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Item 1. Financial Statements

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Item 1. Financial Statements

REALTY INCOME CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts) (unaudited)

June 30, 2026December 31, 2025
ASSETS
Real estate held for investment, at cost:
Land$18,906,217$18,368,029
Buildings and improvements45,672,48343,824,410
Total real estate held for investment, at cost64,578,70062,192,439
Less accumulated depreciation and amortization(9,466,261)(8,778,536)
Real estate held for investment, net55,112,43953,413,903
Real estate and lease intangibles held for sale, net153,13491,784
Cash and cash equivalents552,648434,842
Accounts receivable, net1,134,9871,053,487
Lease intangible assets, net5,616,7065,717,241
Goodwill4,932,1994,932,199
Investment in loans and financing receivables, net4,888,8603,271,002
Investment in unconsolidated entities1,348,4531,256,456
Other assets, net2,702,0492,624,698
Total assets$76,441,475$72,795,612
LIABILITIES AND EQUITY
Distributions payable$259,252$255,171
Accounts payable and accrued expenses1,119,1321,060,969
Lease intangible liabilities, net1,457,0711,493,958
Other liabilities1,020,2901,066,809
Revolving credit facilities and commercial paper2,762,5852,023,414
Term loans, net2,760,3951,701,615
Mortgages payable, net37,08537,761
Notes payable, net25,091,58825,031,947
Total liabilities$34,507,398$32,671,644
Commitments and contingencies (Note 18)
Stockholders’ equity:
Common stock and paid in capital, par value $0.01 per share, 1,300,000 shares authorized, 946,202 and 933,975 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively$50,845,906$49,861,660
Distributions in excess of net income(11,391,151)(10,527,984)
Accumulated other comprehensive income94,802105,019
Total stockholders’ equity$39,549,557$39,438,695
Noncontrolling interests2,384,520685,273
Total equity$41,934,077$40,123,968
Total liabilities and equity$76,441,475$72,795,612

The accompanying notes to consolidated financial statements are an integral part of these statements.

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REALTY INCOME CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(in thousands, except per share amounts) (unaudited)

Three months ended June 30,Six months ended June 30,
2026202520262025
REVENUE
Rental (including reimbursements)$1,426,467$1,338,188$2,867,284$2,651,245
Interest income on financing receivables32,02432,38264,15465,017
Interest and dividend income on loans and preferred equity investments88,51739,480158,62774,216
Other7033286,373405
Total revenue1,547,7111,410,3783,096,4382,790,883
EXPENSES
Depreciation and amortization644,677647,8491,274,9521,256,784
Interest312,083283,824604,023552,198
Property (including reimbursements)112,439107,422229,282214,103
General and administrative57,60549,329116,49093,373
Provisions for impairment of real estate54,185142,255144,350239,673
Provisions for credit losses on loans and financing receivables7,2581,10846,36120,279
Merger, transaction, and other costs, net2,05833112,845610
Total expenses1,190,3051,232,1182,428,3032,377,020
Gain on sales of real estate38,26038,56673,90261,103
Foreign currency and derivative loss, net(8,824)(4,388)(25,844)(6,933)
Equity in earnings of unconsolidated entities2,2043,2694,8737,626
Other income, net7,2757,36922,38514,536
Income before income taxes396,321223,076743,451490,195
Income taxes(25,808)(24,065)(52,003)(39,722)
Net income370,513199,011691,448450,473
Net income attributable to noncontrolling interests(26,558)(2,092)(35,727)(3,739)
Net income available to common stockholders$343,955$196,919$655,721$446,734
Amounts available to common stockholders per common share:
Net income, basic and diluted$0.37$0.22$0.70$0.50
Weighted average common shares outstanding:
Basic932,307902,966932,133897,338
Diluted934,662903,716934,435898,115
Net income available to common stockholders$343,955$196,919$655,721$446,734
Other comprehensive income:
Foreign currency translation adjustment1,11854,425(14,999)99,640
Unrealized (loss) gain on derivatives, net(43,550)(31,464)4,782(42,089)
Total other comprehensive income$(42,432)$22,961$(10,217)$57,551
Comprehensive income available to common stockholders$301,523$219,880$645,504$504,285

The accompanying notes to consolidated financial statements are an integral part of these statements.

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REALTY INCOME CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(in thousands) (unaudited)

Three months ended June 30, 2026 and 2025

Shares of common stockCommon stock and paid in capitalDistributions in excess of net incomeAccumulated other comprehensive incomeTotal stockholders ’ equityNon- controlling interestsTotal equity
Balance, March 31, 2026932,474$49,984,064$(10,973,813)$137,234$39,147,485$2,088,184$41,235,669
Net income——343,955—343,95526,558370,513
Other comprehensive income———(42,432)(42,432)—(42,432)
Distributions paid and payable——(761,293)—(761,293)(19,038)(780,331)
Share issuances, net of costs13,703827,365——827,365—827,365
Share repurchases—(6)——(6)—(6)
Contributions by noncontrolling interests, net of costs—(141)——(141)317,523317,382
Purchase of noncontrolling interests—(3,236)——(3,236)(294)(3,530)
Reallocation of equity—28,413——28,413(28,413)—
Share-based compensation, net259,447——9,447—9,447
Balance, June 30, 2026946,202$50,845,906$(11,391,151)$94,802$39,549,557$2,384,520$41,934,077
Balance, March 31, 2025903,062$48,075,527$(9,117,085)$72,819$39,031,261$210,926$39,242,187
Net income——196,919—196,9192,092199,011
Other comprehensive income———22,96122,961—22,961
Distributions paid and payable——(731,229)—(731,229)(2,976)(734,205)
Share issuances, net of costs11,200625,037——625,037—625,037
Contributions by noncontrolling interests, net of costs—————187187
Share-based compensation, net238,157——8,157—8,157
Balance, June 30, 2025914,285$48,708,721$(9,651,395)$95,780$39,153,106$210,229$39,363,335
Six months ended June 30, 2026 and 2025
Shares of common stockCommon stock and paid in capitalDistributions in excess of net incomeAccumulated other comprehensive incomeTotal stockholders ’ equityNon- controlling interestsTotal equity
Balance, December 31, 2025933,975$49,861,660$(10,527,984)$105,019$39,438,695$685,273$40,123,968
Net income——655,721—655,72135,727691,448
Other comprehensive income———(10,217)(10,217)—(10,217)
Distributions paid and payable——(1,518,888)—(1,518,888)(29,990)(1,548,878)
Share issuances, net of costs13,753830,566——830,566—830,566
Share repurchases(1,761)(101,915)——(101,915)—(101,915)
Contributions by noncontrolling interests, net of costs—(20,714)——(20,714)1,964,8971,944,183
Purchase of noncontrolling interests—(3,236)——(3,236)(294)(3,530)
Reallocation of equity—271,093—271,093(271,093)—
Share-based compensation, net2358,452——8,452—8,452
Balance, June 30, 2026946,202$50,845,906$(11,391,151)$94,802$39,549,557$2,384,520$41,934,077
Balance, December 31, 2024891,511$47,451,068$(8,648,559)$38,229$38,840,738$210,948$39,051,686
Net income——446,734—446,7343,739450,473
Other comprehensive income———57,55157,551—57,551
Distributions paid and payable——(1,449,570)—(1,449,570)(5,987)(1,455,557)
Share issuances, net of costs22,4881,252,937——1,252,937—1,252,937
Contributions by noncontrolling interests, net of costs—————1,5291,529
Share-based compensation, net2864,716——4,716—4,716
Balance, June 30, 2025914,285$48,708,721$(9,651,395)$95,780$39,153,106$210,229$39,363,335

The accompanying notes to consolidated financial statements are an integral part of these statements.

