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424B5 1 tm2610093-1_424b5.htm 424B5 tm2610093-1_424b5 - none - 8.9270134s

The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any state or other jurisdiction where the offer or sale is not permitted.

Filed Pursuant to Rule 424(b)(5)

Registration No. 333-277150

Subject to Completion
Preliminary Prospectus Supplement dated March 30, 2026

PROSPECTUS SUPPLEMENT
(To prospectus dated February 16, 2024)

% Notes due 2033

We are offering $ aggregate principal amount of our % Notes due 2033 (the “notes”). The notes will mature on , 2033. We will pay interest on the notes on and of each year, commencing , 2026. Interest on the notes will accrue from and including , , 2026. We may redeem the notes at any time in whole, or from time to time in part, at the redemption price described in this prospectus supplement under the caption “Description of Notes — Optional Redemption.” The notes will be our senior unsecured obligations.

Realty Income Corporation, an S&P 500 company, is real estate partner to the world’s leading companies®. Founded in 1969, we serve our clients as a full-service real estate capital provider. As of December 31, 2025, we have a portfolio of over 15,500 properties in all 50 states of the United States (“U.S.”), the United Kingdom (“U.K.”), and eight other countries in Europe. We are known as “The Monthly Dividend Company®” and have a mission to invest in people and places to deliver dependable monthly dividends that increase over time. Since our listing on the NYSE in 1994, we have had 134 dividend increases and are a member of the S&P 500 Dividend Aristocrats index for having increased our dividend for over 31 consecutive years.

Investing in the notes involves risks. See “Risk Factors” beginning on page S-7 of this prospectus supplement.

Per Note

Total

Public offering price(1)

Underwriting discount

Proceeds, before expenses, to Realty Income Corporation

(1)

Plus accrued interest, if any, from , 2026, if settlement occurs after that date.

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

Delivery of the notes will be made only in book-entry form through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream Banking S.A. and Euroclear Bank SA/NV, as operator of the Euroclear System, against payment in New York, New York on or about , 2026.

Joint Book-Running Managers

Wells Fargo SecuritiesBBVA BofA Securities J.P. Morgan TD Securities

The date of this prospectus supplement is , 2026.

	Page
Prospectus Supplement Summary		S-1
Risk Factors		S-7
Forward-Looking Statements		S-14
Use of Proceeds		S-16
Description of Notes		S-18
Supplemental U.S. Federal Income Tax Considerations		S-29
Underwriting (Conflicts of Interest)		S-30
Legal Matters		S-35
Experts		S-35
Incorporation by Reference		S-35

	Page
About This Prospectus		1
The Company		3
Risk Factors		4
Forward-Looking Statements		5
Use of Proceeds		7
Description of Debt Securities		8
Description of Common Stock		19
General Description of Preferred Stock		21
Description of Other Securities		35
Restrictions on Ownership and Transfers of Stock		36
Certain Provisions of Maryland Law and of our Charter and Bylaws		39
United States Federal Income Tax Considerations		44
Plan of Distribution		68
Legal Matters		69
Experts		69
Where You Can Find More Information		70
Incorporation by Reference		71

Note Covenants	Required	Actual
Limitation on incurrence of total Debt	≤60% of Adjusted Total Assets	41.4%
Limitation on incurrence of Secured Debt	≤40% of Adjusted Total Assets	0.2%
Debt service coverage ratio(1)	≥1.5x	4.7x
Maintenance of Total Unencumbered Assets	≥150% of Unsecured Debt	242.7%

Underwriters	Principal Amount of Notes
Wells Fargo Securities, LLC		$
BBVA Securities Inc.
BofA Securities, Inc.
J.P. Morgan Securities LLC
TD Securities (USA) LLC
Total		$

SEC Form 424B5 filed by Realty Income Corporation