OMEGA HEALTHCARE INVESTORS INC

For the period ended Dec 31, 2025. Filed Feb 9, 2026.

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 9, 2026

OHI$48.70-0.3%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Contents

Schedule IV – Mortgage Loans on Real Estate


· · · · · · · · · · · · · · · · · · · · Carrying
· · · · · · · · · · · · · · · · · · · · Amount of
· · · · · · · · · · · · · · · · · · · · Loans
· · · · · · · · · · · · · · Face · · · Carrying · Subject to
· · · · · · · · Final · · · · · · Amount · · · Amount · Delinquent
· · · · Interest · · Fixed/ · · Maturity · · · · Prior · · of · · · of · Principal
Grouping · · Description (1) · · Rate · · Variable · · Date · · Periodic Payment Terms · · Liens · · Mortgages · · · Mortgages (3) (4) (6) · · or Interest

	First Mortgages
1	Michigan (33 SNFs and 1 ALF)	11.78%	F(2)	2030	Interest plus approximately $112.6 of principal payable monthly with $426,322 due at maturity	None	$621,749	$433,544	$—
2	Ohio (8 SNFs)	10.50%	F(2)	2037	Interest payable monthly until maturity	None	72,420	72,420	—
3	Maryland (1 SNF)	10.00%	F	2026	Interest payable monthly until maturity	None	4,623	4,623	—
4	Ohio (2 SNFs)	10.00%	F	2027	Interest payable monthly until maturity	None	7,300	7,300	—
5	Illinois (2 ALFs, 1 SNF and 1 ILF)	10.00%	F	2028	Interest payable monthly until maturity	None	60,000	53,750	—
6	Pennsylvania (4 ALFs)	10.00%	F	2027	Interest payable monthly until maturity	None	38,626	37,382	—
7	Michigan (1 ALF)	10.00%	F	2027	Interest payable monthly until maturity	None	8,000	8,000	—
8	South Carolina (1 ILF)	10.00%	F	2028	Interest payable monthly until maturity	None	11,844	11,844	—
9	Florida (1 ALF)	10.00%	F	2027	Interest payable monthly until maturity	None	8,332	8,332	—
10	Tennessee (1 ALF)	8.00%	F	2026	Interest payable monthly until maturity	None	8,680	8,680	—
11	Oregon (1 ALF)	9.00%	F	2027	Interest payable monthly until maturity	None	5,450	5,450	—
12	Massachusetts (1 specialty facility)	9.00%	F	2029	Interest plus $250 of principal payable quarterly with $2,436 due at maturity	None	9,000	—	—	(5)
13	Tennessee (1 SNF)	8.35%	F	2015	Past due	None	6,377	1,472	1,472	(5)
14	Georgia (2 ALFs)	10.00%	F	2029	Interest payable monthly until maturity	None	9,551	9,551	—
15	Georgia (2 SNFs, 1 ALF), Florida (1 SNF)	10.00%	F	2027	Interest payable monthly until maturity	None	29,700	29,700	—
16	Florida (1 ALF )	10.00%	F	2030	Interest payable monthly until maturity	None	10,400	10,400	—
17	United Kingdom (15 ALFs)	10.00%	F	2026	Interest payable monthly until maturity	None	39,069	39,069	—
18	United Kingdom (11 ALFs)	10.00%	F	2026	Interest payable monthly until maturity	None	61,742	61,742	—
19	Florida (1 ALF)	10.00%	F	2027	Interest payable monthly until maturity	None	11,891	11,891	—

	Capital Expenditure Mortgages
20	Ohio	10.25%	F(2)	2037	Interest plus approximately $27.2 of principal payable monthly with $82 due at maturity	None	7,200	6,543	—
21	Michigan	10.51%	F(2)	2030	Interest payable monthly until maturity	None	560	362	—
22	Michigan	10.25%	F(2)	2030	No interest due on the first $300, then interest payable monthly until maturity	None	500	391	—
23	Michigan	10.50%	F(2)	2030	Interest plus approximately $1.9 of principal payable monthly with $1,356 due at maturity		3,835	1,458
24	Michigan	11.91%	F(2)	2030	Interest plus approximately $6.1 of principal payable monthly with $43,864 due at maturity	None	54,223	44,272	—

	Construction Mortgages
25	United Kingdom (1 ALF)	10.00%	F	2026	Interest payable monthly until maturity	None	53,220	53,220	—

	Allowance for credit loss on mortgage loans(7)							(23,078)	—

							$1,144,292	$898,318	$1,472

(1)	Loans included in this schedule represent first mortgages, capital expenditure mortgages and construction mortgages on facilities used in the delivery of long-term healthcare of which such facilities are located in the states indicated. Includes 3 facilities that are not currently operating.

(2)	Interest on the loans escalates at a fixed rate.

(3)	The aggregate cost for federal income tax purposes is approximately $931.6 million (unaudited).

