Omega Healthcare Investors, Inc. files regulatory documents that record its healthcare REIT results, governance and capital-structure activity. Form 8-K reports include quarterly and annual financial results, AFFO and FAD metrics, investment activity and Regulation FD exhibits tied to earnings releases.
The filing record also documents proxy matters, executive compensation disclosures, employment-agreement amendments, at-the-market common stock programs, senior unsecured credit facilities, note redemptions and the company’s NYSE-listed common stock. These disclosures frame Omega’s public reporting around long-term healthcare real estate, operator relationships, leverage and shareholder governance.
Omega Healthcare Investors (OHI) reported an insider purchase by its Chief Executive Officer and director. On 11/05/2025, the reporting person bought 20,000 shares of common stock (transaction code P) at a weighted average price of $43.1428, with individual trade prices ranging from $43.05 to $43.25.
Following the transaction, beneficial ownership consists of 20,000 shares held indirectly through a family trust and 4,100 shares held directly.
Omega Healthcare Investors, Inc. established a new at‑the‑market equity offering program, permitting sales of common stock—directly and via forward sales—for an aggregate gross sales price of $2,000,000,000, and terminated its prior ATM dated September 6, 2024. Sales may occur from time to time on the NYSE, through negotiated transactions, or otherwise, with no obligation to sell and with the ability to suspend offers.
The arrangement includes forward sale agreements under which a forward purchaser may borrow and sell shares through a forward seller. Omega expects to physically settle forwards and receive proceeds by delivering shares, but it may elect cash or net share settlement, which would result in no proceeds and potential cash or share obligations. Sales agents may receive up to 2.0% of the gross sales price; forward sellers earn commissions up to 2.0% via reduced initial forward prices. The securities are offered under an automatic shelf on Form S‑3 with a prospectus supplement dated November 3, 2025.
Omega Healthcare Investors (OHI) reported stronger Q3 results. Total revenue rose to $311.6 million from $276.0 million a year ago, and diluted EPS increased to $0.59 from $0.42. Net income was $185.0 million versus $114.9 million. For the first nine months, revenue reached $870.9 million compared with $772.1 million last year, and net income was $437.5 million.
Omega was active on both acquisitions and dispositions. Year‑to‑date, it acquired 66 facilities for $637.9 million across the U.S., U.K. and Jersey, generally at initial cash yields around 10%. It sold 45 facilities for $264.1 million, recognizing $61.2 million of net gains. The company recorded $16.6 million of impairments year‑to‑date. In February, the $201.8 million Inspir Embassy Row ALF was placed into service, contributing $3.3 million of Q3 rent. Operating cash flow for the first nine months was $647.9 million, ending Q3 with $737.2 million in cash. Common shares outstanding were 295.5 million, and dividends declared were $0.67 per share in Q3 (year‑to‑date $2.01).
Omega Healthcare Investors, Inc. (OHI) furnished a press release announcing its financial results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1 to a Form 8-K and is incorporated by reference.
The information was provided under Item 2.02 and, along with Exhibit 99.1, is furnished and not deemed “filed” under Section 18 of the Exchange Act. Additional exhibits include Exhibit 104 (Cover Page Interactive Data File).
Omega Healthcare Investors (OHI) redeemed its 5.250% Senior Notes due 2026 in full. On October 15, 2025, the company retired all $600 million aggregate principal amount of the notes. It deposited $607,875,000 with the trustee to cover the redemption price, which equaled 100% of principal plus accrued and unpaid interest to, but not including, the redemption date.
With the redemption completed, the related obligations of Omega and its subsidiary guarantors were terminated, and the governing indenture was discharged. Certain customary provisions for trustee compensation, indemnification, and application of trust funds continue to apply.
Omega Healthcare Investors reporting person Robert O. Stephenson, the company's Chief Financial Officer, disclosed vesting of performance-based partnership units on 09/30/2025. Certain Profits Interest Units (PIUs) converted to Operating Partnership (OP) Units: 25,737 PIUs and 26,658 PIUs vested (separately for Absolute and Relative TSR performance), yielding corresponding OP Units and underlying common stock equivalents. After these transactions the filing shows beneficial ownership figures of 570,565 and 597,223 OP Units/common-stock equivalents across the reported items and totals of 160,861 and 134,203 PIU-derived OP Units noted. OP Units are redeemable for cash equal to fair market value or, at the issuer's election, for common stock.
Omega Healthcare Investors insider Form 4: Pickett C. Taylor, listed as Director and Chief Executive Officer, reported vesting conversions on 09/30/2025 that increased his holdings in the company and its operating partnership. Two sets of Profits Interest Units (PIUs) converted into OP Units (60,459 and 62,622 units) with a stated price of $0, increasing the reported OP Unit beneficial ownership levels to 388,506 and 325,884, respectively. Those OP Units also correspond to common stock equivalents: the conversions are shown as underlying Common Stock amounts that raise his reported common-equivalent holdings to 1,072,128 and 1,134,750. The filing notes the 2022–2024 performance-period vesting (25% per quarter) tied to Absolute and Relative Total Shareholder Return and explains OP Units are redeemable for cash equal to fair market value or, at the issuer's election, for shares. The form is signed by Meghan C. Lyons as attorney-in-fact on 10/01/2025.
Gail D. Makode, Chief Legal Officer of Omega Healthcare Investors, Inc. (OHI) reported vesting of performance-based units on 09/30/2025. A total of 23,669 Profits Interest Units (PIUs) converted into an equal number of OP Units through two separate vesting events of 11,627 and 12,042 units. The filing shows the resulting beneficial ownership counts following each conversion: 79,467 and 67,425 OP Units on the profits-interest lines, and reported common-stock equivalents of 152,906 and 164,948 shares on the OP Unit lines. The PIUs vesting resulted from the 2022–2024 performance period: one tranche vested based on Absolute Total Shareholder Return and the other based on Relative Total Shareholder Return, each representing 25% of the PIUs vesting at quarter end and subject to continued employment and certain acceleration conditions.
Omega Healthcare Investors insider Vikas Gupta reported conversion of performance-based units into limited partnership units and underlying common stock equivalents. On 09/30/2025 Mr. Gupta had Profits Interest Units (PIUs) and OP Units vest: 11,627 PIUs converted to 11,627 OP Units and 12,042 PIUs converted to 12,042 OP Units, each with $0 exercise price. Following these transactions he beneficially owned 154,386 common-stock-equivalent OP Units from one tranche and 166,428 from another tranche, for totals shown on the filing. The PIUs vesting represented 25% quarterly vesting tied to the 2022–2024 Absolute and Relative Total Shareholder Return performance periods, subject to continued employment and certain acceleration provisions.
Matthew Paul Gourmand, President of Omega Healthcare Investors, reported transactions dated 09/30/2025 showing vesting and conversion of performance-based units into operating partnership units and common-stock equivalents. Two sets of Profits Interest Units (PIUs) vested into OP Units: 11,627 PIUs (Absolute TSR tranche) and 12,042 PIUs (Relative TSR tranche). Each vested PIU converts to one OP Unit with a $0 stated conversion price, and OP Units are redeemable for cash equal to the then fair market value of one share of common stock or, at the issuer’s election, one share of common stock. Following the reported transactions the filing shows beneficial ownership totals of 87,152 and 75,110 PIUs and common-stock-equivalent OP Unit totals of 140,274 and 152,316 respectively. Vesting was based on 2022–2024 performance periods and is subject to continued employment and acceleration conditions.