Form 4: PASCOE KEVIN CARLTON reports multiple insider transactions in NHI

Rhea-AI Filing Summary

PASCOE KEVIN CARLTON reported multiple insider transaction types in a Form 4 filing for NHI. The filing lists transactions totaling 43,463 shares at a weighted average price of $80.39 per share. Following the reported transactions, holdings were 79,728 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

PASCOE KEVIN CARLTON

(Last) (First) (Middle)

222 ROBERT ROSE DRIVE

(Street)

MURFREESBORO TN 37129

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATIONAL HEALTH INVESTORS INC [ NHI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Investment Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/11/2026		M		15,000	A	$73.34	79,728	D
Common Stock	02/11/2026		F		13,463	D	$88.25	66,265	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy) 2025	$73.34	02/11/2026		M			15,000	03/03/2025	03/03/2030	Common Stock	15,000	$0	0	D

Explanation of Responses:

	/s/ Kimberly V. Ouimet, by limited power of attorney	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did NHI Chief Investment Officer report on this Form 4?

Kevin Carlton Pascoe, National Health Investors’ Chief Investment Officer, reported exercising a stock option for 15,000 shares of common stock at $73.34 per share on February 11, 2026, converting a 2025 stock option grant into directly held shares.

How many National Health Investors (NHI) shares did the insider use to cover taxes?

In a transaction coded “F”, 13,463 NHI common shares were disposed of at $88.25 per share to satisfy the exercise price or related tax liability by delivering shares, rather than through a standard open-market sale.

How many NHI shares does the reporting person directly own after these transactions?

Following the February 11, 2026 transactions, Kevin Carlton Pascoe directly owns 66,265 shares of National Health Investors common stock. This reflects both the 15,000-share option exercise and the 13,463-share disposition for tax or exercise-related obligations.

What derivative security did the NHI insider exercise in this filing?

The insider exercised a “Stock Option (Right to Buy) 2025” with an exercise price of $73.34 per share, converting it into 15,000 shares of National Health Investors common stock and leaving 0 derivative securities from that option grant outstanding.

Was the NHI insider transaction a market purchase or sale of shares?

The Form 4 shows an option exercise (code M) and a tax-withholding disposition (code F). The F-coded transaction reflects payment of the exercise price or tax liability with shares, not a typical open-market purchase or sale.

What is Kevin Carlton Pascoe’s role at National Health Investors (NHI)?

Kevin Carlton Pascoe is identified as Chief Investment Officer of National Health Investors Inc. In this capacity, he is a reporting person under Section 16 and must disclose changes in his beneficial ownership of NHI securities on Form 4.