Craig R. Callen - Jun 3, 2021 Form 4 Insider Report for OMEGA HEALTHCARE INVESTORS INC (OHI)

Role
Director
Signature
/s/ Thomas H. Peterson, Attorney-in-Fact
Stock symbol
OHI
Transactions as of
Jun 3, 2021
Transactions value $
$0
Form type
4
Date filed
7/26/2021, 03:56 PM
Next filing
Jun 9, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OHI Profit Interest Units Options Exercise $0 -8.03K -46.32% $0.00 9.3K Jun 3, 2021 OP Units 8.03K Direct F1, F2, F3
transaction OHI OP Units Options Exercise $0 +8.03K +137.51% $0.00 13.9K Jun 3, 2021 Common Stock 8.03K Direct F2
transaction OHI Profit Interest Units Award $0 +1.1K +11.83% $0.00 10.4K Jul 22, 2021 OP Units 1.1K Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Profits Interest Units ("Profits Units") in OHI Healthcare Properties Limited Partnership (the "Operating Partnership"), of which the Issuer is the general partner. Each Profits Unit can be converted into one unit of limited partnership interest (an "OP Unit") in the Operating Partnership following vesting and the satisfaction of certain tax-driven economic requirements.
F2 Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one share of Issuer common stock, or at the Issuer's election, one share of Issuer common stock, subject to adjustment as set forth in the partnership agreement. OP Units do not expire.
F3 100% of the reporting persons Profits Interest Units granted on 6/7/2021 will vest on the date of the Issuer's 2022 Annual Meeting of shareholders, subject to continued Board service.
F4 Incremental Profits Interest Units granted for 2021 reflecting a revision to Omega's annual director compensation program.