Home/Filings/4/0001127602-20-020820
4//SEC Filing

Ritz Michael 4

Accession 0001127602-20-020820

CIK 0000888491other

Filed

Jul 1, 8:00 PM ET

Accepted

Jul 2, 2:24 PM ET

Size

14.2 KB

Accession

0001127602-20-020820

Insider Transaction Report

Form 4
Period: 2020-06-30
Ritz Michael
Chief Accounting Officer
Transactions
  • Exercise/Conversion

    Restricted Stock Units

    2020-06-303,89615,345 total
    Common Stock (3,896 underlying)
  • Exercise/Conversion

    Common Stock

    2020-06-30$29.73/sh+3,896$115,82816,893 total
  • Exercise/Conversion

    OP Units

    2020-06-30+5,55924,010 total
    Common Stock (5,559 underlying)
  • Tax Payment

    Common Stock

    2020-06-30$29.73/sh1,252$37,22215,641 total
  • Exercise/Conversion

    Profit Interest Units

    2020-06-305,55924,013 total
    OP Units (5,559 underlying)
Footnotes (6)
  • [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]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.
  • [F4]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.
  • [F5]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.
  • [F6]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.

Issuer

OMEGA HEALTHCARE INVESTORS INC

CIK 0000888491

Entity typeother

Related Parties

1
  • filerCIK 0001396485

Filing Metadata

Form type
4
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 2:24 PM ET
Size
14.2 KB