of Contents The following table summarizes the amount of unrealized gain (loss) on derivatives and foreign currency translation adjustments in other comprehensive income (in thousands): Years ended December 31, Derivatives in Cash Flow Hedging Relationships 2025 2024 2023 Interest rate swaps $ ( 15,627 ) $ ( 5,575 ) $ ( 11,171 ) Foreign currency forwards ( 17,973 ) 6,546 $ ( 13,349 ) Interest rate swaptions ( 1,955 ) 1,471 $ 1,858 Total derivatives in cash flow hedging relationships $ ( 35,555 ) $ 2,442 $ ( 22,662 ) Derivatives in Fair Value Hedging Relationships Cross-currency swaps - Fair Value $ 10,404 $ ( 5,224 ) $ ( 14,602 ) Total derivatives in fair value hedging relationships $ 10,404 $ ( 5,224 ) $ ( 14,602 ) Total unrealized loss on derivatives, net $ ( 25,151 ) $ ( 2,782 ) $ ( 37,264 ) Derivatives and Non-derivatives in Net Investment Hedging Relationships Cross-currency swaps - Net Investment $ ( 30,390 ) $ 13,569 $ ( 4,272 ) Foreign currency debt ( 9,369 ) 2,315 $ — Total unrealized (loss) gain recorded in foreign currency translation adjustment $ ( 39,759 ) $ 15,884 $ ( 4,272 ) The following table summarizes the amount of gain (loss) on derivatives reclassified from AOCI (in thousands): Years ended December 31, Derivatives in Cash Flow Hedging Relationships Location of (Decrease) Increase Recognized in Income 2025 2024 2023 Interest rate swaps Interest $ 10,053 $ 31,385 $ 15,794 Foreign currency forwards Foreign currency and derivative (loss) gain, net ( 12,542 ) 3,831 4,251 Interest rate swaptions Interest 296 ( 13 ) ( 6,859 ) Total derivatives in cash flow hedging relationships $ ( 2,193 ) $ 35,203 $ 13,186 Derivatives in Fair Value Hedging Relationships Cross-currency swaps - Fair Value Foreign currency and derivative (loss) gain, net $ ( 404 ) $ 1,806 $ 1,415 Total derivatives in fair value hedging relationships $ ( 404 ) $ 1,806 $ 1,415 Derivatives in Net Investment Hedging Relationships Cross-currency swaps - Net Investment (excluded component) Foreign currency and derivative (loss) gain, net $ 1,873 $ 3,444 $ 62 Total derivatives in net investment hedging relationships $ 1,873 $ 3,444 $ 62 Net (decrease) increase to net income $ ( 724 ) $ 40,453 $ 14,663 We expect to reclassify $ 5.7 million from AOCI as a decrease to interest expense relating to interest rate swaps and $ 11.3 million from AOCI as an increase to foreign currency gain relating to foreign currency forwards within the next twelve months. 85 Table of Contents The following table details our foreign currency and derivative (loss) gain, net included in income (in thousands): Years ended December 31, 2025 2024 2023 Realized foreign currency and derivative (loss) gain, net: (Loss) gain on the settlement of undesignated derivatives $ 12,142 $ ( 33,053 ) $ 18,051 (Loss) gain on the settlement of designated derivatives reclassified from AOCI ( 10,882 ) 9,082 5,728 Gain on the settlement of transactions with third parties 3,492 1,498 583 Total realized foreign currency and derivative (loss) gain, net $ 4,752 $ ( 22,473 ) $ 24,362 Unrealized foreign currency and derivative (loss) gain, net: (Loss) gain on the change in fair value of undesignated derivatives $ ( 63,430 ) $ 11,893 $ ( 5,231 ) Gain (loss) on remeasurement of certain assets and liabilities 30,025 14,000 ( 32,545 ) Total unrealized foreign currency and derivative (loss) gain, net $ ( 33,405 ) $ 25,893 $ ( 37,776 ) Total foreign currency and derivative (loss) gain, net $ ( 28,653 ) $ 3,420 $ ( 13,414 ) 15. 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. Two properties are subject to sales-type leases and, therefore, revenue is recognized as sales-type lease income on the discounted cash flows of the lease payments. Amounts reflected are the cash rent on these respective properties. B. As Lessee We are the lessee under certain ground lease arrangements, building, and corporate office space leases, which are primarily accounted for as operating leases. 