Barbara B. Hill - Jun 5, 2023 Form 4 Insider Report for OMEGA HEALTHCARE INVESTORS INC (OHI)

Role
Director
Signature
/s/ Meghan C. Lyons , Attorney-in-Fact
Stock symbol
OHI
Transactions as of
Jun 5, 2023
Transactions value $
$0
Form type
4
Date filed
6/7/2023, 05:33 PM
Previous filing
May 16, 2023
Next filing
May 13, 2024

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 +8.09K +55% $0.00 22.8K Jun 5, 2023 OP Units 8.09K Direct F1, F2, F3, F4
transaction OHI Profits Interest Units Options Exercise $0 -8.3K -36.44% $0.00 14.5K Jun 5, 2023 OP Units 8.3K Direct F1, F2, F4, F5
transaction OHI OP Units Options Exercise $0 +8.3K +70.79% $0.00 20K Jun 5, 2023 Common Stock 8.3K Direct F2, 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 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 share of Issuer common stock, or at the Issuer's election, one share of Issuer's common stock, subject to adjustment as set forth in the partnership agreement. OP Units do not expire.
F3 100% of the reporting person's PIUs granted on June 5, 2023 will vest on the date of the Company's 2024 Annual Meeting of Shareholders, subject to continued service.
F4 Includes 6,400 vested PIUs which can be converted to OP units if certain tax-related conditions are met.
F5 100% of the reporting person's PIUs granted on June 3, 2022 vested and converted into OP Units on June 5, 2023.