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United States
Securities and Exchange Commission
Washington, D.C. 20549 
Form 8-K
Current Report 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 
Date of report: June 4, 2024
(Date of Earliest Event Reported) 
REALTY INCOME CORPORATION
(Exact name of registrant as specified in its charter) 
Maryland 1-13374 33-0580106
(State or Other Jurisdiction of
Incorporation or Organization)		 (Commission File Number) (IRS Employer Identification No.)
11995 El Camino Real, San Diego, California 92130
(Address of principal executive offices) 
(858) 284-5000
(Registrant’s telephone number, including area code) 
N/A
(former name or former address, if changed since last report) 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange On Which Registered
Common Stock, $0.01 Par ValueONew York Stock Exchange
6.000% Series A Cumulative Redeemable Preferred Stock, $0.01 Par ValueO PRNew York Stock Exchange
1.125% Notes due 2027O27ANew York Stock Exchange
1.875% Notes due 2027O27BNew York Stock Exchange
1.625% Notes due 2030O30New York Stock Exchange
4.875% Notes due 2030O30ANew York Stock Exchange
5.750% Notes due 2031O31ANew York Stock Exchange
1.750% Notes due 2033O33ANew York Stock Exchange
5.125% Notes due 2034O34New York Stock Exchange
6.000% Notes due 2039O39New York Stock Exchange
2.500% Notes due 2042O42New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☐
  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐


Item 7.01    Regulation FD Disclosure
On June 4, 2024, Realty Income Corporation (the “Company”) issued a press release setting forth updated earnings and investment volume guidance for the year ending December 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The press release included as Exhibit 99.1 to this report is being furnished pursuant to this Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any of the Company’s filings, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
Item 9.01     Financial Statements and Exhibits
(d)  Exhibits 
104   The Form 8-K cover page, formatted in Inline Extensible Business Reporting Language and included as Exhibit 101



SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: June 4, 2024
REALTY INCOME CORPORATION
  
 By:/s/ JONATHAN PONG
  Jonathan Pong
  Executive Vice President, Chief Financial Officer and Treasurer



Exhibit 99.1
pressreleaseheader.jpg

REALTY INCOME RAISES 2024 EARNINGS AND INVESTMENT GUIDANCE
SAN DIEGO, CALIFORNIA, June 4, 2024....Realty Income Corporation (Realty Income, NYSE: O), The Monthly Dividend Company®, today announced that it has revised its 2024 outlook. The Company now expects to achieve Adjusted Funds from Operations (AFFO) in a range of $4.15 to $4.21 per diluted share as compared to previous guidance of $4.13 to $4.21 per diluted share. The Company also now expects 2024 investment volume to be approximately $3.0 billion as compared to previous guidance of $2.0 billion.
“We are pleased to raise our guidance for full year AFFO per share and investment volume, reflecting our continued confidence in our business outlook as we approach the mid-point of the year,” said Sumit Roy, Realty Income’s President and Chief Executive Officer. “These increases stem from an improving investment environment, particularly in Europe. Additionally, we continue to see stable operating performance in our high-quality, diversified global real estate portfolio. We believe our size and scale place us in a unique competitive position to capitalize on the current market environment.”
Earnings Guidance
Summarized below are approximate estimates of the key components of our 2024 earnings guidance.
  
Prior 2024 Guidance (1)
 
Revised 2024 Guidance
Net income per share (2)
 
$1.23 - $1.35
 
$1.26 - $1.35
Real estate depreciation and impairments per share (3)
 
$2.84
 
$2.84
Other adjustments per share (3)
 
$0.10
 
$0.09
Normalized FFO per share (2)(4)
 
$4.17 - $4.29
 
$4.19 - $4.28
AFFO per share (4)
 
$4.13 - $4.21
 
$4.15 - $4.21
Same store rent growth (5)
 
Approx 1.0%
 
Approx 1.0%
Occupancy 
Over 98%
 
Over 98%
Cash G&A expenses (% of revenues) (6)(7)
 