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REALTY INCOME CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands) (unaudited)

Six months ended June 30,
20262025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$691,448$450,473
Adjustments to net income:
Depreciation and amortization1,274,9521,256,784
Amortization of share-based compensation20,65114,009
Non-cash revenue adjustments(48,283)(52,425)
Amortization of net discounts on mortgages payable151137
Amortization of net discounts on notes payable14,5631,561
Amortization of deferred financing costs17,94513,082
Foreign currency and unrealized derivative gain, net(34,223)(46,060)
Non-cash interest rate swaps(3,097)1,606
Payment-in-kind interest(6,491)—
Gain on sales of real estate(73,902)(61,103)
Equity in earnings of unconsolidated entities(4,873)(7,626)
Distributions on common equity from unconsolidated entities11,83321,689
Provisions for impairment of real estate144,350239,673
Provisions for credit losses on loans and financing receivables46,36120,279
Deferred income tax expense1,718309
Change in assets and liabilities
Accounts receivable and other assets(124,270)(57,102)
Accounts payable, accrued expenses and other liabilities90,75252,899
Net cash provided by operating activities2,019,5851,848,185
CASH FLOWS FROM INVESTING ACTIVITIES
Investment in real estate(3,549,763)(2,214,524)
Improvements to real estate, including leasing costs(83,506)(49,176)
Investment in unconsolidated entities(97,366)(9,819)
Investment in loans and preferred equity(1,660,249)(423,157)
Proceeds from sales of real estate348,634209,414
Proceeds from note receivable17,65614,802
Insurance proceeds received8452,079
Non-refundable escrow deposits(3,621)—
Net cash used in investing activities(5,027,370)(2,470,381)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash distributions to common stockholders(1,514,811)(1,439,274)
Borrowings on revolving credit facilities and commercial paper programs43,382,74410,628,935
Payments on revolving credit facilities and commercial paper programs(42,616,939)(10,464,748)
Proceeds from term loan1,073,900—
Principal payment on term loan—(500,000)
Proceeds from notes payable issued1,662,5002,091,750
Principal payment on notes payable(1,424,997)(500,000)
Principal payments on mortgages payable(858)(43,788)
Repurchases of common stock(101,915)—
Proceeds from common stock offerings, net824,1361,247,019
Proceeds from dividend reinvestment and stock purchase plan6,1455,917
Distributions to noncontrolling interests(17,750)(5,976)
Contributions from noncontrolling interests, net of costs1,875,349—
Debt issuance costs(44,957)(64,882)
Other financing activities, net5,403(9,507)
Net cash provided by financing activities3,107,950945,446
Effect of exchange rate changes on cash and cash equivalents(5,559)22,980
Net increase in cash, cash equivalents and restricted cash94,606346,230
Cash, cash equivalents and restricted cash, beginning of period520,756495,506
Cash, cash equivalents and restricted cash, end of period$615,362$841,736

For supplemental disclosures, see note 16, S**upplemental Disclosures of Cash Flow Information.

The accompanying notes to consolidated financial statements are an integral part of these statements.

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REALTY INCOME CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2026 (unaudited)

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 June 30, 2026, we owned or held interests in a diversified portfolio of 15,588 properties located in all 50 states

of the United States ("U.S."), the United Kingdom ("U.K."), and eight other countries in Europe.

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, 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.

In the opinion of management, all adjustments (consisting only of normal recurring accruals) necessary to present a

fair statement of results for the interim periods presented have been included. Operating results for the three and six

months ended June 30, 2026 are not necessarily an indication of the results that may be expected for the entire

year. Readers of this quarterly report should refer to our audited consolidated financial statements for the year

ended December 31, 2025, which are included in our 2025 annual report on Form 10-K, as certain disclosures that

would substantially duplicate those contained in the audited financial statements have not been included in this

report.

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.

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As of June 30, 2026, we are considered the primary beneficiary of our U.S. Core Plus Fund (the "Fund"), our

strategic joint venture with Apollo Global Management, Inc. ("Apollo"), 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 June 30, 2026 and December 31, 2025 (in thousands):

June 30, 2026December 31, 2025
Net real estate$7,347,197$4,831,968
Total assets$8,483,205$5,579,888
Total liabilities$988,256$422,092

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 9*,* Noncontrolling Interests.

Reclassification. The 'Other revenue' line item from prior periods has been disaggregated into the following line

items: 'Interest income on financing receivables', 'Interest and dividend income on loans and preferred equity

investments', and 'Other' to provide further detail on amounts included as 'Other' in our consolidated statements of

income and comprehensive income. 'Provisions for impairment' has also been disaggregated into the following line

items: 'Provisions for impairment of real estate' and 'Provisions for credit losses on loans and financing receivables'

in our consolidated statements of income and comprehensive income. Finally, 'Investment in loans and financing

receivables, net' has been disaggregated from 'Other assets, net' on our consolidated balance sheets. Prior periods

have been reclassified to conform with the current period’s presentation.

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, including common shares required to

satisfy the exchange obligation for convertible notes under the if-converted method, assuming all such convertible

notes were converted at the beginning of the reporting period, or date of issuance, if later. The average closing price

of our common stock for the reporting period is used as the basis for determining the dilutive effect on earnings per

share. For further details, see note 15, Net Income per Common Share.

Income Taxes**.** We have elected to be taxed as a real estate investment trust ("REIT"), under Section 856 of the

U.S. Internal Revenue Code of 1986, as amended (the “Code”). 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.

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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. We had $8.7 million and $4.3 million of net deferred tax liabilities as of June 30, 2026 and December 31,

2025, respectively, which are reported in 'Other liabilities' on our consolidated balance sheets.

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 its 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 is

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. Interest income on financing

receivables includes 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 $5.3 million and $5.1 million of general allowance as of June 30, 2026 and December 31, 2025,

respectively.

Loans Receivable. Our investments in 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 that 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 have

made an accounting policy election to record accrued interest on our loan portfolio separate from our loan

receivable and other lending investments. These loans are presented in Investment in loans and financing

receivables, net' and the related interest receivable is presented in 'Other assets, net' on our consolidated balance

sheets.

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Acquisition, Development and Construction ("ADC") Arrangements. We originate loans to third-party

borrowers for the acquisition, development, and construction of real estate. Each ADC arrangement is evaluated in

accordance with ASC 310, Receivables, which involves the determination of whether an arrangement should be

accounted for as a loan receivable or as an equity method investment. This analysis is applied only where the

borrower entity is not subject to consolidation under ASC 810, Consolidation. Specifically, we first assess whether

we are expected to receive more than 50% of the expected residual profits from the project, defined as profit above

a reasonable lender return from the sale, refinancing, or other use of the property. If our expected participation in

residual profits exceeds 50%, the arrangement must be accounted for as an equity method investment. If our

expected participation is 50% or less, we further evaluate whether the arrangement exhibits characteristics more

consistent with a loan or an equity method investment. This evaluation involves judgment and considers various

factors, including the significance of borrower equity in the project, loan-to-cost and loan-to-value metrics relative to

market, the existence of guarantees or binding lease arrangements, and interest rate and fee terms relative to

market, among others. We reassess the classification of each ADC arrangement if facts and circumstances

subsequently change in a manner that could affect the initial classification. Any reclassification is applied

prospectively. As of June 30, 2026, we have determined that all of our ADC loan arrangements have characteristics

more consistent with a loan than an equity method investment, and accordingly account for them as loan

receivables.

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 'Investment in loans and financing receivables, net' on our consolidated balance

sheets. Rent payments are allocated between rental income and the financing receivable. Our net investments in

sales-type and direct financing leases are also accounted for as financing receivables. Interest income on financing

receivables is recognized using the interest rate implicit in the lease and presented within 'Interest income on

financing receivables' in our consolidated statements of income and comprehensive income.

Allowance for Credit Losses. The allowance for credit losses, which is recorded as a reduction to 'Investment in

loans and financing receivables, net' on our consolidated balance sheets, is based on our clients' respective credit

ratings, our historical experience, and the expected value of the underlying collateral upon its repossession. We

generally apply probability of default, discounted cash flow, or loss rate methods considering the risk characteristics

of each asset or pool. 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. The measurement of expected

credit losses is also applicable to off-balance sheet credit exposures such as unfunded loan commitments. The

allowance for credit losses attributed to unfunded commitments is included in 'Other liabilities' on our consolidated

balance sheets. Changes in our allowance for credit losses are presented in 'Provisions for credit losses on loans

and financing receivables' in our consolidated statements of income and comprehensive income. For further details,

see note 5*,* Investments in Loans and Financing Receivables*.*

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. We

also test goodwill between annual dates if an event or circumstance indicated impairment has likely occurred.

During the six months ended June 30, 2026 and 2025, there were no impairments of goodwill.

Merger, Transaction, and Other Costs, Net**.** Merger, transaction, and other costs, net, includes (i) expensed

acquisition costs, including certain costs incurred for credit investment loans, (ii) organization costs for potential

strategic ventures and business lines, (iii) placement fees incurred in fundraising of the Fund, (iv) merger-related

transaction costs, and (v) other costs that do not align with the ongoing operations of our business. During the three

and six months ended June 30, 2026, we incurred $2.1 million and $12.8 million, respectively, of merger,

transaction, and other costs, net consisting primarily of placement fees incurred in fundraising for the Fund and

certain joint venture formation costs.

Equity Offering Costs. Underwriting commissions and offering costs have been reflected as a reduction of

additional paid-in capital on our consolidated balance sheets. Costs incurred in connection with the issuance of

noncontrolling interests, including direct and incremental costs associated with forming joint ventures and admitting

third-party investors, are capitalized as equity offering costs. Costs that are not directly attributable to the issuance

of equity, such as fees associated with ongoing advisory, management, or other services, are expensed as incurred.

-10-

Recent Accounting Standards Not Y****et Adopted. 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. While the adoption is not expected to have an impact on our financial statements, it is

expected to result in incremental disclosures within the footnotes to our consolidated financial statements.

