Robert O. Stephenson - Jan 10, 2025 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 10, 2025
Transactions value $
$0
Form type
4
Date filed
1/13/2025, 04:15 PM
Previous filing
Jan 3, 2025
Next filing
Jan 21, 2025

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 +103K +176.99% $0.00 161K Jan 10, 2025 OP Units 103K Direct F1, F2, F3
transaction OHI Profits Interest Units Award $0 +107K +66.18% $0.00 268K Jan 10, 2025 OP Units 107K Direct F1, 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. OP Units do not expire.
F2 The PIUs have been earned, but not yet vested, based on Absolute Total Shareholder Return for the 2022-2024 performance period, as certified by the Compensation Committee as of January 10, 2025.
F3 25% of the PIUs earned based on the 2022-2024 performance period will vest at the end of each quarter of 2025, subject to continued employment and accelerated vesting upon certain events.
F4 The PIUs have been earned, but not yet vested, based on Relative Total Shareholder Return for the 2022-2024 performance period, as certified by the Compensation Committee as of January 10, 2025.