86 Table of Contents As of December 31, 2025, minimum future rental payments due from the Company over the next five years and thereafter are as follows (dollars in millions): Operating Leases Finance Leases Total 2026 $ 39.5 $ 12.6 $ 52.1 2027 39.0 4.9 43.9 2028 33.9 5.0 38.9 2029 31.5 6.3 37.8 2030 30.2 6.5 36.7 Thereafter 554.3 327.4 881.7 Total $ 728.4 $ 362.7 $ 1,091.1 Present value adjustment for remaining lease payments (1) ( 298.7 ) ( 241.3 ) Total lease liability $ 429.7 $ 121.4 (1 ) The discount rates are specific for individual leases primarily based on the lease term. The range of discount rates used to calculate the present value of the operating lease payments is 1.23 % to 6.99 % and for finance lease payments is 3.04 % to 6.99 %. The weighted average discount rate was derived from estimated incremental borrowing rates based on our credit quality, as we did not have any borrowings at the balance sheet date with comparable terms to our lease agreements. As of December 31, 2025, the weighted average discount rate for operating leases is 4.06 % and the weighted average remaining lease term is 24.12 years. As of December 31, 2025, the weighted average discount rate for finance leases is 5.71 % and the weighted average remaining lease term is 39.31 years. 16. 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 87 Table of Contents 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 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 share settlement) to the relevant forward purchaser. Of the 120.0 million shares of our common stock available for sale under the prior ATM program at its inception, a total of approximately 65.0 million of those shares were sold, the remainder of which were terminated upon the execution of the new ATM program. As of December 31, 2025, we had 141.1 million shares remaining for future issuance under our new ATM program. We anticipate maintaining the availability of our ATM program in the future, including the replenishment of authorized shares issuable thereunder. The following table outlines common stock issuances pursuant to our ATM programs (dollars in millions, shares in thousands): Years ended December 31, 2025 2024 2023 Shares of common stock issued under the ATM program (1) 41,971 30,169 91,699 Gross proceeds $ 2,398.3 $ 1,760.1 $ 5,483.2 Sales agents' commissions and other offering expenses ( 34.2 ) ( 17.3 ) ( 43.7 ) Net proceeds $ 2,364.1 $ 1,742.8 $ 5,439.5 (1) During the year ended December 31, 2025, 52.8 million shares were sold, and 42.0 million shares were settled pursuant to forward sale confirmations. As of December 31, 2025, 12.6 million shares of common stock subject to forward sale confirmations have been executed, but not settled, at a weighted average initial gross price of $ 57.49 per share. We currently expect to fully settle forward sale agreements outstanding by March 31, 2026, representing $ 708.5 million in net proceeds, for which the weighted average forward price as of December 31, 2025 was $ 56.26 per share. C. Dividend Reinvestment and Stock Purchase Plan ("DRSPP") Our DRSPP provides our common stockholders with a convenient and economical method of purchasing our common stock and reinvesting their distributions. It also allows our current stockholders to buy additional shares of common stock by reinvesting all or a portion of their distributions. Our DRSPP authorizes up to 26.0 million common shares to be issued. As of December 31, 2025, we had 10.5 million shares remaining for future issuance under our DRSPP program. The following table outlines common stock issuances pursuant to our DRSPP program (dollars in millions, shares in thousands): Years ended December 31, 2025 2024 2023 Shares of common stock issued under the DRSPP program 211 212 198 Gross proceeds $ 12.0 $ 11.8 $ 11.5 17. 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. 