Omega Healthcare Investors (OHI) CFO gifts 31,426 shares to spouse’s trust

Rhea-AI Filing Summary

Omega Healthcare Investors' chief financial officer reported an insider share transfer involving common stock of the company. On 12/31/2025, the officer made a gifted transfer of 31,426 shares of common stock at a stated price of $0, reflecting an estate planning move.

According to the filing, the transaction was a gift of shares to a revocable trust established for the benefit of the officer's spouse. Following this transaction, the officer beneficially owned 147,000 shares directly and 31,426 shares indirectly through the trust.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

STEPHENSON ROBERT O

(Last) (First) (Middle)

303 INTERNATIONAL CIRCLE

SUITE 200

(Street)

HUNT VALLEY MD 21030

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OMEGA HEALTHCARE INVESTORS INC [ OHI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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	12/31/2025		G		31,426(1)	D	$0	147,000	D
Common Stock	12/31/2025		G		31,426	A	$0	31,426	I	By Trust(1)

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

Explanation of Responses:

1. Transaction reflects an estate planning gift of shares to a revocable trust for the benefit of the reporting person's spouse.

	/s/ Meghan C. Lyons, Attorney-in-Fact	01/05/2026
	** 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 transaction did Omega Healthcare Investors (OHI) disclose?

The chief financial officer reported a gifted transfer of 31,426 shares of Omega Healthcare Investors common stock on 12/31/2025.

Who was involved in the recent insider transaction at Omega Healthcare Investors (OHI)?

The transaction involved an officer of the company, the chief financial officer of Omega Healthcare Investors.

What was the purpose of the 31,426-share transfer reported for OHI?

The filing explains that the transaction reflects an estate planning gift of shares to a revocable trust for the benefit of the reporting person's spouse.

What was the reported price for the gifted Omega Healthcare Investors (OHI) shares?

The 31,426 gifted shares of common stock were reported at a price of $0, indicating a non-sale gift transaction.

How many Omega Healthcare Investors (OHI) shares does the officer own after the transaction?

After the reported transaction, the officer beneficially owned 147,000 shares directly and 31,426 shares indirectly through a trust.

Is the indirect ownership of Omega Healthcare Investors (OHI) shares held through a trust?

Yes. The filing states that 31,426 shares are held indirectly by trust, a revocable trust for the benefit of the officer's spouse.