2**.**Supplemental Detail for Certain Components of Consolidated Balance Sheets (in thousands):

A.Accounts receivable, net, consist of the following at:June 30, 2026December 31, 2025
Straight-line rent receivables, net$958,829$880,341
Client receivables, net176,158173,146
$1,134,987$1,053,487
B.Lease intangible assets, net, consist of the following at:June 30, 2026December 31, 2025
In-place leases$7,889,806$7,627,840
Above-market leases2,298,5622,251,857
Accumulated amortization of in-place leases(3,539,369)(3,220,426)
Accumulated amortization of above-market leases(1,034,398)(944,198)
Other items2,1052,168
$5,616,706$5,717,241
C.Other assets, net, consist of the following at:June 30, 2026December 31, 2025
Investment in preferred equity$807,526$800,472
Right of use asset - financing leases, net786,327827,644
Right of use asset - operating leases, net578,487592,319
Value-added tax receivable112,18175,005
Prepaid expenses111,31476,207
Derivative assets and receivables - at fair value70,4368,018
Restricted escrow deposits58,59483,200
Interest receivable43,45233,805
Revolving credit facilities origination costs, net19,55525,246
Corporate assets, net17,66715,159
Impounds related to mortgages payable4,1202,714
Non-refundable escrow deposits3,6213,150
Other items88,76981,759
$2,702,049$2,624,698

-11-

D.Accounts payable and accrued expenses consist of the following at:June 30, 2026December 31, 2025
Notes payable - interest payable$376,449$303,557
Derivative liabilities and payables - at fair value160,413205,695
Accrued income taxes95,516120,228
Value-added tax payable94,99776,009
Property taxes payable89,44292,246
Accrued property expenses69,39469,258
Accrued costs on properties under development53,45436,064
Mortgages, term loans, and credit line - interest payable2,6772,699
Other items176,790155,213
$1,119,132$1,060,969
E.Lease intangible liabilities, net, consist of the following at:June 30, 2026December 31, 2025
Below-market leases$2,166,145$2,135,262
Accumulated amortization of below-market leases(709,074)(641,304)
$1,457,071$1,493,958
F.Other liabilities consist of the following at:June 30, 2026December 31, 2025
Rent received in advance and other deferred revenue$416,234$460,968
Lease liability - operating leases414,231429,675
Lease liability - financing leases114,306121,434
Security deposits39,41539,036
Other items36,10415,696
$1,020,290$1,066,809

3**.**Investments in Real Estate

A.Acquisitions of Real Estate

Below is a summary of our acquisitions for the six months ended June 30, 2026 (unaudited):

Number of PropertiesInvestment ($ in millions)Weighted Average Lease Term (Years)
Acquisitions
U.S. real estate198$2,137.911.0
Europe real estate481,245.88.0
Total real estate acquisitions246$3,383.79.9
Real estate properties under development
U.S. real estate45$75.816.9
Europe real estate37118.010.0
Total real estate properties under development82$193.812.7
Total (1)328$3,577.510.0

(1)Our clients occupying the new properties are 51.8% retail, 48.1% industrial, and 0.1% other property types based on net operating income.

Approximately 48% of the net operating income generated from acquisitions during the six months ended June 30, 2026 was from investment

grade rated clients, their subsidiaries, or affiliated companies at the date of acquisition.

-12-

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 - USDAcquisitions - SterlingAcquisitions - Euro
Land$390.8£136.9€139.0
Buildings and improvements1,474.2256.3356.4
Lease intangible assets (1)275.985.765.7
Other assets (2)44.3——
Lease intangible liabilities (3)(37.4)(7.8)(19.0)
Other liabilities (4)(10.6)—(1.6)
Total$2,137.2£471.1€540.5

(1)The weighted average amortization period for acquired lease intangible assets is 10.7 years.

(2)USD-denominated other assets consists entirely of $44.3 million of financing receivables allocated to sale-leaseback transactions.

(3)The weighted average amortization period for acquired lease intangible liabilities is 13.5 years.

(4)USD-denominated other liabilities consists entirely of $10.6 million deferred rent on certain below-market leases.

The aggregate Sterling-denominated purchase price of the assets acquired during the six months ended June 30,

2026 included contingent consideration obligations related to leasing activities for four U.K. retail park properties

acquired during this period. At June 30, 2026, we had accrued $11.5 million for remaining amounts deemed

probable and estimable.

The properties acquired during the six months ended June 30, 2026 generated total revenue and net income of

$49.8 million and $17.6 million, respectively.

B.Investments in Existing Properties

During the six months ended June 30, 2026, we capitalized costs of $81.0 million on existing properties in our

portfolio, consisting of $76.2 million for building improvements, $4.7 million for re-leasing costs, and $0.1 million for

recurring capital expenditures. In comparison, during the six months ended June 30, 2025, we capitalized costs of

$62.2 million on existing properties in our portfolio, consisting of $59.1 million for building improvements, $2.9

million for re-leasing costs, and $0.2 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 six months ended June 30, 2026 and 2025 were $413.7 million and

$453.5 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 six months ended June 30, 2026 and 2025 were $15.0 million and $9.3

million, respectively.

-13-

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 June 30, 2026 (in thousands):

Net increase (decrease) to rental revenueIncrease to amortization expense
2026$(21,066)$382,061
2027(40,628)676,275
2028(32,435)577,552
2029(29,335)497,831
2030(17,337)418,795
Thereafter333,7081,797,923
Total$192,907$4,350,437

D.Gain on Sales of Real Estate

The following table summarizes our properties sold during the periods indicated below (dollars in millions):

Three months ended June 30,Six months ended June 30,
2026202520262025
Number of properties8073177128
Net sales proceeds$160.7$116.8$348.6$209.4
Gain on sales of real estate$38.3$38.6$73.9$61.1

4**.**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 PropertiesCarrying Amount (1) of Investment as ofEquity in earnings of unconsolidated entities
Six months ended June 30,
As of June 30, 2026June 30, 2026December 31, 202520262025
Data Center Joint Venture (2)80.0%2$348,861$293,073$3,794$6,547
Bellagio Las Vegas Joint Venture - Common Equity Interest (3)21.9%1242,877253,6251,0851,079
Bellagio Las Vegas Joint Venture - Preferred Equity Interest (3)n/an/a650,000650,000——
Passport Park Joint Venture (4)95.0%3106,71559,758(6)—
Total investment in unconsolidated entities$1,348,453$1,256,456$4,873$7,626

(1)As of June 30, 2026, the total carrying amount of the investments exceeded the underlying equity in net assets (i.e., basis difference) by $9.9

million. This basis difference is primarily due to the capitalized interest related to the data center and Passport Park development joint

ventures.

(2)The joint venture with Digital Realty Trust, Inc. is expanding the capacity of its two data centers for the existing client, and our pro-rata share of

the estimated costs for this second phase of the development was $177.7 million as of June 30, 2026.

(3)During each of the six-month periods ended June 30, 2026 and 2025, we recognized interest income of $26.1 million for 8.1% preferential

cumulative distributions, included within 'Interest and dividend income on loans and preferred equity investments' in our consolidated

statements of income and comprehensive income. The unconsolidated entity had total debt outstanding of $3.0 billion as of June 30, 2026, all

of which was non-recourse to us with limited customary exceptions.

(4)As of June 30, 2026, we held a 95.0% common equity interest in the joint venture with Trammell Crow Company ("TCC"), with $70.4 million in

preferred equity. We have committed to investing an additional $60.1 million for development of 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.

-14-

5**.**Investments in Loans and Financing Receivables

A.Loans

The following table presents information about our loans as of June 30, 2026 and December 31, 2025 (dollars in

millions):

June 30, 2026
Loan TypePrincipal BalanceTotal Carrying Value (1)Future Funding Commitments (2)Weighted Average Term (Years) (3)Weighted Average Interest Rate (4)
Secured Loans (5)$1,629.6$1,583.6$190.94.118.4%
Construction Loans127.3128.4136.81.528.2
Mortgage Loans341.6342.124.34.187.4
Unsecured and Mezzanine Loans (6)1,261.01,243.523.43.229.1
Total$3,359.5$3,297.6$375.43.698.6%
December 31, 2025
Loan TypePrincipal BalanceTotal Carrying Value (1)Future Funding Commitments (2)Weighted Average Term (Years) (3)Weighted Average Interest Rate (4)
Secured Loans$1,250.4$1,214.1$—4.68.8%
Mortgage Loans256.2256.234.05.17.6
Unsecured and Mezzanine Loans214.7211.8—2.910.3
Total$1,721.3$1,682.1$34.04.58.8%

(1)Total carrying value includes unamortized loan origination costs and allowances for credit losses. Total carrying amount excludes interest

receivable of $38.8 million and $27.8 million as of June 30, 2026 and December 31, 2025, respectively, which is presented in 'Other assets,

net' on our consolidated balance sheets.

