Craig R. Callen - Jun 6, 2025 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 6, 2025
Transactions value $
$0
Form type
4
Date filed
6/10/2025, 04:05 PM
Previous filing
Apr 4, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
CALLEN CRAIG R Director 303 INTERNATIONAL CIRCLE, SUITE 200, HUNT VALLEY /s/ Meghan C. Lyons, Attorney-in-Fact 2025-06-10 0001224316

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 Options Exercise $0 -12.1K -100% $0.00 0 Jun 6, 2025 OP Units 12.1K Direct F1, F2
transaction OHI OP Units Options Exercise $0 +12.1K +23.86% $0.00 63K Jun 6, 2025 Common Stock 12.1K Direct F2, F3
transaction OHI Profits Interest Units Award $0 +11.3K $0.00 11.3K Jun 6, 2025 OP Units 11.3K Direct F1, F2, F4, F5
* 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 common stock, subject to adjustment as set forth in the partnership agreement. The OP Units have no expiration date.
F3 100% of the reporting person's PIUs granted on June 7, 2024 vested and converted into OP Units on June 6, 2025.
F4 Represents the annual grant of stock the reporting person elected to receive as Profits Interest Units.
F5 100% of the reporting person's PIUs granted on June 6, 2025 will vest on the date of the Company's 2026 Annual Meeting of Shareholders, subject to continued service.