Approx 3.0%
 
Approx 3.0%
Property expenses (non-reimbursable) (% of revenues) (6)
 
1.0% - 1.5%
 
1.0% - 1.5%
Income tax expenses 
$65 to $75 million
 
$65 to $75 million
Investment volume (8)
 
Approx $2.0 billion
 
Approx $3.0 billion
(1)  As issued on May 6, 2024.
(2)  Net income per share and Normalized FFO per share include non-cash interest expense impact related to the Spirit merger.
(3)  Includes gain on sales of properties and merger and integration-related costs.
(4) Normalized FFO per share and AFFO per share exclude merger and integration-related costs associated with our merger with Spirit. Per share amounts may not add due to rounding.
(5) Reserve reversals recognized in 2023 represent an approximately 30 basis point headwind to same store rent growth in 2024.
(6) Revenue excludes contractually obligated reimbursements by our clients. Cash G&A expenses exclude stock-based compensation expense.
(7) G&A expenses inclusive of stock-based compensation expense as a percentage of rental revenue, excluding reimbursements, is expected to be approximately 3.4% - 3.7% in 2024.
(8) Investment volume excludes merger with Spirit, which closed January 23, 2024.
pressreleasefooter.jpg

About Realty Income

Realty Income (NYSE: O), an S&P 500 company, is real estate partner to the world's leading companies. Founded in 1969, we invest in diversified commercial real estate and have a portfolio of over 15,450 properties in all 50 U.S. states, the U.K., and six other countries in Europe. We are known as "The Monthly Dividend Company®," and have a mission to deliver stockholders dependable monthly dividends that grow over time. Since our founding, we have declared 647 consecutive monthly dividends and are a member of the S&P 500 Dividend Aristocrats® index for having increased our dividend for the last 25 consecutive years. Additional information about the company can be found at www.realtyincome.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended. When used in this press release, the words "estimated," "anticipated," "expect," "believe," "intend," "continue," "should," "may," "likely," "plans," and similar expressions are intended to identify forward-looking statements. Forward-looking statements include discussions of our business and portfolio; growth strategies and intentions to acquire or dispose of properties (including geographies, timing, partners, clients and terms); re-leases, re-development and speculative development of properties and expenditures related thereto; future operations and results; the announcement of operating results, strategy, plans, and the intentions of management; guidance; settlement of shares of common stock sold pursuant to forward sale confirmations under our ATM program; dividends; and trends in our business, including trends in the market for long-term leases of freestanding, single-client properties. Forward-looking statements are subject to risks, uncertainties, and assumptions about us, which may cause our actual future results to differ materially from expected results. Some of the factors that could cause actual results to differ materially are, among others, our continued qualification as a real estate investment trust; general domestic and foreign business, economic, or financial conditions; competition; fluctuating interest and currency rates; inflation and its impact on our clients and us; access to debt and equity capital markets and other sources of funding (including the terms and partners of such funding); continued volatility and uncertainty in the credit markets and broader financial markets; other risks inherent in the real estate business including our clients' solvency, client defaults under leases, increased client bankruptcies, potential liability relating to environmental matters, illiquidity of real estate investments, and potential damages from natural disasters; impairments in the value of our real estate assets; changes in domestic and foreign income tax laws and rates; property ownership through joint ventures, partnerships and other arrangements which may limit control of the underlying investments; epidemics or pandemics including measures taken to limit their spread, the impacts on us, our business, our clients, and the economy generally; the loss of key personnel; the outcome of any legal proceedings to which we are a party or which may occur in the future; acts of terrorism and war; the anticipated benefits from mergers and acquisitions including from the merger with Spirit; and those additional risks and factors discussed in our reports filed with the U.S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future plans and performance and speak only as of the date of this press release. Actual plans and operating results may differ materially from what is expressed or forecasted in this press release. We do not undertake any obligation to update forward-looking statements or publicly release the results of any forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
Investor Relations:
Steve Bakke
Senior Vice President, Corporate Finance
+1 858 284 5425
sbakke@realtyincome.com


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