(2)Our future funding commitments are subject to our borrowers’ compliance with the financial covenants and other applicable provisions of

each respective loan agreement.

(3)Based on original contractual maturity date assuming no extension options are exercised.

(4)The weighted average interest rate is based on outstanding principal balances and interest rates in place as of June 30, 2026 and December

31, 2025.

(5)Represents loans that have senior ranking security interests in certain assets pledged by borrowers, including material bank accounts,

receivables, real property, or equity securities, or a combination of such assets.

(6)Our investments in unsecured and mezzanine loans represent loans whose proceeds are being used by borrowers to fund data center and

industrial investments.

The following table summarizes the activity within loans receivable, net for the three and six months ended June 30,

2026 (in millions):

Loans receivable, net as of March 31, 2026$2,672.2
Principal fundings628.7
Interest drawn on loans4.6
Accretion of original issue cost0.5
Change in allowance for credit losses(8.0)
Foreign currency remeasurement(0.4)
Loans receivable, net as of June 30, 2026$3,297.6
Loans receivable, net as of December 31, 2025$1,682.1
Principal fundings1,660.2
Interest drawn on loans8.6
Accretion of original issue cost0.9
Change in allowance for credit losses(26.7)
Foreign currency remeasurement(27.5)
Loans receivable, net as of June 30, 2026$3,297.6

-15-

B.Financing Receivables

The following table presents information about our investments in sales type and direct financing leases and sale-

leaseback transactions accounted for as financing receivables in accordance with ASC 842, Leases, as of June 30,

2026 and December 31, 2025 (dollars in millions):

Carrying Value as of
MaturityJune 30, 2026December 31, 2025
Sale-leaseback transactions accounted for as financing receivables (1)2027 - 2050$1,577.0$1,574.6
Net investment in sales type and direct financing leases2027 - 205914.314.3
Total$1,591.3$1,588.9

(1)Amounts represent the portion of the purchase price allocated to above-market lease terms in sale-leaseback transactions, representing an

off-market adjustment, net of repayments. For further information, see note 1*,* Summary of Significant Accounting Policies*.*

C.Allowance for Credit Losses

The following table summarizes the activity within the allowance for credit losses related to loans and financing

receivable for the three and six months ended June 30, 2026 and June 30, 2025 (in millions):

Three months ended June 30, 2026Loans ReceivableFinancing ReceivableUnfunded Loan CommitmentsTotal
Allowance for credit losses as of March 31, 2026$49.2$25.5$2.9$77.6
Provisions for credit losses (1)8.0(0.1)(0.6)7.3
Write-offs (2)—(5.0)—(5.0)
Foreign currency remeasurement—(0.1)—(0.1)
Allowance for credit losses as of June 30, 2026$57.2$20.3$2.3$79.8
Six months ended June 30, 2026
Allowance for credit losses as of December 31, 2025$30.5$78.4$—$108.9
Provisions for credit losses (1)27.216.92.346.4
Write-offs (2)—(74.9)—(74.9)
Foreign currency remeasurement(0.5)(0.1)—(0.6)
Allowance for credit losses as of June 30, 2026$57.2$20.3$2.3$79.8
Three months ended June 30, 2025Loans ReceivableFinancing ReceivableUnfunded Loan CommitmentsTotal
Allowance for credit losses as of March 31, 2025$14.1$116.9$—$131.0
Provisions for credit losses(0.1)1.2—1.1
Write-offs—(31.1)—(31.1)
Foreign currency remeasurement0.8——0.8
Allowance for credit losses as of June 30, 2025$14.8$87.0$—$101.8
Six months ended June 30, 2025
Allowance for credit losses as of December 31, 2024$12.3$99.2$—$111.5
Provisions for credit losses1.418.9—20.3
Write-offs—(31.1)—(31.1)
Foreign currency remeasurement1.1——1.1
Allowance for credit losses as of June 30, 2025$14.8$87.0$—$101.8

(1) The provisions for credit losses on loans receivable were primarily attributable to initial expected credit losses on loans acquired or originated

during the three and six months ended June 30, 2026. For the three months ended June 30, 2026, the increase was partially offset by

favorable changes in estimated credit losses for existing loans.

(2) For the three and six months ended June 30, 2026, write-offs were primarily related to fully reserved financing receivables written off during the

periods.

-16-

6**.**Credit Facilities and Commercial Paper Programs

*A.*RI Credit Facilities

We have $4.0 billion unsecured multicurrency revolving credit facilities, which 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 June 30, 2026 provide for (i) USD

borrowings at the Secured Overnight Financing Rate (“SOFR”) plus 0.725% and (ii) British Pound Sterling ("GBP")

borrowings at the Sterling Overnight Indexed Average (“SONIA”) plus 0.725%, and (iii) Euro ("EUR") borrowings at

Euro Interbank Offered Rate (“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 June 30, 2026, we had a borrowing capacity of $3.0 billion available on our RI Credit Facilities (subject to

customary conditions to borrowing) and an outstanding balance of $1.0 billion, including £189.0 million GBP and

€692.0 million EUR borrowings. As of December 31, 2025, we had a borrowing capacity of $2.7 billion and an

outstanding balance of $1.3 billion, including £597.0 million GBP and €444.0 million EUR borrowings.

The weighted average interest rate on outstanding borrowings under our RI Credit Facilities was 3.3% during the six

months ended June 30, 2026. The weighted average interest rate on outstanding borrowings was 4.3% during the

six months ended June 30, 2025. As of June 30, 2026, the weighted average interest rate on outstanding

borrowings under our RI Credit Facilities was 3.3%.

As of June 30, 2026, origination costs of $14.3 million for RI Credit Facilities are included in 'Other assets, net', as

compared to $19.0 million as of December 31, 2025, on our consolidated balance sheets. These costs are being

amortized over the remaining term of our RI Credit Facilities.

In July 2026, we amended our RI Credit Facilities. For further details, see note 19, Subsequent Events*.*

*B.*Fund Credit Facilities

The Fund has a $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 (collectively, the “Fund Credit

Facilities”). During the second quarter of 2026, the Fund drew all $380.0 million available under its unsecured

delayed draw term loan and used the proceeds to repay borrowings under its unsecured revolving credit facility. For

further details on the delayed draw term loan, see note 7, Term Loans. The revolving credit facility under the Fund

Credit Facilities matures in April 2029 and includes two six-month extensions, which can be exercised at our option.

The amount under the unsecured revolving credit facility 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 unsecured revolving credit facility bear interest at one-month term SOFR plus 1.050%. A

revolving credit facility commitment fee of 0.150% is payable on the total commitment amount.

As of June 30, 2026, we had available borrowing capacity of $718.5 million under our unsecured revolving credit

facility (subject to customary conditions to borrowing) and an outstanding balance of $281.5 million. As of December

31, 2025, we had available borrowing capacity under our Fund Credit Facilities of $1.2 billion and an outstanding

balance of $182.0 million, which included the delayed draw term loan until fully drawn in the second quarter of 2026.

The weighted average interest rate on outstanding borrowings under our unsecured revolving credit facility was

4.8% during the six months ended June 30, 2026. As of June 30, 2026, the weighted average interest rate on

outstanding borrowings under our unsecured revolving credit facility was 4.7%.

-17-

As of June 30, 2026, origination costs of $5.3 million for the unsecured revolving credit facility are included in 'Other

assets, net' as compared to $6.2 million as of December 31, 2025, on our consolidated balance sheets, and are

being amortized over the remaining term of the facility. Prior to the second quarter of 2026, origination costs related

to the Fund Credit Facilities included costs for the delayed draw term loan.

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. in 2021 and unexchanged Spirit

Realty Capital, Inc. (“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 June 30, 2026, the balance of borrowings outstanding under our commercial paper programs totaled $1.4

billion, including $961.1 million of USD borrowings and €421.0 million of EUR borrowings, compared to

$516.8 million outstanding commercial paper borrowings, including €407.0 million of EUR borrowings and $39.0

million of USD borrowings, as of December 31, 2025. The weighted average interest rate on outstanding borrowings

under our commercial paper programs was 3.0% for each of the six months ended June 30, 2026 and 2025. 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.

In July 2026, we amended our USD-denominated and EUR-denominated unsecured commercial paper programs.

For further details, see note 19, Subsequent Events*.*

D.Financial Covenants

Our credit facilities are subject to various leverage and interest coverage ratio limitations, and as of June 30, 2026,

we were in compliance with the covenants under our credit facilities.

7**.**Term Loans

A.2026 Term Loan Facility

In March 2026, we closed a $693.9 million unsecured term loan due January 2036 at a fixed rate of 4.9% (the "2026

Term Loan Facility") and executed a cross-currency swap on $500.0 million of proceeds for approximately

€431.0 million, achieving an effective blended borrowing rate of 4.34%. As of June 30, 2026, the outstanding

principal balance was $703.0 million.

