National Health Investors (NHI) director exercises 25K options, sells shares

Rhea-AI Filing Summary

National Health Investors director reports option exercise and share sale. Director Robert A. McCabe Jr. exercised 25,000 stock options granted in 2021 at an exercise price of $69.20 per share, receiving the same number of common shares. On the same day, 21,836 common shares were disposed of at $79.23 per share in a transaction coded “F,” indicating shares withheld or sold to cover taxes. After these transactions, he directly owned 38,438.17 shares of common stock and held 10,000 additional stock options with a $73.34 exercise price that become exercisable on March 3, 2025 and expire on March 3, 2030.

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^*

MCCABE ROBERT A JR

(Last) (First) (Middle)

500 CHURCH STREET

SUITE 200

(Street)

NASHVILLE TN 37219

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026

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
Shares Of Common Stock	01/14/2026		M		25,000	A	$69.2	60,274.17	D
Shares Of Common Stock	01/14/2026		F		21,836	D	$79.23	38,438.17	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							03/03/2025	03/03/2030	Common Stock	10,000		10,000	D
Stock Options (Right to Buy) 2-25-2021	$69.2	01/14/2026		M			25,000	02/25/2021	02/25/2026	Common Stock	25,000	$0	0	D

Explanation of Responses:

	/s/Robert A. McCabe, Jr.	01/16/2026
	** 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 director Robert A. McCabe Jr. report?

Robert A. McCabe Jr., a director of National Health Investors (NHI), reported exercising 25,000 stock options on January 14, 2026 at an exercise price of $69.20 per share, receiving 25,000 common shares. He also reported a transaction coded “F” for the disposal of 21,836 common shares at $79.23 per share on the same date.

How many NHI shares does the director own after these transactions?

Following the reported transactions on January 14, 2026, Robert A. McCabe Jr. directly owned 38,438.17 shares of National Health Investors common stock, according to the filing.

What does the Form 4 transaction code 'M' mean in the NHI filing?

In this Form 4, the transaction code “M” is used for both the derivative and non-derivative entries. It indicates the exercise or conversion of a derivative security, in this case, the exercise of 25,000 stock options into common stock at an exercise price of $69.20 per share.

What does the transaction code 'F' represent for the NHI common stock?

The transaction code “F” for the common stock line indicates shares disposed of to pay the exercise price or to satisfy tax withholding obligations. Here, 21,836 shares of National Health Investors common stock were disposed of at $79.23 per share in a tax-related transaction.

What stock options does the NHI director still hold after the reported trades?

After the January 14, 2026 activity, Robert A. McCabe Jr. held 10,000 stock options labeled “Stock Option (Right to Buy) 2025” with an exercise price of $73.34 per share. These options become exercisable on March 3, 2025 and expire on March 3, 2030.

Did the NHI director retain any of the options he exercised on January 14, 2026?

No. The filing shows that 25,000 stock options (Right to Buy) 2-25-2021 with an exercise price of $69.20 per share were fully exercised and that 0 of those specific options remained beneficially owned after the transaction.