Form 4 for OHI OMEGA HEALTHCARE INVESTORS INC
Accepted 2024-10-01 00:00:00 ET · period of report 2024-09-27 · accession 0001415889-24-024257 · 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 | 2024-10-01 | 2024-09-27 | OHI | STEPHENSON ROBERT O | CFO | S - Sale | $40.19 | -22.5K | 183.1K | -11% | -$906.0K |
| DM | 2024-10-01 | 2024-09-30 | OHI | STEPHENSON ROBERT O | CFO | M - OptEx | $0.00 | 0 | 393.3K | 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 | 2024-09-27 | S | D | 22,542 | $40.19 | 183,076 | D | — | — | (F1) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.165 to $40.24, inclusive. The reporting person undertakes to provide Omega Healthcare Investors, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 2 | Derivative | Profits Interest Units | 2024-09-30 | M | D | 20,286 | $0.00 | 104,920 | D | — · — to — | 20,286 OP Units | (F2) 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. (F3) 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. (F4) Represents 25% of the PIUs that vested into OP Units at the end of each calendar quarter in 2024 based on the performance for the 2021-2023 performance period, subject to continued employment and accelerated vesting under certain circumstances. |
| 3 | Derivative | OP Units | 2024-09-30 | M | A | 20,286 | $0.00 | 393,282 | D | — · — to — | 20,286 Common Stock | (F3) 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. |