Todd Candice W 4

What Happened
Candice W. Todd, a director of National Health Investors (NHI), exercised 10,000 derivative awards (options) on 2026-02-05, resulting in the acquisition of 10,000 shares valued at $73.34 each (total ~$733,400). To satisfy tax withholding related to the exercise, 8,705 of those shares were disposed/withheld at a market price of $84.26 per share (proceeds ~$733,483). The derivative instrument representing the options was recorded as disposed at $0.00 (i.e., the option was converted/exercised).

Key Details

• Transaction date: 2026-02-05; Form filed: 2026-02-09 (appears filed within the usual 2-business-day window).
• Exercise (code M): 10,000 shares acquired @ $73.34 = $733,400.
• Tax withholding/payment (code F): 8,705 shares disposed @ $84.26 = $733,483.
• Derivative disposed (code M): 10,000 options canceled/converted @ $0.00.
• Net shares acquired: 10,000 − 8,705 = 1,295 shares (insider’s total post-transaction holdings not provided in the filing excerpt).
• Notable: the sale was a withholding/payment to cover taxes rather than an open-market sale for cash.

Context
This is a routine option exercise with shares withheld to satisfy tax obligations (a common “cashless” or share-withholding settlement). The primary economic action is an exercise (acquisition) of shares; the withholding reduces the net incremental shares received. Such tax-withholding dispositions are administrative and do not necessarily signal intent to reduce or increase a stake beyond the exercise itself.