Form 4 for OHI OMEGA HEALTHCARE INVESTORS INC
Accepted 2026-01-02 00:00:00 ET · period of report 2025-12-30 · accession 0001157251-26-000002 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2026-01-02 | 2025-12-30 | OHI | STEPHENSON ROBERT O | CFO | G - Gift | $0.00 | -3,850 | 178.4K | -2% | $0 |
| DM | 2026-01-02 | 2025-12-31 | OHI | STEPHENSON ROBERT O | CFO | M - OptEx | $0.00 | 0 | 108.5K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-12-30 | G | D | 3,850 | $0.00 | 178,426 | D | — | — | |
| 2 | Derivative | OP Units | 2025-12-31 | M | A | 26,658 | $0.00 | 649,618 | D | — · — to — | 26,658 Common Stock | (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 continued employment and accelerated vesting under certain circumstances. |
| 3 | Derivative | OP Units | 2025-12-31 | M | A | 29,827 | $0.00 | 679,445 | D | — · — to — | 29,827 Common Stock | (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 continued employment and accelerated vesting under certain circumstances. |
| 4 | Derivative | OP Units | 2025-12-31 | M | A | 25,737 | $0.00 | 622,960 | D | — · — to — | 25,737 Common Stock | (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 continued employment and accelerated vesting under certain circumstances. |
| 5 | Derivative | Profits Interest Units | 2025-12-31 | M | D | 29,827 | $0.00 | 51,981 | D | — · — to — | 29,827 OP Units | (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) 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 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. |
| 6 | Derivative | Profits Interest Units | 2025-12-31 | M | D | 26,658 | $0.00 | 81,808 | D | — · — to — | 26,658 OP Units | (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) 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. (F4) 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. |
| 7 | Derivative | Profits Interest Units | 2025-12-31 | M | D | 25,737 | $0.00 | 108,466 | D | — · — to — | 25,737 OP Units | (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) 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. (F3) 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. |