SEC Form 4 · accession 0001127602-19-001865
OMEGA HEALTHCARE INVESTORS INC · OHI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
C Taylor Pickett
Officer — Chief Executive Officer · Director
Period of report
Jan 9, 2019
Accepted (ET)
Jan 11, 2019 · 3:28 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000888491
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Profit Interest UnitsF1,F2 | — | Jan 9, 2019 | A | 39,673 | A | — | — | Common Stock | 39,673 | 39,673 | D |
Explanation of responses
- F1Represents 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.
- F2Profit Interest Units vesting December 31, 2021, subject to continued employment and accelerated vesting in certain events.