B.2026 Delayed Draw Term Loan

During the three months ended June 30, 2026, the Fund fully drew on its $380.0 million unsecured delayed draw

term loan under the Fund Credit Facilities. The delayed draw term loan matures in April 2028, includes four six-

month extensions, which can be exercised at our option, and is subject to interest rate swaps that fix the effective

interest rate at 4.92%.

C.2025 Term Loan Facility

Our term loan agreement governing our multi-currency term loan 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 June 30, 2026, 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.

-18-

D.2024 Term Loan Facility

In January 2024, in connection with the merger with Spirit (the "Merger"), we entered into an amended and restated

term loan agreement that replaced Spirit's then-existing term loans with various lenders. As of June 30, 2026, we

had an outstanding balance of $500.0 million, due August 2027, which is subject to interest rate swaps that fix the

effective interest rate at 3.3%.

E.Deferred Financing Costs

Deferred financing costs were $14.5 million as of June 30, 2026 and are included net of the term loans' principal

balance, as compared to $9.4 million as of December 31, 2025 on our consolidated balance sheets. These costs

are being amortized over the remaining term of the term loans.

As of June 30, 2026, we were in compliance with the covenants contained in the term loans.

8**.**Notes Payable

A.General

As of June 30, 2026, 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 DatesPrincipal (Currency Denomination)June 30, 2026December 31, 2025
5.050% Notes due 2026January 13, 2026$500,000$—$500,000
0.750% Notes due 2026March 15, 2026$325,000—325,000
4.875% Notes due 2026June 1, 2026$599,997—599,997
4.450% Notes due 2026September 15, 2026$299,968299,968299,968
4.125% Notes due 2026October 15, 2026$650,000650,000650,000
1.875% Notes due 2027 (1)January 14, 2027£250,000331,080336,400
3.000% Notes due 2027January 15, 2027$600,000600,000600,000
3.200% Notes due 2027January 15, 2027$299,984299,984299,984
1.125% Notes due 2027 (1)July 13, 2027£400,000529,728538,240
3.950% Notes due 2027August 15, 2027$599,873599,873599,873
3.650% Notes due 2028January 15, 2028$550,000550,000550,000
3.400% Notes due 2028January 15, 2028$599,816599,816599,816
2.100% Notes due 2028March 15, 2028$449,994449,994449,994
2.200% Notes due 2028June 15, 2028$499,959499,959499,959
4.700% Notes due 2028December 15, 2028$400,000400,000400,000
3.500% Convertible Notes due 2029 (2)January 15, 2029$862,500862,500—
3.950% Notes due 2029February 1, 2029$400,000400,000400,000
4.750% Notes due 2029February 15, 2029$450,000450,000450,000
3.250% Notes due 2029June 15, 2029$500,000500,000500,000
4.000% Notes due 2029July 15, 2029$399,999399,999399,999
5.000% Notes due 2029 (1)October 15, 2029£350,000463,512470,960
3.100% Notes due 2029December 15, 2029$599,291599,291599,291
3.400% Notes due 2030January 15, 2030$500,000500,000500,000
4.850% Notes due 2030March 15, 2030$600,000600,000600,000
3.160% Notes due 2030June 30, 2030£140,000185,405188,384
4.875% Notes due 2030 (1)July 6, 2030€550,000627,429645,711
1.625% Notes due 2030 (1)December 15, 2030£400,000529,728538,240
3.250% Notes due 2031January 15, 2031$950,000950,000950,000
3.200% Notes due 2031February 15, 2031$449,995449,995449,995

-19-

Carrying Value (USD) as of
Maturity DatesPrincipal (Currency Denomination)June 30, 2026December 31, 2025
3.375% Notes due 2031 (1)June 20, 2031€650,000741,507763,113
5.750% Notes due 2031 (1)December 5, 2031£300,000397,296403,680
2.700% Notes due 2032February 15, 2032$350,000350,000350,000
3.180% Notes due 2032June 30, 2032£345,000456,890464,232
5.625% Notes due 2032October 13, 2032$750,000750,000750,000
2.850% Notes due 2032December 15, 2032$699,655699,655699,655
4.500% Notes due 2033February 1, 2033$400,000400,000400,000
1.800% Notes due 2033March 15, 2033$400,000400,000400,000
4.750% Notes due 2033April 15, 2033$800,000800,000—
1.750% Notes due 2033 (1)July 13, 2033£350,000463,512470,960
4.900% Notes due 2033July 15, 2033$600,000600,000600,000
5.125% Notes due 2034February 15, 2034$800,000800,000800,000
2.730% Notes due 2034May 20, 2034£315,000417,161423,864
5.125% Notes due 2034 (1)July 6, 2034€550,000627,429645,711
5.875% Bonds due 2035March 15, 2035$250,000250,000250,000
5.125% Notes due 2035April 15, 2035$600,000600,000600,000
3.875% Notes due 2035 (1)June 20, 2035€650,000741,507763,113
3.390% Notes due 2037June 30, 2037£115,000152,297154,744
6.000% Notes due 2039 (1)December 5, 2039£450,000595,944605,520
5.250% Notes due 2041 (1)September 4, 2041£350,000463,512470,960
2.500% Notes due 2042 (1)January 14, 2042£250,000331,080336,400
4.650% Notes due 2047March 15, 2047$550,000550,000550,000
5.375% Notes due 2054September 1, 2054$500,000500,000500,000
Total principal amount$25,416,051$25,343,763
Unamortized net discounts and deferred financing costs(324,463)(311,816)
$25,091,588$25,031,947

(1) Interest paid annually. Interest on the remaining senior unsecured notes and bond obligations included in the table is paid semi-annually.

(2) Please refer to Convertible Bond Issuance below for more details.

The following table summarizes the maturity of our notes and bonds payable as of June 30, 2026, excluding

unamortized net discounts, deferred financing costs (dollars in millions):

Year of MaturityPrincipal
2026$950.0
20272,360.7
20282,499.8
20293,675.3
20302,442.5
Thereafter13,487.8
Total$25,416.1

As of June 30, 2026, the weighted average interest rate on our notes and bonds payable was 3.9% and the

weighted average remaining years until maturity was 5.8 years.

Interest incurred on the notes and bonds was $250.3 million and $229.4 million for the three months ended June 30,

2026 and 2025, respectively, and $494.7 million and $449.3 million for the six months ended June 30, 2026 and

2025, respectively.

Our outstanding notes and bonds are unsecured; accordingly, we have not pledged any assets as collateral for

these or any other obligations.

-20-

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 June 30, 2026, we

were in compliance with these covenants.

B.Convertible Bond Issuance

In January 2026, we issued $862.5 million principal amount of 3.500% convertible senior notes due January 2029 in

a private offering, resulting in net proceeds of approximately $845.1 million. We used approximately $101.9 million

of the net proceeds to repurchase approximately 1.8 million shares of our common stock concurrently with the

pricing of the offering. The notes are senior, unsecured obligations of Realty Income and 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 have the right to convert their notes

only upon the occurrence of certain events, including when the Company's stock price exceeds 130% of the

applicable conversion price for a specified period, or upon the occurrence of certain corporate events, including a

fundamental change. 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. Upon

conversion, we are required to settle the principal amount in cash and may, at our election, settle any conversion

premium in cash, shares of our common stock, or a combination thereof, 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 will

be subject to adjustment upon the occurrence of certain events, including specified make-whole fundamental

change events as defined in the indenture.

C.Note Issuances

During the six months ended June 30, 2026, we issued the following notes (in millions):

2026 IssuanceDate of IssuanceMaturity DatePrincipal amountPrice of par valueEffective yield to maturity
4.750% NotesApril 2026April 2033$800.098.26%5.047%

In July 2026, we issued €600.0 million of 3.625% senior unsecured notes due July 2032. See note 19, Subsequent

Events, to the consolidated financial statements for further details.

D.Note Repayments

During the six months ended June 30, 2026, we repaid the following notes, plus accrued and unpaid interest, upon

maturity:

2026 RepaymentsDate of IssuanceMaturity DatePrincipal amount (in millions)
5.050% NotesJanuary 2023January 2026$500.0
0.750% NotesDecember 2020March 2026$325.0
4.875% NotesJune 2016June 2026$600.0

9**.**Noncontrolling Interests

As of June 30, 2026, we have 13 entities with noncontrolling interests that we consolidate, including the Fund,

Apollo, Realty Income, L.P., and interests in consolidated property partnerships not wholly-owned by us.

The Fund is an open-end, perpetual life private fund, which is consolidated by Realty Income. In March 2026, we

closed our cornerstone equity capital raise round, securing $1.7 billion in commitments from third-party institutional

investors, of which $167.5 million was committed during the six months ended June 30, 2026. During the same

period, we called $948.0 million of capital. As of June 30, 2026, we owned approximately 26.8% of the outstanding

limited partnership interests in the Fund.

