4//SEC Filing
Ritz Michael 4
Accession 0001127602-20-019221
CIK 0000888491other
Filed
Jun 8, 8:00 PM ET
Accepted
Jun 9, 4:17 PM ET
Size
14.3 KB
Accession
0001127602-20-019221
Insider Transaction Report
Form 4
Ritz Michael
Chief Accounting Officer
Transactions
- Exercise/Conversion
Common Stock
2020-03-31$26.54/sh+3,896$103,400→ 16,499 total - Exercise/Conversion
Restricted Stock Units
2020-03-31−3,896→ 19,241 total→ Common Stock (3,896 underlying) - Exercise/Conversion
Profit Interest Units
2020-03-31−5,559→ 29,572 total→ OP Units (5,559 underlying) - Tax Payment
Common Stock
2020-03-31$26.54/sh−1,252$33,228→ 15,247 total - Exercise/Conversion
OP Units
2020-03-31+5,559→ 18,451 total→ Common Stock (5,559 underlying)
Footnotes (7)
- [F1]Represents the vesting into common stock, on a one-for-one basis, of 25% of the Performance Restricted Stock Units (PRSUs) that were earned for the 2017-2019 performance period and are subject to quarterly vesting in 2020. These have been reported as Restricted Stock Units since satisfaction of the performance condition.
- [F2]Represents shares withheld from the common stock issued in respect of vested awards as payment of the associated income tax withholding liability.
- [F3]Excludes a subsequent reported sale by the reporting person on 6/5/2020 of 2,250 shares
- [F4]Represents PRSUs earned for the 2017-2019 performance period. 25% of the units earned based on performance for the 2017-2019 performance period vest at the end of each calendar quarter of 2020, subject to continued employment and accelerated vesting in certain events. These have been reported as Restricted Stock Units since satisfaction of the performance condition and are paid in common stock (or electable as Deferred Stock Units) on a one-for-one basis.
- [F5]Represents 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 can be converted into one unit of limited partnership interest (an "OP Unit") in the Operating Partnership following vesting and the satisfaction of certain tax-driven economic requirements. Profits Units were granted the reporting person on 1/1/2017, and subsequently earned during the 2017-2019 performance period.
- [F6]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. OP Units do not expire.
- [F7]25% of the Profits Units earned based on the 2017-2019 performance period vest at the end of each quarter of 2020, subject to continued employment and accelerated vesting upon certain events.
Documents
Issuer
OMEGA HEALTHCARE INVESTORS INC
CIK 0000888491
Entity typeother
Related Parties
1- filerCIK 0001396485
Filing Metadata
- Form type
- 4
- Filed
- Jun 8, 8:00 PM ET
- Accepted
- Jun 9, 4:17 PM ET
- Size
- 14.3 KB