0001127602-20-001546.txt : 20200114
0001127602-20-001546.hdr.sgml : 20200114
20200114162455
ACCESSION NUMBER: 0001127602-20-001546
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200110
FILED AS OF DATE: 20200114
DATE AS OF CHANGE: 20200114
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: 20526279
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
2020-01-10
0000888491
OMEGA HEALTHCARE INVESTORS INC
OHI
0001143567
PICKETT C TAYLOR
303 INTERNATIONAL CIRCLE
SUITE 200
HUNT VALLEY
MD
21030
1
1
Chief Executive Officer
Profit Interest Units
2020-01-10
4
A
0
38611
0
A
OP Units
38611
78284
D
Restricted Stock Units
2020-01-10
4
A
0
93502
0
A
Common Stock
93502
138832
D
Profit Interest Units
2020-01-10
4
A
0
133395
0
A
OP Units
133395
211679
D
Represents grant of 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. OP Units do not expire.
Subject to three-year cliff vesting on 12/31/2022 and subject to continued employment on the vesting date with certain exceptions for qualifying termination of employment.
Represents performance Restricted Stock Units earned (but not yet vested) based on Total Shareholder Return against a peer group for the 2017-2019 performance period, as certified by the Compensation Committee on January 10, 2020. Restricted Stock Units convert on a 1 for 1 basis into common stock.
25% of the units earned based on performance for the 2017-2019 performance period vest at the end of each calendar quarter of 2020, subject to continued employment and accelerated vesting in certain events.
Represents Profits Interest Units earned (but not yet vested) based on Total Shareholder Return for the 2017-2019 performance period, as certified by the Compensation Committee on January 10, 2020.
/s/ Thomas H. Peterson, Attorney-in-Fact
2020-01-14