-21-

In March 2026, we established our Managed Insurance and Retirement Annuity investment platform as a vehicle to

pursue various co-investment opportunities with institutional investors. On March 31, 2026, we completed the

formation of MDC Mercury 2604 Venture, LLC (the "Apollo JV") and entered into an Amended and Restated Limited

Liability Company Agreement (the “JV Agreement”) with Apollo in connection with our Managed Insurance and

Retirement Annuity strategic initiative. Pursuant to the JV Agreement, we contributed 492 net lease properties in

exchange for 51,000,000 Class A Shares in the Apollo JV, and Apollo contributed $1.0 billion in cash in exchange for

a noncontrolling equity interest of 49,000,000 Class B Shares in the Apollo JV (such contributions by Realty Income

and Apollo, collectively, the "Apollo JV Transaction").

The Apollo JV is a variable interest entity ("VIE") under ASC 810 because the decision-making authority of the

Manager (our wholly owned subsidiary, Realty Income Property Management Co I, LLC) is not conveyed through an

equity interest, and the equity holders as a group therefore lack the power to direct the activities that most

significantly affect the Apollo JV's economic performance. We consolidate the Apollo JV as its primary beneficiary

because we have both (i) the power to direct the activities that most significantly affect its economic performance

through our role as the sole exclusive Manager that is exercisable independent of our equity ownership and (ii) the

obligation to absorb losses and right to receive benefits that could potentially be significant to the Apollo JV through

our 51% equity interest and other contractual arrangements. The Class B Shares are classified as permanent equity

(noncontrolling interest) on our consolidated balance sheet because all redemption features are solely within our

control.

The Apollo JV Transaction was accounted for as an issuance of noncontrolling interest in a consolidated subsidiary

without a loss of control. We received $1.0 billion for Apollo’s initial capital contribution. The carrying amount of

Apollo's 49% share of the net assets was $778.9 million, which was recognized as noncontrolling interest, with the

difference of $238.5 million recorded as an increase to additional paid-in capital ("APIC"). Direct and incremental

transaction costs of $20.7 million were recorded as a reduction of APIC for the six months ended June 30, 2026.

The JV Agreement provides for, among other things, quarterly distributions of available cash flow to the Apollo JV’s

members. Prior to Apollo achieving the Target IRR (as defined in the JV Agreement), the Class B Member will

receive a default allocation of 55% of available cash flow, which may decrease to 49% if the Apollo JV’s NOI

outperforms an upper level of certain performance metric, or increase to 60% if the Apollo JV’s NOI underperforms

a lower level of certain performance metric. Because the parties' economic interests are not proportionate to their

stated ownership percentages, we allocate income and loss attributable to the noncontrolling interest using the

hypothetical liquidation at book value ("HLBV") method, taking into account any capital transactions between the

Company and Apollo.

With respect to Realty Income, L.P., as of June 30, 2026, outstanding common partnership units in our operating

partnership represented a 9.95% ownership interest owned by third parties. We hold the remaining 90.05% interest

and consolidate the entity.

The following table represents the change in the carrying value of all noncontrolling interests through June 30, 2026

(in thousands):

U.S. Core Plus FundApolloRealty Income, L.P. units (1)Other Noncontrolling InterestsTotal
Carrying value as of December 31, 2025$477,081$—$165,663$42,529$685,273
Contributions960,1861,000,000—4,7111,964,897
Distributions(23,180)—(4,505)(2,305)(29,990)
Allocation of net income15,14617,3763,237(32)35,727
Reallocation of equity(32,593)(238,500)——(271,093)
Purchase of noncontrolling interests———(294)(294)
Carrying value as of June 30, 2026$1,396,640$778,876$164,395$44,609$2,384,520

(1) 2,681,808 units were outstanding as of both June 30, 2026 and December 31, 2025.

As of June 30, 2026, we are considered the primary beneficiary of our Fund, Apollo, Realty Income, L.P. and other

VIEs. For further information, see note 1*,* Summary of Significant Accounting Policies*.*

-22-

10**.**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.

  • 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 June 30,

2026 and December 31, 2025 (in millions):

June 30, 2026
Hierarchy Level
Carrying ValueLevel 1Level 2Level 3
Assets:
Loans receivable$3,297.6$—$1,368.0$1,966.7
Derivative assets70.4—70.4—
Total assets$3,368.0$—$1,438.4$1,966.7
Liabilities:
Term loans (1)$2,774.9$—$2,071.9$732.3
Mortgages payable (1)37.0——36.7
Notes and bonds payable (1)25,416.1—23,495.91,033.2
Derivative liabilities160.4—160.4—
Total liabilities$28,388.4$—$25,728.2$1,802.2

(1) Excludes non-cash net premiums and discounts, and deferred financing costs.

December 31, 2025
Hierarchy Level
Carrying ValueLevel 1Level 2Level 3
Assets:
Loans receivable$1,682.1$—$1,210.5$474.3
Derivative assets8.0—8.0—
Total assets$1,690.1$—$1,218.5$474.3
Liabilities:
Term loans$1,711.0$—$1,711.0$—
Mortgages payable37.9——37.6
Notes and bonds payable25,343.8—23,600.71,046.8
Derivative liabilities205.7—205.7—
Total liabilities$27,298.4$—$25,517.4$1,084.4

-23-

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 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):

June 30, 2026December 31, 2025
Carrying valueFair valueCarrying valueFair value
Loans receivable$3,297.6$3,334.7$1,682.1$1,684.8
Term loans (1)$2,774.9$2,804.2$1,711.0$1,711.0
Mortgages payable (1)$37.0$36.7$37.9$37.6
Notes and bonds payable (1)$25,416.1$24,529.1$25,343.8$24,647.5

(1) Excludes non-cash net premiums and discounts, and deferred financing costs.

The estimated fair values of our mortgage loans receivable, unsecured and other loans, private senior secured

loans receivable, our 2026 Term Loan Facility, 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, and other term loans as discussed in note 7*,* Term Loans 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.

Prior to the second quarter of 2026, the aggregate fair value of our term loans approximated carrying value due to

the frequent repricing of the variable interest rate charged on the borrowing.

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 June 30, 2026 and December 31, 2025, 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 11*,*

Derivative Instruments*.*

-24-

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.

The following table summarizes our provisions for impairment on real estate investments during the periods

indicated below (dollars in millions):

Three months ended June 30,Six months ended June 30,
2026202520262025
Carrying value prior to impairment$191.1$365.2$413.9$505.9
Less: total provisions for impairment of real estate(54.2)(142.3)(144.4)(239.7)
Carrying value after impairment$136.9$222.9$269.5$266.2
Number of properties:
Classified as held for sale22582861
Classified as held for investment36537979
Sold1585960

The valuation of impaired assets is determined by using widely accepted valuation techniques including income

capitalization approach, using net operating income for each property and applying a weighted average

capitalization rate of 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.

11**.**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 or EUR and buy USD to hedge the foreign currency

risk associated with forecasted foreign-currency-denominated cash flows. There are no amounts excluded from the

assessment of hedge effectiveness for cash flow hedges of foreign exchange risk. We also use variable-to-fixed

interest rate swaps and 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 debt issuances. 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 six

months ended June 30, 2026, and 2025, no 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. 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 on certain-foreign currency-denominated monetary assets and liabilities. 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, 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.

-25-

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 and GBP-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 June 30, 2026, the total principal amount of foreign

currency debt obligations designated as net investment hedges was $2.4 billion.

Derivatives Not Designated as Hedging Instruments

We enter into foreign currency exchange swap agreements to economically hedge foreign currency exposures

arising in the normal course of business. 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, net' in our consolidated statements of income and comprehensive income.

The following table summarizes the terms and fair values of our derivative financial instruments as of June 30,

2026 and December 31, 2025 (dollars in millions):

Derivative TypeNumber of Instruments (1)Notional Amount as ofWeighted Average Strike Rate (2)Maturity Date (3)Fair Value - asset (liability) as of
Derivatives Designated as Hedging InstrumentsJune 30, 2026December 31, 2025June 30, 2026December 31, 2025
Interest rate swaps (4)12$1,780.0$2,105.03.27%Aug 2027 - Apr 2030$17.3$5.1
Cross-currency swaps - Fair Value151,720.0720.0(5)Feb 2029 - Jan 2036(94.7)(81.0)
Cross-currency swaps - Net Investment3280.0280.0(6)Oct 2032(58.9)(66.1)
Foreign currency forwards58730.7519.7(7)Jul 2026 - Dec 202814.8(8.7)
$4,510.7$3,624.7$(121.5)$(150.7)
Derivatives not Designated as Hedging Instruments
Currency exchange swaps9$4,270.6$2,972.8(8)Jul 2026 - Jan 2027$31.5$(47.0)
$4,270.6$2,972.8$31.5$(47.0)
Total of all Derivatives$8,781.3$6,597.5$(90.0)$(197.7)

(1)This column represents the number of instruments outstanding as of June 30, 2026.

