X0306 4 2020-12-04 0000888491 OMEGA HEALTHCARE INVESTORS INC OHI 0001161443 BOOTH DANIEL J 303 INTERNATIONAL CIRCLE SUITE 200 HUNT VALLEY MD 21030 1 Chief Operating Officer Common Stock 2020-12-04 5 G 0 E 1316 37.79 D 174279 D Common Stock 2021-01-04 4 M 0 12467 36.32 A 161746 D Common Stock 2021-01-04 4 M 0 24183 36.32 A 185929 D Common Stock 2021-01-04 4 F 0 13399 36.32 D 172530 D Restricted Stock Units 2021-01-04 4 M 0 12467 0 D Common Stock 12467 61364 D Restricted Stock Units 2021-01-04 4 M 0 24183 0 D Common Stock 24183 37181 D Profit Interest Units 2021-01-04 4 M 0 17786 0 D OP Units 17786 0 D OP Units 2021-01-04 4 M 0 17786 0 A Common Stock 17786 112399 D Represents the vesting into common stock, on a one-for-one basis, of 25% of the Performance Restricted Stock Units (PRSUs) that were earned for the 2017-2019 performance period and are subject to quarterly vesting in 2020. These have been reported as Restricted Stock Units since satisfaction of the performance condition. Represents the vesting of Restricted Stock Units subject to three-year cliff vesting granted on 1/1/2018 Represents shares withheld from the common stock issued in respect of vested awards as payment of the associated income tax liability. Represents Restricted Stock Units earned based on performance for the 2017-2019 performance period that vested at the end of each calendar quarter of 2020, subject to continued employment and accelerated vesting in certain event and converted to common stock on a one-for-one basis. Restricted Stock Units granted 1/1/2018 subject to three-year cliff vesting on 12/31/2020, subject to continued employment on the vesting date. Represents Profits Interest Units ("Profits Units") in OHI Healthcare Properties Limited Partnership (the "Operating Partnership"), of which the Issuer is the general partner. Each Profits Unit 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. 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. Cancel 25% of the units earned based on performance for the 2017-2019 performance period vest at the end of each calendar quarter of 2020, subject to continued employment and accelerated vesting in certain events. /s/ Thomas H. Peterson, Attorney-in-Fact 2021-01-06