0001127602-21-012975.txt : 20210405 0001127602-21-012975.hdr.sgml : 20210405 20210405135441 ACCESSION NUMBER: 0001127602-21-012975 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210331 FILED AS OF DATE: 20210405 DATE AS OF CHANGE: 20210405 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INSOFT STEVEN J CENTRAL INDEX KEY: 0001195680 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11316 FILM NUMBER: 21804752 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 2021-03-31 0000888491 OMEGA HEALTHCARE INVESTORS INC OHI 0001195680 INSOFT STEVEN J 303 INTERNATIONAL CIRCLE SUITE 200 HUNT VALLEY MD 21030 1 Chief Corp Development Officer Common Stock 2021-03-31 4 M 0 12919 36.63 A 215311 D Common Stock 2021-03-31 4 F 0 5723 36.63 D 209588 D Restricted Stock Units 2021-03-31 4 M 0 12919 0 D Common Stock 12919 38755 D Profit Interest Units 2021-03-31 4 M 0 29372 0 D OP Units 29372 142431 D OP Units 2021-03-31 4 M 0 29372 0 A Common Stock 29372 213488 D Represents the vesting into common stock, on a one-for-one basis, of 25% of the performance based Restricted Stock Units (RSUs) that were earned for the 2018-2020 performance period, that was previously reported, and are subject to quarterly vesting in 2021. These have been reported as Restricted Stock Units since satisfaction of the performance condition. Represents shares withheld from the common stock issued in respect of vested awards as payment of the associated income tax withholding liability. Represents 25% of the Restricted Stock Units earned based on performance for the 2018-2020 performance period that will vest at the end of each calendar quarter of 2021, subject to continued employment and accelerated vesting in certain event and converted to common stock on a one-for-one basis. 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. OP Units do not expire. Represents 25% of the Profits Units earned based on the 2018-2020 performance period vest at the end of each quarter of 2021, subject to continued employment and accelerated vesting upon certain events. 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 2021-04-05