Omega Healthcare Investors Reports 8-K Filing

TL;DR

OHI filed an 8-K on Jan 1, 2025, reporting leadership changes and compensation updates.

AI Summary

Omega Healthcare Investors, Inc. filed an 8-K on January 6, 2025, reporting events as of January 1, 2025. The filing indicates changes related to the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements. It also includes Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This 8-K filing signals potential changes in the company's leadership and executive compensation structure, which could impact strategic direction and investor confidence.

Risk Assessment

Risk Level: medium — Changes in directors or officers, and updates to compensatory arrangements, can introduce uncertainty and affect the company's strategic direction.

Key Players & Entities

• OMEGA HEALTHCARE INVESTORS, INC. (company) — Registrant
• January 1, 2025 (date) — Earliest event reported
• January 6, 2025 (date) — Date of report
• 303 International Circle, Suite 200 Hunt Valley, Maryland 21030 (address) — Principal executive offices

FAQ

Key Financial Figures

• $550,000 — r 31, 2027 and an annual base salary of $550,000 for Mr. Gourmand and $525,000 for Mr. G
• $525,000 — salary of $550,000 for Mr. Gourmand and $525,000 for Mr. Gupta, effective January 1, 202
• $10,000 — ties, in exchange for consulting fee of $10,000 per month. All separation benefits are

Filing Documents

• tm252000d1_8k.htm (8-K) — 36KB
• tm252000d1_ex10-1.htm (EX-10.1) — 133KB
• tm252000d1_ex10-2.htm (EX-10.2) — 29KB
• tm252000d1_ex99-1.htm (EX-99.1) — 5KB
• tm252000d1_ex99-1img001.jpg (GRAPHIC) — 6KB
• 0001104659-25-001343.txt ( ) — 421KB
• ohi-20250101.xsd (EX-101.SCH) — 3KB
• ohi-20250101_lab.xml (EX-101.LAB) — 33KB
• ohi-20250101_pre.xml (EX-101.PRE) — 22KB
• tm252000d1_8k_htm.xml (XML) — 4KB

02Departure

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Leadership Transition Effective January 1, 2025, the Board of Directors (the "Board") of Omega Healthcare Investors, Inc. (the "Company") appointed Matthew Gourmand, previously the Company's Senior Vice President of Corporate Strategy & Investor Relations, as President of the Company. In addition, the Board appointed Vikas Gupta, previously the Company's Senior Vice President of Acquisitions & Development, as Chief Investment Officer of the Company. Mr. Gourmand ( age 49) has served as the Company's Senior Vice President of Corporate Strategy & Investor Relations since October 2017. Prior to this, Mr. Gourmand spent 10 years as an equity portfolio manager at Millennium Partners and Stevens Capital Management. Mr. Gourmand spent three years as an equity research analyst at UBS and six years in the audit department of Deloitte where he qualified as a Chartered Accountant and a Certified Public Accountant. He earned an LLB in Law from University College, London, and holds the Chartered Financial Analyst (CFA) designation. Mr. Gupta ( age 43) has served as the Company's Senior Vice President of Acquisitions & Development since April 2015. From 2003 to July 2011, Mr. Gupta served in various roles at CapitalSource Finance, most recently as a Sr. Loan Officer/VP, where he oversaw a portfolio of healthcare assets. In connection with these appointments, the Compensation Committee of the Board approved new employment agreements effective January 1, 2025 for each of Mr. Gourmand and Mr. Gupta (the "New Employment Agreements"). Each New Employment Agreement provides for a term through December 31, 2027 and an annual base salary of $550,000 for Mr. Gourmand and $525,000 for Mr. Gupta, effective January 1, 2025 (subject to annual review for possible increase). Each New Employment Agreement provides that the executive of

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 6, 2025, the Company issued a press release announcing the executive transitions described above. The press release, furnished as Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

01Financial Statements

Item 9.01Financial Statements and Exhibits (d) Exhibits Exhibit No. Description of Exhibit 10.1 Transition Agreement and Release, dated as of January 1, 2025, between Omega Healthcare Investors, Inc., Omega Asset Management LLC and Mr. Booth. 10.2 Consulting Agreement, dated as of January 3, 2025, between Omega Healthcare Investors, Inc., Omega Asset Management LLC and Mr. Booth. 99.1 Press release issued by the Company on January 6, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. OMEGA HEALTHCARE INVESTORS, INC. Dated: January 6, 2025 By: /s/ Gail D. Makode Gail D. Makode Chief Legal Officer, General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR