OHI CAO reports ESPP buy and OP Unit conversions
Omega Healthcare Investors' chief accounting officer Neal Ballew reported routine equity compensation and related conversions.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
Omega Healthcare Investors' chief accounting officer Neal Ballew reported routine equity compensation and related conversions. He acquired 168 shares of common stock at $37.25 per share through the Employee Stock Purchase Plan, with 8 shares returned to the company to cover tax withholding at $43.82 per share.
He also exercised 14,863 and 5,620 Profits Interest Units into the same number of OP Units, and then converted 14,863 and 5,620 OP Units into common stock. Following these transactions, he directly holds 4,508 common shares and 148,322 OP Units, which are redeemable for cash or common stock as described.
Insider Trade Summary
40,966 shares exercised/converted
Exercise
6 txns
Insider
Ballew Neal
Role
CHIEF ACCOUNTING OFFICER
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 168 | $37.25 | $6K |
| Disposition | Common Stock | 8 | $43.82 | $350.56 |
| Exercise | Profits Interest Units | 14,863 | $0.00 | $0.00 |
| Exercise | Profits Interest Units | 5,620 | $0.00 | $0.00 |
| Exercise | OP Units | 14,863 | $0.00 | $0.00 |
| Exercise | OP Units | 5,620 | $0.00 | $0.00 |
Holdings After Transaction:
Profits Interest Units — 104,195 contracts (Direct);
OP Units — 291,024 contracts (Direct);
Common Stock — 4,508 shares (Direct)
Footnotes (6)
- F1. These shares were purchased via the Company's Employee Stock Purchase Plan ("ESPP").
- F2. Represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the acquisition of shares under the ESPP.
- F3. Represents Profits Interest Units ("PIUs") in OHI Healthcare Properties Limited Partnership (the "Operating Partnership"), of which the Issuer is the general partner. Each PIU represents a contingent right to receive one unit of limited partnership interest (an "OP Unit") in the Operating Partnership upon vesting and the satisfaction of certain tax-driven economic requirements.
- F4. Each OP Unit is redeemable at the election of the holder for cash equal to the then fair market value of one share of Issuer common stock, or at the Issuer's election, one share of Issuer common stock, subject to adjustment as set forth in the partnership agreement. The OP Units have no expiration date.
- F5. Represents 25% of the PIUs that vested into OP Units at the end of each calendar quarter in 2026 based on the Absolute Total Shareholder Return for the 2023-2025 performance period, subject to continued employment and accelerated vesting under certain circumstances, as certified by the Compensation Committee on January 8, 2026.
- F6. Represents 25% of the PIUs that vested into OP Units at the end of each calendar quarter in 2026 based on the Relative Total Shareholder Return for the 2023-2025 performance period, subject to continued employment and accelerated vesting under certain circumstances, as certified by the Compensation Committee on January 8, 2026.
Key Figures
ESPP shares acquired: 168 shares at $37.25
Shares for tax withholding: 8 shares at $43.82
Profits Interest Units exercised (block 1): 14,863 units
+5 more
8 metrics
ESPP shares acquired
168 shares at $37.25
Common stock purchased via ESPP on April 1, 2026
Shares for tax withholding
8 shares at $43.82
Returned to issuer to cover tax obligations
Profits Interest Units exercised (block 1)
14,863 units
Exercised into OP Units on March 31, 2026
Profits Interest Units exercised (block 2)
5,620 units
Exercised into OP Units on March 31, 2026
OP Units converted (block 1)
14,863 OP Units
Converted into common stock on March 31, 2026
OP Units converted (block 2)
5,620 OP Units
Converted into common stock on March 31, 2026
Common shares after ESPP and tax withholding
4,508 shares
Total direct common stock holdings after April 1, 2026
OP Units outstanding
148,322 OP Units
Direct OP Unit holdings after March 31, 2026
Key Terms
Employee Stock Purchase Plan, Profits Interest Units, OP Units, Absolute Total Shareholder Return, +2 more
6 terms
Employee Stock Purchase Plan financial
"These shares were purchased via the Company's Employee Stock Purchase Plan ("ESPP")."
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.
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.
Compensation Committee financial
"as certified by the Compensation Committee on January 8, 2026."
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did OHI executive Neal Ballew report on this Form 4?
Neal Ballew reported acquiring 168 Omega Healthcare Investors common shares via the Employee Stock Purchase Plan and returning 8 shares to the company for tax withholding. He also exercised 20,483 Profits Interest Units into OP Units and converted the same number of OP Units into common stock.
What are Profits Interest Units and OP Units in the OHI filing for Neal Ballew?
Profits Interest Units are interests in OHI Healthcare Properties Limited Partnership that can vest into OP Units based on performance. Each OP Unit is redeemable for cash equal to the fair market value of one Omega Healthcare Investors common share or, at the issuer’s election, one common share.
How many OP Units does Neal Ballew hold in Omega Healthcare Investors after the Form 4 transactions?
Following the reported derivative exercises and conversions, Neal Ballew holds 148,322 OP Units. These OP Units are interests in OHI Healthcare Properties Limited Partnership and can be redeemed for cash or, at Omega Healthcare Investors’ election, one share of common stock per unit, without expiration.
What performance conditions affected Neal Ballew’s Profits Interest Units at Omega Healthcare Investors?
Footnotes explain that 25% of the Profits Interest Units vested into OP Units based on Absolute Total Shareholder Return and another 25% based on Relative Total Shareholder Return for the 2023–2025 period, subject to continued employment and possible accelerated vesting as certified on January 8, 2026.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates