Omega Healthcare Investors Inc 8-K Filing

FAQ

Key Financial Figures

• $0.10 — f the Company's common stock, par value $0.10 per share (" Common Stock "), and (ii)
• $2,000,000,000 — xceed an aggregate gross sales price of $2,000,000,000, and in connection therewith, on Novemb

Filing Documents

• tm2529947d1_8k.htm (8-K) — 42KB
• tm2529947d1_ex1-1.htm (EX-1.1) — 597KB
• tm2529947d1_ex5-1.htm (EX-5.1) — 30KB
• tm2529947d1_ex8-1.htm (EX-8.1) — 27KB
• 0001104659-25-105648.txt ( ) — 984KB
• ohi-20251103.xsd (EX-101.SCH) — 3KB
• ohi-20251103_lab.xml (EX-101.LAB) — 33KB
• ohi-20251103_pre.xml (EX-101.PRE) — 22KB
• tm2529947d1_8k_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events. On November 3, 2025, Omega Healthcare Investors, Inc. (the " Company ") entered into an "at-the-market" equity offering sales agreement (the " Sales Agreement ") with each of the institutions named therein (or certain of their respective affiliates) in their capacity as Sales Agents, as Forward Sellers and/or as Forward Purchasers, in each case as described below, relating to (i) the issuance and sale by the Company to or through the Sales Agents, from time to time, of shares (the " Issuance Shares ") of the Company's common stock, par value $0.10 per share (" Common Stock "), and (ii) the sale by the Forward Sellers, as agents on behalf of the Forward Purchasers, of Common Stock (the " Forward Shares " and, together with the Issuance Shares, the " Securities "), with the Securities to be sold under the Sales Agreement not to exceed an aggregate gross sales price of $2,000,000,000, and in connection therewith, on November 3, 2025, terminated its prior "at the market" equity offering sales agreement dated September 6, 2024. We refer to these entities, when acting in their capacity as sales agents for the Company, individually as a " Sales Agent " and collectively as the " Sales Agents ," when acting in their capacity as counterparties to forward sale agreements, individually as a " Forward Purchaser " and collectively as the " Forward Purchasers ," and when acting in their capacity as agents for the Forward Purchasers, individually as a " Forward Seller " and collectively as the " Forward Sellers ." Pursuant to the Sales Agreement, the Company may enter into one or more forward sale agreements with one or more of the Forward Purchasers. In connection with each such forward sale agreement, the relevant Forward Purchaser will, at the Company's request, use commercially reasonable efforts to borrow from third parties and, through the relevant Forward Seller, sell a number of Forward Shares equal to the number of shares of Common Stock underlyi

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: November 3, 2025 By: /s/ Robert O. Stephenson Robert O. Stephenson Chief Financial Officer, Treasurer and Assistant Secretary

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View this 8-K filing on SEC EDGAR