ADAMS ROBERT G 4

What Happened

• Robert G. Adams, a director of National Health Investors, Inc. (NHI), exercised stock option derivatives on Jan 27, 2026 to acquire 35,000 shares (25,000 at $69.20 = $1,730,000; 10,000 at $73.34 = $733,400), total cash cost $2,463,400. The filing also shows a sale/transfer of 31,093 shares at $79.23 for $2,463,498 to satisfy tax withholding related to the exercise.
• Transaction codes: M = option exercise/conversion (acquired 35,000 shares), F = payment of exercise price or tax liability (31,093 shares disposed). Two $0.00 "disposed" derivative entries reflect the conversion/termination of the option instruments as part of the exercise.

Key Details

• Transaction date: January 27, 2026. Form filed January 29, 2026 (appears timely).
• Exercise details: 25,000 shares @ $69.20 (total $1,730,000) and 10,000 shares @ $73.34 (total $733,400).
• Tax-withholding sale: 31,093 shares sold @ $79.23 (total $2,463,498) to cover tax liability.
• Net share change from these trades: +3,907 shares (35,000 acquired − 31,093 withheld/sold).
• Shares owned after transaction: not specified in the provided filing text.
• Notable: the F-code sale is a tax-withholding action, not an open-market sell indicating cashing out.

Context

• This is a routine option exercise with shares surrendered/sold to cover taxes (a common "cashless" element of option exercises). That means while the filing shows both an acquisition (exercise) and a disposition (withholding sale), the disposition is to satisfy tax obligations rather than a discretionary investment sale.
• Purchases or exercises can be seen as a constructive buy signal, but the tax-withholding sale reduces the net increase; this report is factual and does not speak to insider intent.