88 Table of Contents 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 excluded from the sections below, as the awards were not granted under 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 at the date of acquisition 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. The amount of share-based compensation costs recognized in 'General and administrative' in our consolidated statements of income and comprehensive income was $ 30.8 million, $ 32.7 million, and $ 26.2 million during the years ended December 31, 2025, 2024, and 2023, respectively. A. Restricted Stock The following table summarizes our common stock grant activity: 2025 2024 2023 Number of shares Weighted average price (1) Number of shares Weighted average price (1) Number of shares Weighted average price (1) Outstanding nonvested shares, beginning of year 514,299 $ 61.54 347,051 $ 67.89 242,660 $ 67.12 Shares granted 286,597 $ 55.33 346,321 $ 52.66 222,511 $ 65.40 Shares vested ( 203,051 ) $ 53.41 ( 151,977 ) $ 56.45 ( 110,634 ) $ 61.28 Shares forfeited ( 23,633 ) $ 55.42 ( 27,096 ) $ 58.08 ( 7,486 ) $ 66.91 Outstanding nonvested shares, end of each period 574,212 $ 61.57 514,299 $ 61.54 347,051 $ 67.89 (1) Grant date fair value. For the years ended December 31, 2025, 2024, and 2023, we granted 29,056 , 40,000 , and 40,000 shares of restricted stock, respectively, to the independent members of our Board of Directors in connection with our annual awards in May of each year. The vesting period of these shares is up to three years , based on each director's years of service, and is subject to the director's continued service through each applicable vesting date. In addition, in October 2025, we granted 3,399 shares of restricted stock to a new member of our Board of Directors, which vest in equal parts over a three-year period. In connection with shares granted in each respective year, 14,528 , 16,000 , and 20,000 shares vested immediately and 17,927 , 28,000 , and 20,000 shares vest in equal parts over a three-year service period. As of December 31, 2025, the remaining unamortized share-based compensation expense related to restricted stock totaled $ 20.6 million, which is being amortized on a straight-line basis over the service period of each applicable award. The expense amortization period for restricted stock is the lesser of the four-year service period or the period over which the awardee reaches the qualifying retirement age. For employees who have already met the qualifying retirement age, restricted stock is fully expensed at the grant date. The amount of share-based compensation is based on the fair value of the stock at the grant date. We define the grant date as the date the recipient and Realty Income have a mutual understanding of the key terms and conditions of the award, and the recipient of the grant begins to benefit from, or be adversely affected by, subsequent changes in the price of the shares. 89 Table of Contents B. Restricted Stock Units During 2025, 2024, and 2023, we also granted restricted stock units that vest over service periods of four-years and have the same economic rights as shares of restricted stock. During 2025, we granted 3,632 restricted stock units to one independent member of our Board of Directors in connection with our annual awards in May. These awards vest over three years , subject to the director's continued service through each applicable vesting date. 2025 2024 2023 Number of restricted stock units Weighted average price (1) Number of restricted stock units Weighted average price (1) Number of restricted stock units Weighted average price (1) Outstanding nonvested shares, beginning of year 38,531 $ 62.45 42,612 $ 65.62 58,513 $ 67.91 Shares granted 45,176 $ 55.43 30,538 $ 52.72 15,065 $ 66.41 Shares vested ( 13,475 ) $ 54.08 ( 22,640 ) $ 58.31 ( 29,492 ) $ 70.30 Shares forfeited ( 624 ) $ 57.14 ( 11,979 ) $ 56.76 ( 1,474 ) $ 71.02 Outstanding nonvested shares, end of each period 69,608 $ 59.56 38,531 $ 62.45 42,612 $ 65.62 (1) Grant date fair value. As of December 31, 2025, the remaining share-based compensation expense related to the restricted stock units totaled $ 2.8 million and is being recognized on a straight-line basis over the service period. The amount of share-based compensation for the restricted stock units is based on the fair value of our common stock at the grant date. The expense amortization period for restricted stock units is the lesser of the four-year service period or the period over which the awardee reaches the qualifying