Realty Income Corporation (O)
NYSE: O · Real-Time Price · USD
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AGM 2025

May 13, 2025

Michael McKee
Non-Executive Chairman, Realty Income

Good morning, ladies and gentlemen. Welcome to the 2025 Annual Meeting of Stockholders of Realty Income Corporation. My name is Mike McKee, and I am the Non-Executive Chairman of the Board of Directors. We are pleased you could be with us today. Please note that this meeting is being recorded. Copies of the agenda and the rules of conduct for the meeting are available electronically in the meeting portal. In order to conduct an orderly meeting, we ask that participants follow the rules set forth in the rules of conduct. Also, it is possible that certain statements made during the meeting, which are not historical facts, will be forward-looking, and the company's actual results may differ materially from these forward-looking statements. Factors that could cause these differences are detailed in our SEC filings. The company disclaims any obligation to update these forward-looking statements except as expressly required by law.

I hereby call the 2025 Annual Meeting of Stockholders of Realty Income Corporation to order. I appoint Michelle Bushore, our Executive Vice President, Chief Legal Officer, General Counsel, and Secretary to act as Secretary of the Meeting, and Cynthia Skoglund of Broadridge as Inspector of Elections to count the votes on any matters presented at this meeting or any adjournment hereof. Ms. Bushore, would you please advise this meeting as to the mailing of notice of the annual meeting to stockholders and report on the presence of a quorum?

Michelle Bushore
EVP, Chief Legal Officer, General Counsel, and Secretary, Realty Income

Thank you, Mr. Chairman. The Inspector of Elections has filed her oath of office with me. Also, I have received and am delivering for inclusion in the company's records an affidavit of distribution from Broadridge, stating that a notice of annual meeting of stockholders was mailed beginning on March 26 to all holders of Company Common Stock as of the record date for this meeting, which was the close of business on March 3, 2025. There are present in person or by proxy at this meeting holders of approximately 84% of the outstanding shares of Company Common Stock, which confirms the presence of a quorum. Only holders of Common Stock as of the record date are entitled to notice of and to vote at the meeting.

Michael McKee
Non-Executive Chairman, Realty Income

A quorum is present, and this meeting is duly constituted for the transaction of business. I'd like to introduce the other directors present today: Sumit Roy, our President and Chief Executive Officer, Priscilla Almodovar, Jackie Brady. Larry Chapman, Reggie Gilyard, Mary Hogan Preusse, Priya Cherian Huskins; Jeff Jacobson; Gerry Lopez ; and Greg McLaughlin. Also in attendance are the following Executive Officers: Neil Abraham , Executive Vice President, Chief Strategy Officer, and President, Realty Income International, Mark Hagan, Executive Vice President, Chief Investment Officer, Shannon Keel, Executive Vice President, Chief People Officer, Jonathan Pong, Executive Vice President, Chief Financial Officer and Treasurer and Greg Whyte , Executive Vice President, Chief Operating Officer. In addition, Ryan Kennedy and Gina Austin with KPMG, the company's independent auditor, are also in attendance today.

Today, we have four proposals before the stockholders: the election of 10 directors, each to serve until the next annual meeting of stockholders in 2026, and until his or her successor is duly elected and qualified. The ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2025. A non-binding advisory proposal to approve the compensation of our named executive officers as described in the company's proxy statement. And the approval of an amendment to the Realty Income Corporation 2021 Incentive Award Plan. The proposals are identified and described in the proxy materials previously mailed or made accessible electronically. At this time, we will pause to see if there's any questions specifically on any of these four proposals. If not, we will move forward and vote.

If you have a question and have logged in using your control number, please submit your question now by clicking on the Questions box in the bottom left-hand of the webcast page. The polls will be open for voting by anyone who wishes to vote online with respect to these proposals. There were no questions submitted relevant to any of the proposals, so we will move on to the voting. The polls are now open, and you may vote electronically. Any stockholder who has not yet voted or wishes to change his or her vote and has logged in using a control number may do so by clicking on the voting button in the meeting portal and following instructions. Any stockholder who has sent a proxy or voted via the telephone or internet and does not want to change his or her vote does not need to take any further action.

