金克地产美股招股说明书(2025-11-03版)

Dividend Reinvestment and Direct Stock Purchase Plan 1,000,000 Shares of Common Stock This prospectus supplement relates to shares of common stock, par value $0.01 per share (our “commonstock”), of Kimco Realty Corporation, a Maryland corporation, that we may offer and sell from time to timeaccording to the terms of the Kimco Realty Corporation Dividend Reinvestment and Direct Stock Purchase Plan(the “Plan”). This Plan replaces the former Kimco Realty Corporation Dividend Reinvestment and Direct StockPurchase Plan. Participants in the former Kimco Realty Corporation Dividend Reinvestment and Direct StockPurchase Plan are automatically enrolled as participants in the Plan (“Participants”). Participants should retainthis prospectus supplement for future reference. The Plan provides Participants with a convenient and economical means of purchasing shares of ourcommon stock by reinvesting the cash dividends paid on our common stock and by making additional optionalcash payments. In addition, new investors may make an initial investment in our common stock under the Plan.For Participants, the minimum purchase amount for optional cash payments is $50 per transaction not to exceed$20,000 per month. For interested investors that are not stockholders of Kimco, the minimum purchase amountfor initial cash investments is $100 plus the initial enrollment fee and the maximum limit for initial cashinvestments is $20,000. This prospectus supplement describes and constitutes the Plan. Your participation in the Plan is entirely voluntary, and you may terminate your participation at any time. Ifyou do not elect to participate in the Plan, you will continue to receive cash dividends, if and when authorized byour Board of Directors and declared by us, in the usual manner. Shares of common stock will be (i) purchased on the open market or (ii) purchased directly from us fromauthorized but unissued shares of common stock. We have appointed Equiniti Trust Company, LLC (the “PlanAdministrator”), to serve as the administrator of the Plan. You may enroll in the Plan by obtaining anAccountAuthorization Formfrom the Plan Administrator and returning the completed form to the Plan Administrator. Our common stock is listed on the New York Stock Exchange (“NYSE”) and trades under the symbol“KIM.” On October31, 2025, the last sale price of our common stock as reported on the NYSE was $20.66 pershare. In order to preserve our status as a real estate investment trust (“REIT”) for U.S. federal income taxpurposes, our charter imposes certain restrictions on ownership and transfer of our common stock. See“Description of Common Stock—Restrictions on Ownership” in the accompanying prospectus. Investing in our common stock involves risks. See the information under the caption “Risk Factors”beginning on page S-2of this prospectus supplement and on page8of the accompanying prospectus, aswell as the information under the caption “Risk Factors”in our most recent Annual Report on Form10-Kand any subsequent Quarterly Reports on Form10-Q, which are filed with the Securities and ExchangeCommission(the“SEC”)and incorporated by reference in this prospectus supplement and theaccompanying prospectus, for factors you should consider before investing in our common stock. Neither the SEC nor any state or other securities commission has approved or disapproved of thesesecurities or determined if this prospectus supplement or the accompanying prospectus is truthful orcomplete. Any representation to the contrary is a criminal offense. TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTS-iWHERE YOU CAN FIND MORE INFORMATIONS-iiINCORPORATION OF CERTAIN DOCUMENTS BY REFERENCES-iiiFORWARD-LOOKING STATEMENTSS-ivABOUT THE COMPANYS-1RISK FACTORSS-2USE OF PROCEEDSS-5DESCRIPTION OF THE PLANS-6SUPPLEMENTAL UNITED STATES FEDERAL INCOME TAX CONSIDERATIONSS-20PLAN OF DISTRIBUTIONS-24LEGAL MATTERSS-25EXPERTSS-26 Prospectus ABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION1INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE2DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS4THE COMPANY6RISK FACTORS8USE OF PROCEEDS9GUARANTOR DISCLOSURES10DESCRIPTION OF DEBT SECURITIES11DESCRIPTION OF COMMON STOCK21DESCRIPTION OF COMMON STOCK WARRANTS23DESCRIPTION OF PREFERRED STOCK24DESCRIPTION OF DEPOSITARY SHARES27PROVISIONS OF MARYLAND LAW AND OUR CHARTER AND BYLAWS31UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS36SELLING SECURITYHOLDERS60PLAN OF DISTRIBUTION61LEGAL MATTERS63EXPERTS63 TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENT You should read this prospectus supplement and the accompanying prospectus, as well as the informationincorporated and deemed to be incorporated by reference herein and therein, carefully before you make a decision toinvest in our common stock. These documents contain important information you should consider before makingyour investment decision. This prospectus supplement and the accompanying prospectus contain the terms of