0001127602-20-000810.txt : 20200103 0001127602-20-000810.hdr.sgml : 20200103 20200103170921 ACCESSION NUMBER: 0001127602-20-000810 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190313 FILED AS OF DATE: 20200103 DATE AS OF CHANGE: 20200103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PICKETT C TAYLOR CENTRAL INDEX KEY: 0001143567 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11316 FILM NUMBER: 20506628 MAIL ADDRESS: STREET 1: C/O OMEGA HEALTHCARE INVESTORS STREET 2: 900 VICTORS WAY #350 CITY: ANN ARBOR STATE: MI ZIP: 48108 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OMEGA HEALTHCARE INVESTORS INC CENTRAL INDEX KEY: 0000888491 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 383041398 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 303 INTERNATIONAL CIRCLE, STREET 2: SUITE 200 CITY: HUNT VALLEY STATE: MD ZIP: 21030 BUSINESS PHONE: 410-427-1700 MAIL ADDRESS: STREET 1: 303 INTERNATIONAL CIRCLE, STREET 2: SUITE 200 CITY: HUNT VALLEY STATE: MD ZIP: 21030 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2019-03-13 0000888491 OMEGA HEALTHCARE INVESTORS INC OHI 0001143567 PICKETT C TAYLOR 303 INTERNATIONAL CIRCLE SUITE 200 HUNT VALLEY MD 21030 1 1 Chief Executive Officer Common Stock 2019-03-13 5 G 0 E 425 36.62 D 351496 D Common Stock 2019-12-31 4 M 0 39156 42.35 A 245588 D Common Stock 2019-12-31 4 F 0 18976 42.35 D 226612 D Common Stock 8200 I Family Trust Restricted Stock Units 2019-12-31 4 M 0 39156 0 D Common Stock 39156 45330 D Def. Res. Stock Units 2019-12-31 4 M 0 19874 0 D Common Stock 19874 0 D Deferred Stock Units 2019-12-31 4 M 0 19874 0 A Common Stock 19874 378726 D Profit Interest Units 2019-12-31 4 M 0 19338 0 D OP Units 19338 39673 D OP Units 2019-12-31 4 M 0 19338 0 A Common Stock 19338 77349 D Represents the vesting of Restricted Stock Units subject to three-year cliff vesting granted on 1/1/2017, subject to continued employment and accelerated vesting in certain events and converted to common stock on a one-for-one basis. Represents the portion of Restricted Stock Units that was delivered by the reporting person as payment of income tax liability in connection with the expiration of the deferral. Represents Deferred Restricted Stock Units which the reporting person elected to receive in lieu of Restricted Stock Units upon earning of Performance Restricted Stock Units. Each Deferred Restricted Stock Unit represents a right to receive one share of common stock. 25% of the units earned based on performance for the 2016-2018 performance period vest at the end of each calendar quarter of 2019, subject to continued employment and accelerated vesting in certain events. Represents Deferred Stock Units which the reporting person elected to receive upon the vesting of Deferred Restricted Stock Units. Each Deferred Stock Unit represents a right to receive one share of common stock when vested. If the participant previously elected, dividends will also be converted into Deferred Stock Units. The Deferred Stock Units become payable in February 2023 Represents Profits Interest Units ("Profits Units") in OHI Healthcare Properties Limited Partnership (the "Operating Partnership"), of which the Issuer is the general partner. Each Profits Unit 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. 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. 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. /s/ Thomas H. Peterson, Attorney-in-Fact 2020-01-03