I now declare the polls closed. At this time, we will pause for a minute to allow the Inspector of Elections to tally the votes and give the information to Ms. Bushore.

Michelle Bushore
EVP, Chief Legal Officer, General Counsel, and Secretary, Realty Income

Mr. Chairman, the Inspector of Elections has advised me that the preliminary voting results are as follows: One, each of the 10 director nominees named in the proxy has been elected. Two, the selection of KPMG as the company's independent registered public accounting firm has been ratified for the year ending December 31, 2025. Three, the non-binding advisory proposal to approve the compensation of the company's named executive officers, as described in the proxy statement, has been approved. Four, t he amendment to the Realty Income Corporation 2021 Incentive Award Plan has been approved. The final tabulation results will be attached in the minutes of this meeting and disclosed in a Form 8-K, which will be filed with the Securities and Exchange Commission.

Michael McKee
Non-Executive Chairman, Realty Income

I declare the meeting to be officially adjourned now. This concludes the official portion of the meeting. Before we move on to the second portion of our meeting, I would like to thank Jackie Brady for her contributions and service to our company and the Board of Directors, as she has chosen not to stand for reelection. We will miss her and appreciate her many contributions. At this time, I will turn the meeting over to Sumit Roy, our President and Chief Executive Officer, who will provide an overview of the company and our operating performance. We'll then accept questions that are consistent with the rules of conduct. It's my pleasure to introduce Sumit to begin his presentation.

Sumit Roy
President and CEO, Realty Income

Thank you, Mike. Thank you all for joining today's Annual Stockholder Meeting. We appreciate your interest in Realty Income and value your ongoing support. The data I'm going to reference in this presentation is as of March 31, 2025, unless otherwise noted. I'll begin today by providing an overview of our business and the unique value proposition we provide to stockholders. We'll discuss Realty Income's recent accomplishments and expectations for the rest of the year. We will then open up the meeting for questions, which stockholders can submit through the virtual meeting portal. Our 2024 results are a testament to the platform we have built, one that is able to deliver against a variety of macroeconomic backdrops. We believe that reliable has become synonymous with Realty Income, and 2025 is off to a solid start. In times of uncertainty, we believe Realty Income's stability is especially valuable.

Our ability to deliver consistent returns is supported by our diversified real estate portfolio. Our portfolio platform, sorry, which spans eight countries, 1,598 clients, 91 industries, and more than 15,600 properties as of Q1 2025, is built on history with 30 consecutive years of rising dividends paid to our investors. Even as our reach has expanded, our business model has remained consistent and simple. We seek to acquire high-quality real estate leased to leading operators in economically resilient industries who pay us monthly rent. The income we receive in the form of monthly rent funds the monthly dividend and provides capital for new acquisitions, driving growth in earnings. We believe the benefits that are available to us through our size, scale, and access to capital position us to excel through this business model. In 2024, Realty Income celebrated 30 years of being listed on the New York Stock Exchange.

Since our listing in 1994, we have achieved a 13.6% compound annual total shareholder return, delivered a 4.3% compound annual dividend growth rate, entered into new verticals for growth, including expansion into Europe, investments in industrial, gaming, and data centers, and the establishment of a private capital fund, and declared 659 consecutive monthly dividends, in addition to increasing the dividend 130 time. We are proud to be one of only 69 companies in the exclusive S&P 500 Dividend Aristocrat Index for having increased our dividend for over 30 consecutive years. These results reflect the strength, consistency, and resilience of our business model, anchored by a highly diversified portfolio. Our ability to deliver reliable performance through varying market conditions remains a hallmark of our platform. In 2024, Realty Income achieved AFFO per share growth 4.8% , marking our 14th consecutive year of growth.

