Pong Jonathan 4

What Happened

• Jonathan Pong, EVP, Chief Financial Officer & Treasurer of Realty Income Corp (ticker: O), had a total of 2,918 shares of company stock disposed (withheld) to satisfy tax and employment tax withholding obligations on February 15, 2026. The shares were reported as disposed at a closing price of $65.66 per share, for an aggregate value of about $191,596.
• Breakdown by withholding entry:
  • 2,322 shares × $65.66 = $152,463
  • 584 shares × $65.66 = $38,345
  • 12 shares × $65.66 = $788
• This was a tax-withholding disposition (routine), not an open-market sale or a purchase — common when shares are issued or vest and the company withholds shares to cover tax liabilities.

Key Details

• Transaction date: February 15, 2026. Filing date: February 18, 2026 (filed within the normal reporting window).
• Price used: $65.66 per share (closing price on NYSE reported Feb 13, 2026).
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Notable footnotes:
  • Shares were automatically withheld upon issuance/vesting to satisfy tax withholding (including employment taxes and deferred compensation withholding) rather than sold on the open market.
  • The withholding reflects the greater of the holder’s minimum required tax withholding rate or the highest withholding rate allowed by applicable taxing authority rules.
• Transaction code: F — indicates shares were disposed to satisfy tax withholding obligations.

Context

• These transactions are routine tax-withholding events tied to share issuance and vesting (including deferred compensation), and do not necessarily indicate a deliberate investment decision by the insider.
• For retail investors, purchases by insiders are often more informative than withholding disposals; treat this as administrative rather than a signal of company sentiment.