Robert O. Stephenson - Jan 12, 2023 Form 4 Insider Report for OMEGA HEALTHCARE INVESTORS INC (OHI)

Role
CHIEF FINANCIAL OFFICER
Signature
/s/ Meghan C. Lyons , Attorney-in-Fact
Stock symbol
OHI
Transactions as of
Jan 12, 2023
Transactions value $
$0
Form type
4
Date filed
1/13/2023, 03:22 PM
Previous filing
Jan 11, 2023
Next filing
Apr 4, 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 +29.8K +25.42% $0.00 147K Jan 12, 2023 OP Units 29.8K 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 ("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.
F2 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 adjustment as set forth in the partnership agreement. The OP Units have no expiration date.
F3 Subject to three-year vesting cliff on 12/31/2025 and subject to continued employment on the vesting date with certain exceptions for qualifying termination of employment. OP Units do not expire.
F4 Subject to three-year vesting cliff on 12/31/2025 and subject to continued employment on the vesting date with certain exceptions for qualifying termination of employment. OP Units do not expire.