This, combined with our 5.4% dividend yield for investors who held our stock in 2024, resulted in total operational returns of 10.2% for the year. Throughout the year, we remained disciplined in our capital allocation strategy, investing $2 billion in the U.S. at a 6.9% weighted average initial cash yield and $1.9 billion in Europe at an 8% weighted average initial cash yield. Being able to shift to where investment conditions are most advantageous is a distinctive competitive advantage for Realty Income. This benefit has magnified in 2025 as we leverage our global reach to grow despite domestic uncertainty. In the first quarter, 65% of total investment volume came from Europe. In 2024, we completed 15 transactions with total consideration of over $50 million. This included a $770 million sale-leaseback transaction with 7-Eleven, which is now our top client, making up 3.5% of Realty Income's annualized base rent.

We also completed our merger with Spirit in 2024. By leveraging the vast amount of proprietary portfolio data we possess, paired with our internal predictive analytic tools, we believe we have strengthened our decision-making and have further enhanced our capabilities, as reflected in our results. At the end of 2024, Realty Income's occupancy was 98.7%, and at the end of the first quarter of 2025, high occupancy was maintained at 98.5%. Looking towards the rest of 2025, we remain focused on deliberately executing against our strategy, supported by a resilient portfolio, strong balance sheet, and a talented team across the globe. We continue to anticipate AFFO per share in the range of $4.22-$4.28 for 2025. Based on current investment spreads and visibility to the deal pipeline, we continue to expect approximately $4 billion in investment volume for 2025.

We remain confident in our ability to drive results in the years ahead. While freestanding retail in the U.S. has been the foundation of Realty Income's model, our expansion into new verticals has increased our total addressable market and bolstered growth. In the last 15 years, we have diversified our targeted avenues for expansion into industrial, Europe, beginning with the U.K., gaming, data centers, and credit investments. Importantly, EBITDA margin, which is a metric we use to measure profitability, has remained stable as we've expanded into these new verticals. Realty Income's investment growth, relative to its stability, illustrates the scalability of our business. The relationship between these two metrics demonstrates how our model can be applied to a diverse range of investment opportunities to drive profit while maintaining stability, which is a hallmark of our platform. We believe the efficient nature of our growth indicates its continuity, and we look forward to sharing with you the ways in which we deepen and widen these expansion verticals.

Finally, maintaining a conservative capital structure has been a key tenet of our business since our founding. Our size and scale, in conjunction with our conservative balance sheet and financial strength, have afforded us two A credit ratings by major rating agencies. These ratings enable us to enjoy low borrowing rates relative to peers. As a result, we ended the first quarter of 2025 with a net debt to annualized pro forma adjusted EBITDA of 5.4x . We recently announced the recast and expansion of our multi-currency unsecured credit facility to a total size of $5.4 billion and completed our bond offering in April 2025. Maintaining an industry-leading balance sheet provides financial flexibility to achieve our external growth objectives.

We are well-positioned to remain active capital allocators with ample liquidity and modest leverage. Our results reflect the unique value available to investors in Realty Income's differentiated global operating platform. Throughout our history, external volatility has not disrupted Realty Income's ability to perform, and we do not expect that to change. We are continuing to thoughtfully grow our business and remain focused on creating durable long-term value. As the monthly dividend company, we have consistently returned capital to our shareholders, underscoring our commitment to creating predictable, reliable income streams. We remain steadfast in our mission to pay these monthly dividends that increase over time by executing our strategy as a real estate partner to the world's leading companies. On behalf of Realty Income, I thank you for your loyal support.

We can now open it up for questions from our stockholders.

We have one question that talks about how can there be more access to information and what are the sources available to retail shareholders to learn more about the company.

Every quarter, we post our 10-Q and at the end of the year, the 10-K, as well as a supplement that we believe provides all the relevant information regarding what is current about Realty Income. Along with that, the annual shareholder proxy statement that we put out, along with the annual report, are other sources of documents that one can reach out and look at. The last source of information is the investor presentation that we also post on our website, which is available to all shareholders. There's a second question around values, and I want to continue to emphasize and reassure that we are very much a value-driven organization. Our purpose, mission, and values are clearly stated.

We have engagement surveys that we do every 18 months, and we are very proud of the culture and value-driven decision-making that we embrace here at Realty Income. Those were the only two questions. With that, thank you very much for joining, and have a great day.

Operator

The conference has now concluded. Thank you for joining us. You may now disconnect.

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