Gail D. Makode - Jan 9, 2023 Form 4 Insider Report for OMEGA HEALTHCARE INVESTORS INC (OHI)

Role
CHIEF LEGAL OFFICER
Signature
/s/ Meghan C. Lyons , Attorney-in-Fact
Stock symbol
OHI
Transactions as of
Jan 9, 2023
Transactions value $
$0
Form type
4
Date filed
1/11/2023, 03:35 PM
Previous filing
Jan 4, 2023
Next filing
Jan 13, 2023

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 Profits Interest Units Award $0 +30.7K +147.39% $0.00 51.5K Jan 9, 2023 OP Units 30.7K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 The PIUs have been earned, but not yet vested, based on Relative Total Shareholder Return for the 2020-2022 performance period, as certified by the Compensation Committee on January 9, 2023.
F3 25% of the PIUs earned based on the 2020-2022 performance period will vest at the end of each quarter of 2023, subject to continued employment and accelerated vesting upon certain events.