---
schema_version: "secwatch.filing_event.v1"
accession: "0000726728-23-000073"
form_type: "8-K"
ticker: "O"
cik: "0000726728"
company_name: "REALTY INCOME CORP"
filed_at: "2023-05-25T23:59:59+00:00"
generated_at: "2026-06-14T15:11:04.934356+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Realty Income shareholders elect all 11 directors, approve say-on-pay and auditor at annual meeting

## Summary
- All 11 director nominees elected with votes for ranging from 433.1M to 480.6M; Reginald Gilyard received highest against (51.2M).
- Ratification of KPMG as auditor for FY2023 approved: 552.0M for, 17.4M against.
- Non-binding say-on-pay approved: 450.4M for, 32.8M against, 1.8M abstentions.
- Non-binding vote on frequency chosen as one year (472.9M); company will hold say-on-pay annually until at least 2029.

## SEC filing metadata
- accession: 0000726728-23-000073
- form_type: 8-K
- ticker: O
- cik: 0000726728
- company_name: REALTY INCOME CORP
- filed_at: 2023-05-25T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/0000726728-23-000073-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/o-20230523.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000726728-23-000073
- JSON: https://secwatch.observer/filing/0000726728-23-000073.json
- Plain text: https://secwatch.observer/filing/0000726728-23-000073.txt

## Key facts
- Shareholder Votes
  REALTY INCOME CORP shareholders approved Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-05-23 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-23
  source text: Proposal 2: Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/0000726728-23-000073-index.htm
- Shareholder Votes
  REALTY INCOME CORP shareholders approved A non-binding advisory vote to approve the frequency of future non-binding advisory votes on named executive officer compensation at the 2023-05-23 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-23
  source text: Proposal 4: A non-binding advisory vote to approve the frequency of future non-binding advisory votes by stockholders of the compensation of our named executive officers.
  evidence_url: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/0000726728-23-000073-index.htm
- Shareholder Votes
  REALTY INCOME CORP shareholders approved Election of 11 directors to serve until the 2024 annual meeting of stockholders at the 2023-05-23 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-23
  source text: Proposal 1: Election of 11 directors to serve until the 2024 annual meeting of stockholders and until their respective successors are duly elected and qualified.
  evidence_url: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/0000726728-23-000073-index.htm
- Shareholder Votes
  REALTY INCOME CORP shareholders approved A non-binding advisory proposal to approve the compensation of the Company's named executive officers at the 2023-05-23 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-23
  source text: Proposal 3: A non-binding advisory proposal to approve the compensation of the Company’s named executive officers as described in the Proxy Statement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/726728/000072672823000073/0000726728-23-000073-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.