SEC Form 4 · accession 0001127602-15-013948
OMEGA HEALTHCARE INVESTORS INC · OHI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig M Bernfield
Director
Period of report
Apr 1, 2015
Accepted (ET)
Apr 3, 2015 · 4:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000888491
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 1, 2015 | A | 192,987 | $40.57 | A | 192,987 | D | |
| Common StockF2 | Apr 1, 2015 | A | 69,277 | $40.57 | A | 262,264 | D | |
| Common StockF3 | Apr 1, 2015 | F | 31,569 | $40.57 | D | 230,695 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F4,F5 | $18.41 | Apr 1, 2015 | A | 1,494,209 | A | Apr 1, 2015 | — | Common Stock | 1,494,209 | 1,494,209 | D |
| Stock Options (Right to Buy)F4,F6 | $19.96 | Apr 1, 2015 | A | 33,196 | A | Apr 1, 2015 | — | Common Stock | 33,196 | 33,196 | D |
| Stock Options (Right to Buy)F4,F7 | $20.70 | Apr 1, 2015 | A | 31,783 | A | Apr 1, 2015 | — | Common Stock | 31,783 | 31,783 | D |
| Stock Options (Right to Buy)F4,F8 | $20.97 | Apr 1, 2015 | A | 627,813 | A | Apr 1, 2015 | — | Common Stock | 627,813 | 627,813 | D |
| Stock Options (Right to Buy)F4,F9 | $20.73 | Apr 1, 2015 | A | 297,796 | A | Apr 1, 2015 | — | Common Stock | 297,796 | 297,796 | D |
Explanation of responses
- F1Received in exchange for 214,431 of common stock of Aviv REIT, Inc. ("Aviv") in connection with the merger of Aviv REIT, Inc. into a wholly owned subsidiary of the Issuer (the "Merger").
- F2Received in exchange for 76,976 performance-based restricted stock units of Aviv.
- F3Represents stock withheld as payment of income tax liability in connection with the delivery of shares subject to performance-based restricted stock units of Aviv.
- F4Received in the Merger in exchange for an employee stock option to acquire shares of Aviv common stock.
- F5Does not expire
- F6Does not Expire
- F7Does not expire
- F8Does not expire
- F9Does not expire