1 unchanged sentence
From time to time, the Company issues shares of common stock in reliance on the private placement exemption under Section 4(a)(2) of the Securities Act of 1933, as amended, in exchange for Omega OP Units.
−Removed: On May 15, 2025, Omega issued an aggregate of 8,583 shares of Omega common stock in exchange for Omega OP Units tendered to Omega OP for redemption in accordance with the provisions of the partnership agreement governing Omega OP in reliance on this exemption.
+Added: During the quarter ended September 30, 2025, Omega issued an aggregate of 49,949 shares of Omega common stock in exchange for Omega OP Units tendered to Omega OP for redemption in accordance with the provisions of the partnership agreement governing Omega OP in reliance on this exemption.
Issuer Purchases of Equity Securities
−Removed: During the second quarter of 2025, we did not repurchase any shares of our outstanding common stock.
+Added: During the third quarter of 2025, we did not repurchase any shares of our outstanding common stock.
It em 5 – Other Information
Rule 10b5-1 Trading Plans
−Removed: No officers or directors, as defined in Rule 16a-1(f), adopted , modified and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the second quarter of 2025.
+Added: No officers or directors, as defined in Rule 16a-1(f), adopted , modified and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the third quarter of 2025.
Item 6–Exhibits
−Removed: Articles of Amendment and Restatement of Omega Healthcare Investors, Inc., as amended through June 6, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K, filed June 20, 2025).
−Removed: Indenture dated as of June 20, 2025, among Omega Healthcare Investors, Inc.
−Removed: Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K, filed June 20, 2025).
−Removed: First Supplemental Indenture dated as of June 20, 2025, among Omega Healthcare Investors, Inc., OHI Healthcare Properties Limited Partnership, as Subsidiary Guarantor, and U.S.
−Removed: Bank Trust Company, National Association, as Trustee, governing the Company’s 5.200% Senior Notes due 2030 (incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K, filed June 20, 2025).
+Added: Amended and Restated Credit Agreement, dated as of September 30, 2025, by and among Omega Healthcare Investors, Inc., as a borrower, OHI UK Healthcare Properties Ltd., as a U.K.
+Added: borrower, certain of Omega’s subsidiaries identified therein, as guarantors, a syndicate of financial institutions, as lenders, and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed October 1, 2025).
+Added: First Amendment to Credit Agreement dated September 30, 2025, amending the Credit Agreement dated August 8, 2023, by and among Omega, as borrower, certain of Omega’s subsidiaries identified from time to time therein, as guarantors, a syndicate of financial institutions, as lenders, and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed October 1, 2025).
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer of Omega Healthcare Investors, Inc.*
2 unchanged sentences
Section 1350 Certification of the Chief Financial Officer of Omega Healthcare Investors, Inc.*
−Removed: The following financial statements (unaudited) from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL:
+Added: The following financial statements (unaudited) from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Inline XBRL:
(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
3 unchanged sentences
OMEGA HEALTHCARE INVESTORS, INC.
−Removed: August 1, 2025
+Added: October 31, 2025
TAYLOR PICKETT
1 unchanged sentence
Chief Executive Officer
−Removed: August 1, 2025
+Added: October 31, 2025
/S/ ROBERT O.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.