O Realty Income Corporation

Issuer:

Realty Income Corporation (the “Company”)

Trade Date:

October 4, 2016

Expected Settlement Date:

October 12, 2016 (T+5)

Anticipated Ratings(1):

Baa1 by Moody’s Investors Service, Inc. (positive outlook)

BBB+ by Standard & Poor’s Ratings Services (positive outlook)

BBB+ by Fitch Ratings (stable outlook)

Net Proceeds:

Approximately $588.1 million after deducting the underwriting discount but before deducting other estimated expenses payable by the Company

Use of Proceeds:

The Company intends to use the net proceeds from this offering to repay borrowings outstanding under its $2.0 billion revolving credit facility and, to the extent not used for that purpose, to fund potential investment opportunities and/or for other general corporate purposes. On September 30, 2016, the Company had approximately $1.1 billion of outstanding borrowings under its revolving credit facility. Borrowings under the revolving credit facility were generally used to acquire properties. For additional information, see “Use of Proceeds” in the Preliminary Prospectus Supplement.

Security:

3.000% Notes due 2027

Principal Amount:

$600,000,000

Maturity Date:

January 15, 2027

Interest Rate:

3.000% per annum, accruing from October 12, 2016

Interest Payment Dates:

January 15 and July 15, commencing January 15, 2017

Price to Public:

98.671%, plus accrued interest, if any

Spread to Benchmark Treasury:

+ 147 basis points

Benchmark Treasury:

1.500% due August 15, 2026

Benchmark Treasury Price/Yield:

98-11 / 1.683%

Reoffer Yield:

3.153%

Optional Redemption:

Prior to October 15, 2026 (the “Par Call Date”), the notes will be redeemable at any time in whole or from time to time in part at the option of the Company at a redemption price equal to the greater of (a) 100% of the principal amount of the notes to be redeemed, and (b) the sum of the present values of the remaining scheduled payments of principal of and interest on the notes to be redeemed (exclusive of interest accrued to the applicable redemption date), assuming the notes matured and that accrued and unpaid interest on the notes was payable on the Par Call Date, discounted to such redemption date on a semiannual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate plus 25 basis points, plus, in the case of both clauses (a) and (b) above, accrued and unpaid interest, if any, to such redemption date.

On or after the Par Call Date, the notes will be redeemable at any time in whole or from time to time in part at the option of the Company at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to the redemption date.

See the Preliminary Prospectus Supplement for the definition of “Treasury Rate” and for further terms and provisions applicable to optional redemption.

CUSIP/ISIN:

756109AS3 / US756109AS39

Joint Book-Running Managers:

Citigroup Global Markets Inc.

Barclays Capital Inc.

BNY Mellon Capital Markets, LLC

Goldman, Sachs & Co.

U.S. Bancorp Investments, Inc.

J.P. Morgan Securities LLC

Merrill Lynch, Pierce, Fenner & Smith

Incorporated

Morgan Stanley & Co. LLC

RBC Capital Markets, LLC

Regions Securities LLC

UBS Securities LLC

Wells Fargo Securities, LLC

Lead Managers:

Credit Suisse Securities (USA) LLC

Mizuho Securities USA Inc.

Senior Co-Managers:

BB&T Capital Markets, a division of BB&T Securities, LLC

MUFG Securities Americas Inc.

PNC Capital Markets LLC

Stifel, Nicolaus & Company, Incorporated

Co-Managers:

Moelis & Company LLC

Comerica Securities, Inc.

Evercore Group L.L.C.

Raymond James & Associates, Inc.

Samuel A. Ramirez & Company, Inc.

Academy Securities, Inc.