SCHEDULE IV – MORTGAGE LOANS ON REAL ESTATE — continued

(4)

· · · · · · · · ·
· · Year Ended December 31,
	2025	2024	2023
Balance at beginning of period	$942,765	$698,776	$648,130
Additions during period - new mortgage loans or additional fundings (a)	48,367	292,722	102,332
Deductions during period - collection of principal/other (b)	(99,078)	(63,876)	(79,418)
Allowance for credit loss on mortgage loans	6,264	15,143	27,732
Balance at close of period	$898,318	$942,765	$698,776

(a)	The 2024 and 2023 amounts include $1.5 million and $2.3 million, respectively, of non-cash PIK interest. The 2024 amount includes $7.3 million of non-cash placement of mortgage capital.

(b)

The 2025 and 2023 amounts include $0.9 million and $3.9 million, respectively, of interest payments that were directly applied against the principal balance outstanding using the cost recovery method. The 2025 and 2023 amounts also include $28.5 million and $37.0 million, respectively, of non-cash principal reductions.

(5)	Mortgage written down to the fair value of the underlying collateral.

(6)	Mortgages included in the schedule which were extended during 2025 aggregated approximately $168.2 million.

(7)	The allowance for credit loss on mortgage loans represents the allowance calculated utilizing a PD and LGD methodology. For mortgages that the risk of loss was evaluated on an individual basis, the allowance is included as a reduction to the carrying amount of the mortgage.

INDEX TO EXHIBITS TO 2025 FORM 10-K


EXHIBIT NUMBER	DESCRIPTION
3.1	Articles of Amendment and Restatement of the Company, as amended through June 6, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K, filed June 6, 2025).
3.2	Amended and Restated Bylaws of the Company as of October 21, 2022 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed October 21, 2022).
4.0	See Exhibits 3.1 to 3.2.
4.1	Indenture, dated as of March 18, 2015, by and among the Company, the subsidiary guarantors named therein and U.S. Bank National Association, governing the Company’s 4.500% Senior Notes due 2027 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 24, 2015).
4.1A	First Supplemental Indenture, dated as of April 1, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5A to the Company’s Quarterly Report on Form 10-Q, filed May 8, 2015).
4.1B	Second Supplemental Indenture, dated as of August 4, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2A to the Company’s Registration Statement on Form S-4, filed October 6, 2015).
4.1C	Third Supplemental Indenture, dated as of November 9, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2B to the Amendment to the Company’s Registration Statement on Form S-4/A, filed November 12, 2015).
4.1D	Fourth Supplemental Indenture, dated as of March 29, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed May 6, 2016).
4.1E	Fifth Supplemental Indenture, dated as of May 13, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed August 5, 2016).
4.1F	Sixth Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016).
4.1G	Seventh Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4G to the Company’s Annual Report on Form 10-K, filed February 24, 2017).
4.1H	Eighth Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017).
4.1I	Ninth Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017).
4.1J	Tenth Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017).
4.2	Indenture, dated as of April 4, 2017, by and among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association, governing the Company’s 4.750% Senior Notes due 2028 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed April 4, 2017).
4.2A	First Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017).
4.2B	Second Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6B to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017).
4.3	Indenture, dated as of September 20, 2019, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association, governing the Company’s 3.625% Senior Notes due 2029 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed September 20, 2019).

4.4	Indenture, dated as of October 9, 2020, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association, governing the Company’s 3.375% Senior Notes due 2031 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed October 9, 2020).
4.4A	First Supplemental Indenture, dated as of October 30, 2020, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed November 3, 2020).
4.5	Indenture, dated as of March 10, 2021, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association, governing the Company’s 3.250% Senior Notes due 2033 (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 10, 2021).
4.6	Indenture dated as of June 20, 2025, among the Company and U.S. Bank Trust Company, National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed June 20, 2025).
4.6A	First Supplemental Indenture, dated as of June 20, 2025, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank Trust Company, National Association, 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).
4.7	Description of Securities registered under Section 12 of the Securities Exchange Act of 1934.*
10.1	Form of Directors and Officers Indemnification Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K, filed February 23, 2018).
10.2	Amended and Restated Deferred Stock Plan, dated October 16, 2012, and forms of related agreements (Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed November 7, 2012).
10.3	Amended and Restated Credit Agreement, dated as of September 30, 2025, by and among the Company, as a borrower, OHI UK Healthcare Properties Ltd., as a U.K. 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).
10.4	Credit Agreement, dated as of April 30, 2021, among OHI Healthcare Properties Limited Partnership, the lenders named therein and Bank of America, N.A., as administrative agent for such lenders (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed May 4, 2021).
10.4A	Conforming Changes Amendment to Credit Agreement, dated as of June 7, 2023, amending the Credit Agreement dated April 30, 2021, between OHI Healthcare Properties Limited Partnership and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed August 3, 2023).
10.5	Credit Agreement, dated as of August 8, 2023, among Omega Healthcare Investors, Inc., certain subsidiaries of Omega Healthcare Investors, Inc. identified therein as guarantors, the lenders named therein and Bank of America, N.A., as administrative agent for such lenders (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed August 11, 2023).
10.5A	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).
10.6	At-the Market Equity Offering Sales Agreement, dated November 3, 2025, among the Company, the Sales Agents, the Forward Sellers and the Forward Purchasers (Incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K, filed November 3, 2025).
10.7	Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed June 11, 2018). +
10.7A	Amendment to Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan, effective June 5, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed June 5, 2023). +
10.7B	Form of Time-Based Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6M to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7C	Form of Time-Based Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (2022 through 2024) (Incorporated by reference to Exhibit 10.6N to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7D	Form of Time-Based Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2025) (Incorporated by reference to Exhibit 10.6D to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +

