Neal Ballew - 31 Dec 2025 Form 4 Insider Report for OMEGA HEALTHCARE INVESTORS INC (OHI)

Role: CHIEF ACCOUNTING OFFICER
Signature: /s/ Meghan C. Lyons , Attorney-in-Fact
Issuer symbol: OHI
Transactions as of: 31 Dec 2025
Net transactions value: +$5,677
Form type: 4
Filing time: 02 Jan 2026, 16:15:24 UTC
Previous filing: 01 Oct 2025
Next filing: 12 Jan 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Ballew Neal	CHIEF ACCOUNTING OFFICER	303 INTERNATIONAL CIRCLE, SUITE 200, HUNT VALLEY	/s/ Meghan C. Lyons , Attorney-in-Fact	02 Jan 2026	0001824484

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OHI	Common Stock	Award	$6,209	+173	+4.1%	$35.89	4,360	01 Jan 2026	Direct	F1
transaction	OHI	Common Stock	Tax liability	$532	-12	-0.28%	$44.34	4,348	01 Jan 2026	Direct	F2

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	-9,248	-15%	$0.000000	53,335	31 Dec 2025	OP Units	9,248		Direct	F3, F4, F5
transaction	OHI	Profits Interest Units	Options Exercise	$0	-9,579	-18%	$0.000000	43,756	31 Dec 2025	OP Units	9,579		Direct	F3, F4, F6
transaction	OHI	Profits Interest Units	Options Exercise	$0	-15,408	-35%	$0.000000	28,348	31 Dec 2025	OP Units	15,408		Direct	F3, F4, F7
transaction	OHI	OP Units	Options Exercise	$0	+9,248	+9.9%	$0.000000	102,852	31 Dec 2025	Common Stock	9,248		Direct	F4
transaction	OHI	OP Units	Options Exercise	$0	+9,579	+9.3%	$0.000000	112,431	31 Dec 2025	Common Stock	9,579		Direct	F4
transaction	OHI	OP Units	Options Exercise	$0	+15,408	+14%	$0.000000	127,839	31 Dec 2025	Common Stock	15,408		Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares were purchased via the Company's Employee Stock Purchase Plan ("ESPP")
F2	Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the acquisition of shares under the ESPP.
F3	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.
F4	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 continued employment and accelerated vesting under certain circumstances.
F5	Represents 25% of the PIUs that vesting into OP Units at the end of each calendar quarter in 2025 based on the Absolute Total Shareholder Return for the 2022-2024 performance period, subject to continued employment and accelerated vesting under certain circumstances.
F6	Represents 25% of the PIUs that vesting into OP Units at the end of each calendar quarter in 2025 based on the Relative Total Shareholder Return for the 2022-2024 performance period, subject to continued employment and accelerated vesting under certain circumstances.
F7	Represents PIUs subject to three-year time-based vesting into OP Units that were granted in 2023, subject to continued employment and accelerated vesting under certain circumstances.