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OMEGA HEALTHCARE INVESTORS INC·4

Jun 9, 4:15 PM ET

CALLEN CRAIG R 4

Research Summary

AI-generated summary

Updated

OHI Director Craig Callen Exercises/Converts PIUs and Receives Award

What Happened

  • Craig R. Callen, a director of Omega Healthcare Investors, converted/exercised 11,263 Profits Interest Units (PIUs) into Operating Partnership units (OP Units) that were marked as disposed on June 5, 2026. These derivative transactions show $0 exercise price and $0 reported cash value in the filing.
  • On the same date (June 5, 2026) he was also granted 9,708 PIUs as his annual equity award. Those newly granted PIUs are reported as derivative awards with $0 price and will vest subject to continued service (see Context).

Key Details

  • Transaction dates and types:
    • 2025-06-06: 11,263 PIUs recorded as acquired (derivative).
    • 2026-06-05: 11,263 converted/exercised (derivative) and disposed (derivative) — $0.00 price reported.
    • 2026-06-05: 9,708 PIUs granted (derivative award) — $0.00 price reported.
  • Shares/units outstanding after transaction: not specified in the provided excerpt.
  • Footnote highlights:
    • PIUs are contingent rights to receive OP Units upon vesting and tax-driven conditions (F1).
    • OP Units are redeemable for cash equal to a share’s fair market value or, at the issuer’s election, for one share of common stock (F2).
    • The 11,263 PIUs granted on June 6, 2025 vested and converted into OP Units on June 5, 2026 (F3).
    • The 9,708 PIUs represent his annual election to receive PIUs (F4) and will vest at the Company’s 2027 Annual Meeting, subject to continued service (F5).
  • Filing timeliness: Form 4 filed 2026-06-09 reporting a 2026-06-05 event — filing appears timely.

Context

  • These are derivative/compensation-related transactions (PIUs → OP Units). PIUs are not standard stock purchases; they are contingent units that convert to partnership units which can be redeemed for cash or converted to shares per the partnership agreement.
  • The $0.00 exercise price reflects conversion/grant mechanics rather than an open‑market purchase or sale for cash. Disposition of converted units may reflect redemption or transfer of OP Units rather than a typical stock sale; the filing does not disclose cash proceeds.