OHI (OHI) CIO Vikas Gupta exercises 40,966 performance-linked units and retains large stake
Rhea-AI Filing Summary
OMEGA HEALTHCARE INVESTORS INC Chief Investment Officer Vikas Gupta reported compensation-related equity vesting and derivative exercises. On March 31, 2026, he exercised awards covering 40,966 units at an exercise price of $0.00 per unit.
These transactions reflect Profits Interest Units that vested into OP Units, and OP Units that became redeemable for cash or one share of common stock, based on Absolute and Relative Total Shareholder Return for the 2023–2025 performance period. Following the exercises, Gupta directly holds 118,201 Profits Interest Units and 225,988 OP Units, indicating a substantial continuing equity stake. The activity appears tied to previously granted performance-based awards rather than open-market buying or selling.
Positive
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Negative
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Insider Trade Summary
40,966 shares exercised/converted
Exercise
4 txns
Insider
Gupta Vikas
Role
Chief Investment Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| 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 — 112,581 shares (Direct);
OP Units — 446,356 shares (Direct)
Footnotes (4)
- F1. 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.
- F2. 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.
- F3. 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.
- F4. 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
Total derivative exercises: 40,966 units
Exercise price: $0.00 per unit
Profits Interest Units held: 118,201 PIUs
+3 more
6 metrics
Total derivative exercises
40,966 units
Profits Interest Units and OP Units exercised on March 31, 2026
Exercise price
$0.00 per unit
Conversion or exercise price for reported derivative awards
Profits Interest Units held
118,201 PIUs
Direct holdings following March 31, 2026 transactions
OP Units held
225,988 OP Units
Direct holdings following March 31, 2026 transactions
First PIU tranche vested
14,863 PIUs
Vested into OP Units based on Absolute Total Shareholder Return
Second PIU tranche vested
5,620 PIUs
Vested into OP Units based on Relative Total Shareholder Return
Key Terms
Profits Interest Units, OP Units, Absolute Total Shareholder Return, Relative Total Shareholder Return
4 terms
Profits Interest Units financial
"Represents Profits Interest Units ("PIUs") in OHI Healthcare Properties Limited Partnership"
OP Units financial
"Each PIU represents a contingent right to receive one unit of limited partnership interest (an "OP Unit")"
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did OHI Chief Investment Officer Vikas Gupta report in this Form 4?
Vikas Gupta reported exercising derivative awards tied to company performance. On March 31, 2026, he converted a total of 40,966 Profits Interest Units and OP Units at a $0.00 exercise price, increasing his directly held performance-based partnership and OP Units.
How many units did Vikas Gupta acquire or vest in for OHI?
Vikas Gupta exercised derivative awards covering 40,966 units in total. This includes 14,863 and 5,620 Profits Interest Units vesting into OP Units, and corresponding OP Units linked to the right to receive an equal number of common shares or cash equivalents.
What are Profits Interest Units (PIUs) reported in the OHI Form 4?
Profits Interest Units are awards in OHI Healthcare Properties Limited Partnership. Each PIU represents a contingent right to receive one OP Unit upon vesting and satisfying certain tax-driven economic requirements, giving the holder performance-based participation in the partnership’s future value.
What are OP Units and how do they relate to OHI common stock?
Each OP Unit is a limited partnership interest in OHI’s operating partnership. OP Units are redeemable, at the holder’s election, for cash equal to the fair market value of one OHI common share or, at OHI’s election, one share of its common stock, with no expiration date.
What performance conditions drove the vesting of OHI PIUs into OP Units?
The vesting was based on Absolute and Relative Total Shareholder Return for the 2023–2025 performance period. Twenty-five percent of the PIUs vested into OP Units at the end of each calendar quarter in 2026, subject to continued employment and possible accelerated vesting under specified circumstances.
How large is Vikas Gupta’s remaining equity-linked position in OHI?
After these transactions, Vikas Gupta directly holds 118,201 Profits Interest Units and 225,988 OP Units. Each PIU and OP Unit represents performance-based or redeemable interests tied to the value of OHI’s common stock or equivalent cash consideration, indicating a sizable ongoing exposure.