retirement age. For employees who have already met the qualifying retirement age, restricted stock units are fully expensed at the grant date. C. Performance Shares During 2025, 2024, and 2023, we granted annual performance share awards, as well as dividend equivalent rights, to our executive officers. The number of performance shares that vest for each of the three years is based on the achievement of the following performance goals: Weighting for year granted Annual Performance Awards Metrics 2025 2024 2023 Total shareholder return (“TSR”) ranking relative to MSCI US REIT Index 50 % 50 % 55 % Dividend per share growth rate 25 % 25 % 20 % Net Debt-to-Pro Forma Adjusted EBITDA re Ratio 25 % 25 % 25 % The annual performance shares vest 50 % as of the date of which the plan administrator determines the achievement of the applicable goals during the applicable three-year performance period and the remaining 50 % on January 1 of the following year, subject to continued service. The fair value of the performance shares was estimated on the date of grant using a Monte Carlo Simulation model. The following table summarizes our performance share grant activity: 2025 2024 2023 Number of performance shares Weighted average price (1) Number of performance shares Weighted average price (1) Number of performance shares Weighted average price (1) Outstanding nonvested shares, beginning of year 684,939 $ 68.99 561,769 $ 72.64 470,880 $ 73.37 Shares granted 319,748 $ 64.20 309,363 $ 55.25 215,040 $ 73.32 Shares vested ( 184,111 ) $ 71.09 ( 186,193 ) $ 57.16 ( 124,151 ) $ 76.59 Outstanding nonvested shares, end of each period 820,576 $ 66.65 684,939 $ 68.99 561,769 $ 72.64 (1) Grant date fair value. As of December 31, 2025, the remaining share-based compensation expense related to the performance shares totaled $ 21.9 million and is being recognized on a tranche-by-tranche basis over the service period. 90 Table of Contents 18. Net Income per Common Share The following is a reconciliation of the denominator of the basic net income per common share computation to the denominator of the diluted net income per common share computation (shares in thousands): Years ended December 31, 2025 2024 2023 Weighted average shares used for the basic net income per share computation 907,169 862,959 692,298 Incremental shares from share-based compensation 690 411 349 Dilutive effect of forward ATM offerings 475 422 377 Weighted average shares used for diluted net income per share computation 908,334 863,792 693,024 Unvested shares from share-based compensation that were anti-dilutive 17 179 117 Weighted average partnership common units convertible to common shares that were anti-dilutive 2,682 2,050 1,795 Weighted average forward ATM offerings that were anti-dilutive 36 519 759 19. Supplemental Disclosures of Cash Flow Information The following table summarizes our supplemental cash flow information during the periods indicated below (in thousands): Years ended December 31, 2025 2024 2023 Supplemental disclosures: Cash paid for interest $ 1,072,484 $ 970,009 $ 692,004 Cash paid for income taxes $ 49,785 $ 32,278 $ 12,283 Non-cash activities: Net (decrease) increase in fair value of derivatives $ ( 163,318 ) $ 64,092 $ ( 116,145 ) Term loans assumed at fair value $ — $ 1,300,000 $ — Notes payable assumed at fair value $ — $ 2,481,486 $ — Increase in noncontrolling interests from property acquisitions $ — $ — $ 39,156 Issuance/conversion of common partnership units of Realty Income, L.P. $ — $ 47,253 $ — The following table provides a reconciliation of 'Cash and cash equivalents' reported on our consolidated balance sheets to the total of the cash, cash equivalents, and restricted cash reported within our consolidated statements of cash flows (in thousands): December 31, 2025 December 31, 2024 Cash and cash equivalents shown in the consolidated balance sheets $ 434,842 $ 444,962 Restricted escrow deposits (1) 83,200 36,326 Impounds related to mortgages payable (1) 2,714 14,218 Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows $ 520,756 $ 495,506 (1) Included within 'Other assets, net' on our consolidated balance sheets (see note 3, Supplemental Detail for Certain Components of Consolidated Balance Sheets ). These amounts consist of cash that we are legally entitled to, but that is not immediately available to us. As a result, these amounts were considered restricted as of the dates presented. 