10.7E	Form of TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (2022 through 2024) (Incorporated by reference to Exhibit 10.6O to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7F	Form of TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2025) (Incorporated by reference to Exhibit 10.6F to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.7G	Form of TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (2022 through 2024) (Incorporated by reference to Exhibit 10.6P to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7H	Form of TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2025) (Incorporated by reference to Exhibit 10.6H to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.7I	Form of Relative TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (2022 through 2024) (Incorporated by reference to Exhibit 10.6Q to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7J	Form of Relative TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2025) (Incorporated by reference to Exhibit 10.6J to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.7K	Form of Relative TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (2022 through 2024) (Incorporated by reference to Exhibit 10.6R to the Company’s Annual Report on Form 10-K, filed February 17, 2022). +
10.7L	Form of Relative TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2025) (Incorporated by reference to Exhibit 10.6L to the Company’s Annual Report on Form 10-K, filed February 13, 2025).+
10.7M	Form of Director Time-Based Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan. (Incorporated by reference to Exhibit 10.6M to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.7N	Form of Director Restricted Stock Award Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan. (Incorporated by reference to Exhibit 10.6N to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.8	Form of Officer Deferred Performance Restricted Stock Unit Agreement (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q, filed August 5, 2013). +
10.9	Form of Employment Agreement for Company’s executive officers. (Incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K, filed February 13, 2025). +
10.10	Omega Healthcare Investors, Inc. Deferred Cash Compensation Plan with form of Deferral Agreement pursuant to the Omega Healthcare Investors, Inc. Deferred Cash Compensation Plan (June 30, 2018) (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed August 8, 2018). +
10.11	Third Amended and Restated Agreement of Limited Partnership of OHI Healthcare Properties Limited Partnership as of February 11, 2025 (Incorporated by reference to Exhibit 3.5 to the Company’s Annual Report on Form 10-K, filed February 13, 2025).
19.1	Omega Healthcare Investors, Inc. Insider Trading Policy (Incorporated by reference to Exhibit 19.1 to the Company’s Annual Report on Form 10-K, filed February 13, 2025).
21.1	Subsidiaries of the Registrant.*
22.1	Subsidiary guarantors of guaranteed securities.*
23.1	Consent of Independent Registered Public Accounting Firm for Omega Healthcare Investors, Inc.*
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer of Omega Healthcare Investors, Inc.*
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer of Omega Healthcare Investors, Inc.*
32.1	Section 1350 Certification of the Chief Executive Officer of Omega Healthcare Investors, Inc.*
32.2	Section 1350 Certification of the Chief Financial Officer of Omega Healthcare Investors, Inc.*
97.1	Omega Healthcare Investors, Inc. Incentive Compensation Recovery Policy (Incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K, filed February 12, 2024). +

101

The following financial statements from the Company’s Annual Report on Form 10-K for the year ended December 31, 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.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).

Exhibits that are filed or furnished herewith.

Management contract or compensatory plan, contract or arrangement.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	OMEGA HEALTHCARE INVESTORS, INC.
	Registrant


Date:	February 9, 2026	By:	/s/ C. Taylor Pickett
		C. Taylor Pickett
		Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Omega Healthcare Investors, Inc., for itself and in the capacities on the date indicated.


Signatures	Title	Date

/s/ C. Taylor Pickett	Chief Executive Officer	February 9, 2026
C. Taylor Pickett	(Principal Executive Officer)

/s/ Robert O. Stephenson	Chief Financial Officer	February 9, 2026
Robert O. Stephenson	(Principal Financial Officer)

/s/ Neal A. Ballew	Chief Accounting Officer	February 9, 2026
Neal A. Ballew	(Principal Accounting Officer)

/s/ Craig R. Callen	Chair of the Board	February 9, 2026
Craig R. Callen

/s/ Kapila K. Anand	Director	February 9, 2026
Kapila K. Anand

/s/ Dr. Lisa C. Egbuonu-Davis	Director	February 9, 2026
Dr. Lisa C. Egbuonu-Davis

/s/ Barbara B. Hill	Director	February 9, 2026
Barbara B. Hill

/s/ Kevin J. Jacobs	Director	February 9, 2026
Kevin J. Jacobs

/s/ C. Taylor Pickett	Director	February 9, 2026
C. Taylor Pickett

/s/ Stephen D. Plavin	Director	February 9, 2026
Stephen D. Plavin/s/ Burke W. Whitman	Director	February 9, 2026
Burke W. Whitman

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.