OMEGA HEALTHCARE INVESTORS INC · Exercise / conversion · OP Units

What does this filing report?

An SEC Form 4 filing for OMEGA HEALTHCARE INVESTORS INC records an exercise / conversion involving OP Units on December 31, 2025. The reported quantity was 71,770. The filing date is January 2, 2026. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Derivative terms

Underlying security

Common Stock

Underlying quantity

71,770

Conversion / exercise price

Not reported

Exercise date

Not reported

Expiration date

Not reported

Filing footnotes & remarks

F1

The reporting person redeemed 200,000 units of limited partnership interest (each, an "OP Unit") in OHI Healthcare Properties Limited Partnership, of which Omega Healthcare Investors, Inc. (the "Company") is the general partner. Each OP Unit was redeemed for an amount of cash equal to the average of the daily closing price of the Company's common stock on the New York Stock Exchange for the10 consecutive trading days immediately preceding the Company's receipt of the notice of redemption, or $45.25.

F2

The reporting person's redemption of OP Units herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 20,000 underlying shares, with the reporting person's purchase of 20,000 shares of the Company's common stock on November 5, 2025. The reporting person has paid $22,144.00 to the Company, representing the full amount of profit realized in connection with the short-swing transaction.

F3

Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one (1) share of Issuer common stock, or at the Issuer's election, one (1) share of Issuer common stock, subject to continued employment and accelerated vesting under certain circumstances. The OP Units have no expiration date.

F4

Represents Profits Interest Units ("PIUs") in OHI Healthcare Properties Limited Partnership (the "Operating Partnership"), of which the Issuer is the general partner. Each PIU represents a contingent right to receive one (1) unit of limited partnership interest (an "OP Unit") in the Operating Partnership upon vesting and the satisfaction of certain tax-driven economic requirements. OP Units do not expire.

F5

Represents 25% of the PIUs that vesting into OP Units at the end of each calendar quarter in 2025 based on the Absolute Total Shareholder Return for the 2022-2024 performance period, subject to continued employment and accelerated vesting under certain circumstances.

F6

Represents 25% of the PIUs that vesting into OP Units at the end of each calendar quarter in 2025 based on the Relative Total Shareholder Return for the 2022-2024 performance period, subject to continued employment and accelerated vesting under certain circumstances.

F7

Represents PIUs subject to three-year time-based vesting into OP Units that were granted in 2023, subject to continued employment and accelerated vesting under certain circumstances.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.