(2)Weighted average strike rate is calculated using the notional value as of June 30, 2026.

(3)This column represents maturity dates for instruments outstanding as of June 30, 2026.

(4)During the three months ended June 30, 2026, we entered into five variable-to-fixed interest rate swaps in connection with the delayed draw

term loan under the Fund Credit Facilities.

(5)USD fixed rate of 5.625% and EUR weighted average fixed rate of 4.681%. USD fixed rate of 3.950% and GBP weighted average fixed rate of

4.392%. USD fixed rate of 4.910% and EUR weighted average fixed rate of 4.122%. USD fixed rate of 4.750% and EUR weighted average

fixed rate of 3.806%.

(6)USD fixed rate of 5.625% and EUR weighted average fixed rate of 4.716%.

(7)Weighted average exchange rates of 1.34 for GBP-USD and 1.21 for EUR-USD.

(8) Weighted average exchange rates of 0.87 for EUR-GBP, 1.34 for GBP-USD, and 4.32 for EUR-PLN.

-26-

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.

The following table summarizes the amount of unrealized gain (loss) on derivatives and foreign currency translation

adjustments in other comprehensive income (in thousands):

Three months ended June 30,Six months ended June 30,
Derivatives in Cash Flow Hedging Relationships2026202520262025
Interest rate swaps$(5,130)$(4,777)$11,706$(12,141)
Foreign currency forwards269(22,437)23,515(35,619)
Interest rate swaptions(1,209)(1,597)(1,419)(2,003)
Total derivatives in cash flow hedging relationships$(6,070)$(28,811)$33,802$(49,763)
Derivatives in Fair Value Hedging Relationships
Cross-currency swaps - Fair Value$(37,480)$(2,653)$(29,020)$7,674
Total derivatives in fair value hedging relationships$(37,480)$(2,653)$(29,020)$7,674
Total unrealized (loss) gain on derivatives, net$(43,550)$(31,464)$4,782$(42,089)
Derivatives and Non-derivatives in Net Investment Hedging Relationships
Cross-currency swaps - Net Investment$(3,722)$(29,161)$6,166$(33,987)
Foreign currency debt7,828(16,620)18,954(20,747)
Total unrealized gain (loss) recorded in foreign currency translation adjustment$4,106$(45,781)$25,120$(54,734)

The following table summarizes the amount of gain (loss) on derivatives reclassified from AOCI (in thousands):

Three months ended June 30,Six months ended June 30,
Derivatives in Cash Flow Hedging RelationshipsLocation of Increase (Decrease) Recognized in Income2026202520262025
Interest rate swapsInterest$2,429$2,808$4,829$6,192
Foreign currency forwardsForeign currency and derivative loss, net(1,033)(7,040)(9,465)(5,721)
Interest rate swaptionsInterest5781117184
Total derivatives in cash flow hedging relationships$1,453$(4,151)$(4,519)$655
Derivatives in Fair Value Hedging Relationships
Cross-currency swaps - Fair Value (excluded component)Foreign currency and derivative loss, net$2,065$(344)$1,943$(129)
Total derivatives in fair value hedging relationships$2,065$(344)$1,943$(129)
Derivatives in Net Investment Hedging Relationships
Cross-currency swaps - Net Investment (excluded component)Foreign currency and derivative loss, net$442$160$1,070$812
Total derivatives in net investment hedging relationships$442$160$1,070$812
Net increase (decrease) to net income$3,960$(4,335)$(1,506)$1,338

We expect to reclassify $13.6 million from AOCI as a decrease to interest expense relating to interest rate swaps

and $9.9 million from AOCI as a decrease to foreign currency loss relating to foreign currency forwards within the

next twelve months.

-27-

The following table details our foreign currency and derivative loss, net included in income (in thousands):

Three months ended June 30,Six months ended June 30,
2026202520262025
Realized foreign currency and derivative loss, net:
Loss on the settlement of undesignated derivatives$(28,991)$(55,181)$(54,398)$(78,585)
Loss on the settlement of designated derivatives reclassified from AOCI(1,022)(6,476)(9,454)(4,291)
Gain (loss) on the settlement of transactions with third parties5,580(505)1,924(502)
Total realized foreign currency and derivative loss, net$(24,433)$(62,162)$(61,928)$(83,378)
Unrealized foreign currency and derivative gain, net:
Gain (loss) on the change in fair value of undesignated derivatives$10,786$(9,301)$64,925$(13,121)
Gain (loss) on remeasurement of certain assets and liabilities4,82367,075(28,841)89,566
Total unrealized foreign currency and derivative gain, net$15,609$57,774$36,084$76,445
Total foreign currency and derivative loss, net$(8,824)$(4,388)$(25,844)$(6,933)

12**.**Lessor Operating Leases

As of June 30, 2026, we owned or held interests in 15,588 properties. Of the 15,588 properties, 15,218, or 97.6%,

are single-tenant properties, and the remainder are multi-tenant properties. As of June 30, 2026, 188 properties

were available for lease or sale. The majority of our leases are accounted for as operating leases.

As of June 30, 2026, 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.

The following table details our rental revenue for the three and six months ended June 30, 2026 and 2025 (in

thousands):

Three months ended June 30,Six months ended June 30,
2026202520262025
Minimum rent$1,306,431$1,218,003$2,579,879$2,408,036
Tenant reimbursement income91,13387,424188,618174,802
Straight-line rents40,94731,93482,17277,446
Above and below-market lease amortization(16,883)(6,287)(30,763)(21,613)
Percentage rent4,0052,7998,2088,607
Lease termination income1,0201,84741,2182,768
Other rent3,77610,4726,19013,595
Provision for doubtful accounts(3,962)(8,004)(8,238)(12,396)
Total rental revenue (including reimbursements)$1,426,467$1,338,188$2,867,284$2,651,245

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13**.**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:

Six months ended June 30,
Month20262025
January$0.2700$0.2640
February0.27000.2640
March0.27000.2680
April0.27050.2685
May0.27050.2685
June0.27050.2685
Total$1.6215$1.6015

As of June 30, 2026, a distribution of $0.2710 per common share was payable and was paid in July 2026.

B.At-the-Market ("ATM") Program

In May 2026, 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. The current ATM program permits us to enter into both contingent

and non-contingent forward sale agreements. Under certain forward sale agreements, the applicable forward

purchaser may elect whether to exercise a purchase contingency (the "Contingency"), and any unexercised

Contingency is automatically exercised at expiration if the market price exceeds the applicable forward price. We

may receive a contingency premium in connection with such arrangements. 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 agreements, 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. As of June 30, 2026, we had 138.9 million shares remaining available for future issuance under our ATM

program. We anticipate maintaining the availability of our ATM program in the future, including by replenishing the

authorized shares issuable thereunder.

The following table outlines common stock issuances pursuant to our ATM programs (dollars in millions, shares in

thousands):

Three months ended June 30,Six months ended June 30,
2026202520262025
Shares of common stock issued under the ATM program (1)13,65511,15013,65522,381
Gross proceeds$840.0$628.7$840.0$1,260.7
Sales agents' commissions and other offering expenses(15.7)(6.5)(15.9)(13.7)
Net proceeds$824.3$622.2$824.1$1,247.0

(1) During the three and six months ended June 30, 2026, 13.9 million and 22.1 million shares were sold, respectively. As of June 30, 2026, 21.1

million shares of common stock subject to forward sale confirmations have been executed, but not settled, at a weighted average initial gross

price of $60.14 per share. We currently expect to fully settle forward sale agreements outstanding by September 30, 2026, representing $1.2

billion in net proceeds, for which the weighted average forward price as of June 30, 2026 was $58.34 per share.

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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 June 30, 2026, we had 10.4 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):

Three months ended June 30,Six months ended June 30,
2026202520262025
Shares of common stock issued under the DRSPP program485099107
Gross proceeds$3.0$2.8$6.1$5.9

*D.*Repurchases of Common Stock

We repurchased 1.8 million shares of our common stock during the six months ended June 30, 2026 for an

aggregate cost of $101.9 million. As of June 30, 2026, there was $1.9 billion remaining under the share repurchase

program authorized by the Board of Directors, which expires in January 2028.

14**.**Common Stock Incentive Plan

The amount of share-based compensation costs recognized in 'General and administrative' in our consolidated

statements of income and comprehensive income was $9.3 million and $8.1 million during the three months ended

June 30, 2026 and 2025, respectively, and $20.7 million and $14.0 million during the six months ended June 30,

2026, and 2025, respectively.

