NHI (NHI) accounting chief exercises 25,000 options, withholds shares for tax

Rhea-AI Filing Summary

National Health Investors Inc. SVP and Chief Accounting Officer David L. Travis reported multiple equity transactions on February 23, 2026. He exercised stock options for a total of 25,000 shares of common stock at a stated price of $57.76 per share. In a separate transaction coded “F,” 19,322 shares of common stock at $90.03 per share were disposed of to satisfy tax-withholding obligations related to the option exercises. After these transactions, he directly owned 37,800 shares of National Health Investors common stock.

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^*

Travis David L

(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)
	SVP/Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		M		8,333	A	$57.76	40,455	D
Common Stock	02/23/2026		M		8,333	A	$57.76	48,788	D
Common Stock	02/23/2026		M		8,334	A	$57.76	57,122	D
Common Stock	02/23/2026		F		19,322	D	$90.03	37,800	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) 2024	$57.76	02/23/2026		M			8,333	02/23/2024	02/23/2029	Common Stock	8,333	$0	0	D
Stock Option (Right to Buy) 2024	$57.76	02/23/2026		M			8,333	02/23/2025	02/23/2029	Common Stock	8,333	$0	0	D
Stock Option (Right to Buy) 2024	$57.76	02/23/2026		M			8,334	02/23/2026	02/23/2029	Common Stock	8,334	$0	0	D

Explanation of Responses:

	/s/ Kimberly V. Ouimet, by limited power of attorney	02/25/2026
	** 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 transactions did NHI executive David L. Travis report on this Form 4?

David L. Travis reported exercising stock options for 25,000 shares of National Health Investors common stock and a related tax-withholding share disposition. These transactions reflect equity compensation activity, not an open-market purchase or sale, and occurred on February 23, 2026.

How many NHI shares did David L. Travis acquire through option exercises?

He acquired 25,000 shares of National Health Investors common stock through exercising stock options. The reported transactions show three separate exercises that together total 25,000 shares, all coded “M” for exercise or conversion of derivative securities on February 23, 2026.

What does the tax-withholding disposition on the NHI Form 4 represent?

The tax-withholding disposition reflects 19,322 NHI common shares delivered to cover tax obligations from the option exercises. It is coded “F,” which indicates payment of exercise price or tax liability by delivering securities, rather than an ordinary open-market sale transaction.

At what prices were the NHI equity transactions reported for David L. Travis?

The non-derivative common stock from option exercises was reported at $57.76 per share. The tax-withholding disposition of 19,322 common shares was reported at $90.03 per share. These per-share figures come directly from the transaction details disclosed in the Form 4.

How many NHI shares does David L. Travis own after these Form 4 transactions?

After completing the reported option exercises and tax-withholding disposition, David L. Travis directly owns 37,800 shares of National Health Investors common stock. This post-transaction holding amount is explicitly stated in the final non-derivative line of the Form 4.

What is David L. Travis’s role at National Health Investors (NHI)?

David L. Travis is identified as an officer of National Health Investors with the title “SVP/Chief Accounting Officer.” This senior role indicates responsibility for the company’s accounting functions, and the Form 4 reflects his insider status under SEC reporting requirements.