91 Table of Contents 20. 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 $ 144,154 $ 118,309 (1) Represents 'General and administrative' expenses as presented in our consolidated statements of income and comprehensive income, less share-based compensation costs. Other segment items included in consolidated net income consist of 'Gain on sales of real estate' and 'Other income, net', as presented in our consolidated statements of income and comprehensive income. 92 Table of Contents B. Geographic Information The following table disaggregates domestic and international revenue by major asset types and geographic regions (in thousands): Years ended December 31, 2025 U.S. U.K. Other (1) Total Retail $ 3,515,416 $ 619,857 $ 190,397 $ 4,325,670 Industrial 785,939 54,824 23,686 864,449 Other (2) 240,721 6,492 — 247,213 Rental (including reimbursements) $ 4,542,076 $ 681,173 $ 214,083 $ 5,437,332 Other revenue 312,045 Total revenue $ 5,749,377 2024 U.S. U.K. Other (1) Total Retail $ 3,368,532 $ 508,195 $ 133,190 $ 4,009,917 Industrial 747,031 48,130 — 795,161 Other (2) 237,876 794 — 238,670 Rental (including reimbursements) $ 4,353,439 $ 557,119 $ 133,190 $ 5,043,748 Other revenue 227,394 Total revenue $ 5,271,142 2023 U.S. U.K. Other (1) Total Retail $ 2,754,217 $ 374,058 $ 65,305 $ 3,193,580 Industrial 515,358 43,685 — 559,043 Other (2) 205,527 — — 205,527 Rental (including reimbursable) $ 3,475,102 $ 417,743 $ 65,305 $ 3,958,150 Other revenue 120,843 Total revenue $ 4,078,993 (1) Other includes rental revenue generated from all other European countries we operate in. (2) Other includes all other property types in our portfolio. No individual client’s revenue represented more than 10% of our total revenue for each of the years ended December 31, 2025, 2024, and 2023. Long-lived assets include items such as property, plant, equipment and right-of-use assets subject to operating and finance leases. The following table disaggregates domestic and international total long-lived assets (in millions): December 31, 2025 December 31, 2024 U.S. U.K. Other (1) Total U.S. U.K. Other (1) Total Long-lived assets $ 42,337.4 $ 9,322.6 $ 3,280.5 $ 54,940.5 $ 43,186.5 $ 7,485.6 $ 1,617.7 $ 52,289.8 Remaining assets 17,855.1 16,545.2 Total assets $ 72,795.6 $ 68,835.0 (1) Other includes long-lived assets in all other European countries we operate in. 93 Table of Contents 21. 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 international jurisdictions. Deferred income tax assets and liabilities are generally the result of temporary differences between book and tax accounting, such as timing differences caused by different useful lives used for depreciation. We provide for a valuation allowance for deferred income tax assets if we believe some or all of the deferred income tax assets may not be realized. As of December 31, 2025 and 2024, we had net deferred tax liabilities of $ 4.3 million and $ 3.5 million, respectively, which are reported in 'Other liabilities' on our consolidated balance sheets. 94 Table of Contents 22. 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 . 23 . 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 applicable, delivering shares of our common stock, based on the applicable conversion rate. The initial conversion rate is 14.4051 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $ 69.42 per share of common stock. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events. Among other things, we used approximately $ 101.9 million of the net proceeds from the offering to repurchase approximately 1.8 million shares of our common stock in privately negotiated transactions, concurrently with the pricing of the offering. 95 Table of Contents Item 9: Changes in and Disagreements With Accountants on Accounting and Financial Disclosure None.