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Omega Healthcare Investors Inc (NYSE: OHI) CAO discloses equity and unit stakes

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Omega Healthcare Investors, Inc. Chief Accounting Officer Lucas M. Golem reports his initial beneficial ownership, including 1,685 shares of common stock held directly, which include shares purchased through the employee stock purchase plan and shares acquired via automatic dividend reinvestment.

He also reports 18,853 Profits Interest Units in OHI Healthcare Properties Limited Partnership, each representing a contingent right to receive one OP Unit upon vesting and tax-related conditions, and 31,738 OP Units, each redeemable for cash equal to the fair market value of one share of common stock or, at the issuer’s election, one share of common stock, with no expiration date.

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Insider Golem Lucas M.
Role CHIEF ACCOUNTING OFFICER
Type Security Shares Price Value
holding Profits Interest Units F2, F3 -- -- --
holding OP Units F3 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Profits Interest Units — 18,853 shares (Direct); OP Units — 31,738 shares (Direct); Common Stock — 1,685 shares (Direct)
Footnotes (3)
  1. F1. Includes shares purchased by officer as part of the Omega Healthcare Investors, Inc.'s (the "Issuer's") Employee Stock Purchase Plan, as well as shares acquired pursuant to the Issuer's dividend reinvestment plan through automatic reinvestment of cash dividends.
  2. F2. Represents Profits Interest Units ("PIUs") in OHI Healthcare Properties Limited Partnership (the "OP"), of which the Issuer is the general partner. Each PIU represents a contingent right to receive one (1) unit of limited partnership interest (an "OP Unit") in the OP upon vesting and the satisfaction of certain tax-driven economic requirements, subject to continued employment and accelerated vesting upon certain events. Includes 3,616 PIUs granted 1/1/24, 3,942 PIUs granted 1/1/25, and 3,643 PIUs granted 1/1/26, subject to three-year cliff vesting on 12/31/26, 12/31/27 and 12/31/28, respectively. Also includes 7,652 PIUs that have been earned, but not yet vested, based on the Issuer's Absolute Total Shareholder Return and Relative Total Shareholder Return for the 2023-2025 performance period. 50% of such performance-based PIUs will vest at the end of each remaining calendar quarter in 2026.
  3. F3. Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one (1) share of Issuer common stock, or at the Issuer's election, one (1) share of Issuer common stock, subject to adjustment as set forth in the partnership agreement. The OP Units have no expiration date.
Common stock holdings 1,685 shares Directly held Omega Healthcare Investors common stock as of 2026-08-01
Profits Interest Units 18,853 units Profits Interest Units in the operating partnership, each contingently exchangeable into one OP Unit
OP Units 31,738 units OP Units redeemable for cash equal to or, at issuer’s election, one share of common stock, with no expiration
PIUs granted 1/1/24 3,616 units Time-based Profits Interest Units subject to three-year cliff vesting on 12/31/26
PIUs granted 1/1/25 3,942 units Time-based Profits Interest Units subject to three-year cliff vesting on 12/31/27
PIUs granted 1/1/26 3,643 units Time-based Profits Interest Units subject to three-year cliff vesting on 12/31/28
Performance-based PIUs earned 7,652 units PIUs earned, but not yet vested, based on 2023–2025 Absolute and Relative Total Shareholder Return
Profits Interest Units financial
"Represents Profits Interest Units (PIUs) in OHI Healthcare Properties Limited Partnership"
OP Units financial
"Each OP Unit is redeemable at the election of the holder for cash"
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
Absolute Total Shareholder Return financial
"based on the Issuer's Absolute Total Shareholder Return and Relative Total Shareholder Return"
Relative Total Shareholder Return financial
"Issuer's Absolute Total Shareholder Return and Relative Total Shareholder Return for the 2023-2025 period"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
dividend reinvestment plan financial
"acquired pursuant to the Issuer's dividend reinvestment plan through automatic reinvestment"
A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.
Employee Stock Purchase Plan financial
"Includes shares purchased by officer as part of the Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What equity holdings does Omega Healthcare Investors (OHI) CAO Lucas M. Golem report?