*A.*Restricted Stock and Restricted Stock Units

During the six months ended June 30, 2026, we granted a total of 304,832 shares of restricted stock and restricted

stock units under the Realty Income 2021 Incentive Award Plan (the "2021 Plan"). This amount included 32,140

shares granted to the independent members of our Board of Directors in connection with our annual awards in May

Restricted stock and restricted stock units granted to employees vest over a service period not exceeding four

years, while those granted to directors vest over a period of up to three years based on each director's years of

service, and are subject to the director’s continued service through each applicable vesting date.

As of June 30, 2026, the remaining unamortized share-based compensation expense related to restricted stock

awards and units totaled $33.5 million, which is being amortized on a straight-line basis over the service period of

each applicable award. 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.

B.Performance Shares

During the six months ended June 30, 2026, we granted 246,900 performance shares, as well as dividend

equivalent rights, to our executive officers. The performance shares are earned based on our Total Shareholder

Return (“TSR”) performance relative to select industry indices and peer groups as well as achievement of certain

operating metrics, and 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.

As of June 30, 2026, the remaining share-based compensation expense related to the performance shares totaled

$34.0 million. The performance shares are recognized on a tranche-by-tranche basis over the service period. The

fair value of the performance shares was estimated on the date of grant using a Monte Carlo Simulation model.

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15**.**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):

Three months ended June 30,Six months ended June 30,
2026202520262025
Weighted average shares used for the basic net income per share computation932,307902,966932,133897,338
Incremental shares from share-based compensation755647805592
Dilutive effect of forward ATM offerings1,6001031,497185
Weighted average shares used for diluted net income per share computation934,662903,716934,435898,115
Unvested shares from share-based compensation that were anti-dilutive2191718517
Weighted average partnership common units convertible to common shares that were anti- dilutive2,6822,6822,6822,682
Weighted average forward ATM offerings that were anti-dilutive14399019
Weighted average shares issuable upon conversion of the convertible notes that were anti-dilutive12,424—11,944—

16**.**Supplemental Disclosures of Cash Flow Information

The following table summarizes our supplemental cash flow information during the periods indicated below (in

thousands):

Six months ended June 30,
20262025
Supplemental disclosures:
Cash paid for interest$487,558$451,436
Cash paid for income taxes$58,661$60,367
Non-cash activities:
Net increase (decrease) in fair value of derivatives$107,700$(143,010)
Payment-in-kind interest expense on Term Loans$9,094$—
Payment-in-kind interest and dividend income on loans and preferred equity investments$(15,585)$—

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):

June 30, 2026June 30, 2025
Cash and cash equivalents shown in the consolidated balance sheets$552,648$800,447
Restricted escrow deposits (1)58,59422,219
Impounds related to mortgages payable (1)4,12019,070
Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows$615,362$841,736

(1) Included within 'Other assets, net' on our consolidated balance sheets (see note 2*,* 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.

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17**.**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):

Three months ended June 30,Six months ended June 30,
2026202520262025
Property expenses (excluding reimbursements)$21,306$19,998$40,664$39,301
Cash G&A expenses (1)$48,336$41,219$95,838$79,364

(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.

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B.Geographic Information

The following table disaggregates domestic and international revenue by major asset types and geographic regions

(in thousands):

Three months ended June 30,
2026
U.S.U.K.Other (1)Total
Retail$868,428$187,075$59,239$1,114,742
Industrial212,10715,47523,892251,474
Other (2)59,615636—60,251
Rental (including reimbursements)$1,140,150$203,186$83,131$1,426,467
Interest income on financing receivables32,024
Interest and dividend income on loans and preferred equity investments88,517
Other703
Total revenue$1,547,711
2025
U.S.U.K.Other (1)Total
Retail$858,362$155,506$47,225$1,061,093
Industrial197,20512,5824,537214,324
Other (2)61,2421,529—62,771
Rental (including reimbursements)$1,116,809$169,617$51,762$1,338,188
Interest income on financing receivables32,382
Interest and dividend income on loans and preferred equity investments39,480
Other328
Total revenue$1,410,378
Six months ended June 30,
2026
U.S.U.K.Other (1)Total
Retail$1,779,352$364,275$116,581$2,260,208
Industrial414,80330,71140,491486,005
Other (2)118,0253,046—121,071
Rental (including reimbursements)$2,312,180$398,032$157,072$2,867,284
Interest income on financing receivables64,154
Interest and dividend income on loans and preferred equity investments158,627
Other6,373
Total revenue$3,096,438
2025
U.S.U.K.Other (1)Total
Retail$1,722,434$293,670$86,606$2,102,710
Industrial393,63424,2454,537422,416
Other (2)123,6292,490—126,119
Rental (including reimbursements)$2,239,697$320,405$91,143$2,651,245
Interest income on financing receivables65,017
Interest and dividend income on loans and preferred equity investments74,216
Other405
Total revenue$2,790,883

(1) Other includes rental revenue generated from all other European countries we operate in.

(2) Other includes all other property types in our portfolio.

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No individual client’s revenue represented more than 10% of our total revenue for each of the three and six months

ended June 30, 2026 and 2025.

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):

June 30, 2026December 31, 2025
U.S.U.K.Other (1)TotalU.S.U.K.Other (1)Total
Long-lived assets$43,226.3$9,633.3$3,784.8$56,644.4$42,337.4$9,322.6$3,280.5$54,940.5
Remaining assets19,797.117,855.1
Total assets$76,441.5$72,795.6

(1) Other includes long-lived assets in all other European countries we operate in.

18**.**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 June 30, 2026, we had $729.4 million of commitments under construction contracts related to development

projects, which have estimated rental revenue commencement dates between July 2026 and December 2028. In

addition, we had commitments of $81.1 million for tenant improvements, recurring capital expenditures, and building

improvements, and had accrued $11.5 million in contingent consideration obligations related to leasing activities at

four U.K. retail park properties acquired in 2026, representing the remaining amounts deemed probable and

estimable as of June 30, 2026.

In June 2026, we entered into an agreement with a joint venture to fund approximately $243.0 million for our equity

interest in the joint venture, among other costs. This purchase obligation is expected to close during the third

quarter of 2026.

As of June 30, 2026, we had approximately $375.4 million of unfunded loan commitments related to certain loan

investments, under which we are committed to provide funding upon borrower request, subject to satisfaction of

customary conditions. These commitments may be funded over the contractual commitment period and are

generally intended to support the financing needs of the borrowers, including project development costs, operational

expenditures, and interest obligations. These commitments are secured by the underlying real estate collateral or

pledges of equity interests in the borrowing entities.

In March 2026, we closed on a mezzanine loan entered into with a joint venture with a principal balance of

$375.0 million. As of June 30, 2026, we have an obligation to fund up to $135.6 million over the term of the

guarantee on third-party debt related to this loan, in the event of default. The guarantee is effective through the term

of the related loan, which matures in March 2029 and has two 12-month extension options available. The guarantee

requires fair value measurement. As such, we recorded the measured amount of $4.0 million as a liability at

inception, which is included in 'Other liabilities' on our consolidated balance sheets.

19**.**Subsequent Events

A.Dividends

In July 2026, we declared a dividend of $0.2710 per share to our common stockholders, which will be paid in August

B. Credit Facility Amendment

On July 10, 2026, we amended and restated our unsecured revolving credit facility to increase the borrowing

capacity to $5.5 billion, among other things. The revolving credit facility is bifurcated into two $2.75 billion tranches,

which initially mature on April 29, 2029 and July 10, 2030, respectively, before giving effect to two six-month

extension options. Pursuant to the terms of the revolving credit facility, the credit ratings at the time of the

amendment provided for a borrowing rate of 67.5 basis points over the SOFR for USD borrowings, with a facility

commitment fee of 12.5 basis points, for all-in drawn pricing of 80 basis points over SOFR, a reduction of 5.0 basis

points from the prior revolving credit facilities.

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C. Commercial Paper Program

On July 10, 2026, in conjunction with the closing of the updated revolving credit facility, we also expanded our global

unsecured commercial paper programs to a total combined capacity of $5.5 billion, including an upsized

$2.75 billion U.S. commercial paper program and a $2.75 billion European commercial paper program. The notes

will be sold under customary terms in the United States and European commercial paper note markets, respectively,

and will rank pari passu with all of our other unsecured senior indebtedness, including our outstanding senior notes

and borrowings under our multicurrency revolving credit facilities.

D. U.S. Core Plus Fund

On July 1, 2026, we called an additional $265.7 million of capital from third-party investors, resulting in an indirect

ownership of 23.6% in the Fund.

E. ATM Forward Offerings

As of August 5, 2026, we had outstanding forward sale agreements under our ATM program for a total of 22.5

million shares of common stock, representing expected net proceeds of approximately $1.3 billion (assuming full

physical settlement of such agreements), of which 1.4 million shares were sold in July 2026.

F. Note Issuance

In July 2026, we issued €600.0 million of 3.625% senior unsecured notes due July 2032.

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