Lucas M. Golem reports 1,685 common shares, 18,853 Profits Interest Units and 31,738 OP Units. The units are interests in the operating partnership that can convert, directly or indirectly, into value tied to Omega Healthcare Investors common stock.

How many Omega Healthcare Investors (OHI) common shares does Lucas M. Golem own directly?

He reports direct ownership of 1,685 shares of Omega common stock. This figure includes shares purchased under the company’s employee stock purchase plan and shares acquired via the dividend reinvestment plan through automatic reinvestment of cash dividends.

What Profits Interest Units does Lucas M. Golem hold in relation to Omega Healthcare Investors (OHI)?

He holds 18,853 Profits Interest Units (PIUs) in the operating partnership. Each PIU is a contingent right to receive one OP Unit, subject to vesting, tax-driven economic requirements, continued employment and accelerated vesting upon specified events.

How many OP Units linked to Omega Healthcare Investors (OHI) stock does Lucas M. Golem report?

He reports 31,738 OP Units, each redeemable for cash equal to the fair market value of one Omega common share or, at Omega’s election, one share of common stock. These OP Units have no expiration date, according to the partnership agreement terms.

When do Lucas M. Golem’s time-based PIU grants at Omega Healthcare Investors (OHI) vest?

He has PIU grants of 3,616, 3,942 and 3,643 units granted on 1/1/24, 1/1/25 and 1/1/26. They are subject to three-year cliff vesting on 12/31/26, 12/31/27 and 12/31/28, respectively, assuming continued employment.

What performance-based PIUs tied to Total Shareholder Return does OHI’s CAO report?

He reports 7,652 performance-based PIUs earned, but not yet vested, based on Absolute and Relative Total Shareholder Return for the 2023–2025 performance period. 50% of these PIUs will vest at the end of each remaining calendar quarter in 2026.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Golem Lucas M.

(Last)(First)(Middle)
303 INTERNATIONAL CIRCLE
SUITE 200

(Street)
HUNT VALLEY MARYLAND 21030

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/01/2026
3. Issuer Name and Ticker or Trading Symbol
OMEGA HEALTHCARE INVESTORS INC [ OHI ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF ACCOUNTING OFFICER
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock1,685(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Profits Interest Units (2)(3) (2)(3)OP Units18,853$0D
OP Units (3) (3)Common Stock31,738$0D
Explanation of Responses:
1. Includes shares purchased by officer as part of the Omega Healthcare Investors, Inc.'s (the "Issuer's") Employee Stock Purchase Plan, as well as shares acquired pursuant to the Issuer's dividend reinvestment plan through automatic reinvestment of cash dividends.
2. Represents Profits Interest Units ("PIUs") in OHI Healthcare Properties Limited Partnership (the "OP"), of which the Issuer is the general partner. Each PIU represents a contingent right to receive one (1) unit of limited partnership interest (an "OP Unit") in the OP upon vesting and the satisfaction of certain tax-driven economic requirements, subject to continued employment and accelerated vesting upon certain events. Includes 3,616 PIUs granted 1/1/24, 3,942 PIUs granted 1/1/25, and 3,643 PIUs granted 1/1/26, subject to three-year cliff vesting on 12/31/26, 12/31/27 and 12/31/28, respectively. Also includes 7,652 PIUs that have been earned, but not yet vested, based on the Issuer's Absolute Total Shareholder Return and Relative Total Shareholder Return for the 2023-2025 performance period. 50% of such performance-based PIUs will vest at the end of each remaining calendar quarter in 2026.
3. Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one (1) share of Issuer common stock, or at the Issuer's election, one (1) share of Issuer common stock, subject to adjustment as set forth in the partnership agreement. The OP Units have no expiration date.
/s/ Meghan C. Lyons, Attorney-in-Fact08/07/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)