OMEGA HEALTHCARE INVESTORS INC

September 30, 2026

NOTE 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Business Overview and Organization

Omega Healthcare Investors, Inc. (“Parent”) is a Maryland corporation that, together with its consolidated subsidiaries (collectively, “Omega”, the “Company”, “we”, “our” or “us”), invests in healthcare-related real estate properties located in the United States (“U.S.”), the United Kingdom (“U.K.”) and Canada. Our core business is to provide financing and capital to the long-term healthcare industry with a particular focus on skilled nursing facilities (“SNFs”), assisted living facilities (“ALFs”), including care homes in the U.K., and to a lesser extent, independent living facilities (“ILFs”), rehabilitation and acute care facilities (“specialty facilities”) and continuing care retirement communities (“CCRCs”). Our core portfolio consists of our long-term “triple-net” leases and real estate loans with healthcare operating companies and affiliates (together with the managers of our Operating portfolio assets, our “operators”). Additionally, during the fourth quarter of 2025, we began utilizing the structure authorized by the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”), whereby we own and operate healthcare facilities through third-party managers (collectively, our “managers”). In addition to our core investments, we make loans to operators and/or their principals. From time to time, we also acquire equity interests in joint ventures (“JVs”) or entities that support the long-term healthcare industry and our operators, which may include ancillary service or technology companies, and in operating companies.

Omega has elected to be taxed as a real estate investment trust (“REIT”) for federal income tax purposes and is structured as an umbrella partnership REIT (“UPREIT”) under which all of Omega’s assets are owned directly or indirectly by, and all of Omega’s operations are conducted directly or indirectly through, its operating partnership subsidiary, OHI Healthcare Properties Limited Partnership (collectively with its subsidiaries, “Omega OP”). Omega has exclusive control over Omega OP’s day-to-day management pursuant to the partnership agreement governing Omega OP. As of September 30, 2026, Parent owned approximately 96% of the issued and outstanding units of partnership interest in Omega OP (“Omega OP Units”), and other investors owned approximately 4% of the outstanding Omega OP Units. The number of Omega OP Units owned by Parent is equivalent to the number of outstanding common shares of beneficial interest in Parent. As of September 30, 2026 and December 31, 2025, there were 14,127,310 and 14,698,225 Omega OP Units outstanding, respectively, that were held by other investors.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all the information and notes required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the interim periods reported herein are not necessarily indicative of results to be expected for the full year. These unaudited consolidated financial statements should be read in conjunction with the financial statements and the footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.

The consolidated financial statements include the accounts of Omega Healthcare Investors, Inc., its wholly owned subsidiaries, the JVs and variable interest entities (“VIEs”) that it controls, through voting rights or other means. All intercompany transactions and balances have been eliminated in consolidation.

Reclassifications

Certain prior period amounts in our consolidated financial statements have been reclassified to conform to the current period presentation. Such reclassifications had no impact on our net income, total assets, total liabilities, stockholders’ equity or cash position.

For the three and nine months ended September 30, 2026 and 2025, property-level expenses include amounts previously presented in other financial statement line items. The Company began separately presenting property-level expenses in the second quarter of 2026 in connection with the adoption oftwo operating segments discussed below. For the three and nine months ended September 30, 2026, property-level expenses include (i) senior housing operating expenses of$25.6 million and$43.3 million, respectively, (ii) real estate taxes associated with facilities leased to operators of$3.9 million and$11.0 million, respectively and (iii) certain ground lease expenses that were previously presented in general and administrative expense of$0.4 million and$1.3 million, respectively. For the three and nine months ended September 30, 2025, property-level expenses include (i) real estate taxes associated with facilities leased to operators of$3.5 million and$10.1 million, respectively, and (ii) certain ground lease expenses that were previously presented in general and administrative expense of$0.5 million and$1.5 million, respectively.

Segments

As described above, we began utilizing the RIDEA structure in the fourth quarter of 2025 and expanded these activities during the first quarter of 2026 through additional senior housing acquisitions, investments in RIDEA-structured entities and other operating investments. In connection with this expansion, and to align with how our chief operating decision maker (“CODM”) reviews financial information and allocates resources, we established an operating portfolio (“Operating”) segment effective in the second quarter of 2026.

Accordingly, we conduct and manage our business astwo operating segments andtwo reportable segments: our existing triple-net investments business (“Triple-Net”) segment, which represented oursole operating segment prior to the second quarter of 2026, and our Operating segment.

Our Triple-Net segment consists of owned properties that are leased pursuant to non-cancelable triple-net operating leases, mortgage loans, other real estate loans receivable, non-real estate loans receivable and certain unconsolidated joint ventures. Our Operating segment consists of owned senior housing communities operated on our behalf by third-party managers under the RIDEA structure, along with certain minority-owned equity method investments in RIDEA-structured entities and healthcare operating entities.

See Note 21 – Segments for more information.

Recent Accounting Pronouncements

ASU – 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, which requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the financial statements. The guidance is effective for the first annual reporting period beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. The amendments in this update are to be applied on a prospective basis, with the option for retrospective application. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and disclosures.

NOTE 2 – REAL ESTATE ASSETS

As of September 30, 2026, our leased real estate properties included 558 SNFs,352 ALFs,19 ILFs,17 specialty facilities andone CCRC. The following table summarizes the Company’s rental income:

Our variable income from operating leases primarily represents the reimbursement by operators for real estate taxes that Omega pays directly.

Asset Acquisitions

The following table summarizes the asset acquisitions that occurred during the nine months ended September 30, 2026:

Business Combinations

During the third quarter of 2026, the Company acquired the operators of 30 of its U.K. care homes in two separate transactions for aggregate cash consideration of $48.0 million. The transactions included the operator offour care homes acquired in July 2026 and the operator of 26 additional care homes acquired in September 2026. Prior to the acquisitions, all 30 facilities were leased to the acquired operators under long-term lease arrangements. Contractual lease revenue recognized from these operators for the 30 care homes totaled approximately $17.3 million during the nine months ended September 30, 2026.

Concurrently with the acquisitions, the Company entered into management agreements to continue operating the facilities under RIDEA structures. Thefour care homes acquired in July continue to be managed by an affiliate of the acquired operator, while the 26 care homes acquired in September are managed by two third-party operators. As a result, the operations of these facilities are reported within the Company’s Operating segment.

The acquisitions resulted in the settlement of the Company’s preexisting lease arrangements with the acquired operators. In accordance with ASC 805, $47.7 million of the $48.0 million purchase price was accounted for separately from the business combinations as extinguishments of the preexisting leases and recorded within acquisition, merger and transition related costs. In connection with these transactions, the Company also recognized an $11.2 million write-off of straight-line rent receivables associated with those leases within acquisition, merger and transition related costs.

After giving effect to the separate accounting for the settlement of the preexisting lease relationships, cash consideration transferred for the acquired operators was approximately $0.3 million, subject to customary purchase price adjustments. Based on the Company’s preliminary purchase price allocations, the acquisitions resulted in goodwill of approximately $4.2 million. The preliminary purchase price allocations remain subject to adjustment as the Company finalizes its valuations of the assets acquired and liabilities assumed.

Construction in Progress and Capital Expenditure Investments

The following table summarizes the construction in progress and capital expenditure investments by segment that occurred during the three and nine months ended September 30, 2026 and 2025:

As of September 30, 2026, construction in progress included three projects consisting of the development of SNFs in Virginia, Florida and Kansas.

NOTE 3**– ASSETS HELD FOR SALE, DISPOSITIONS AND IMPAIRMENTS**

Periodically we sell facilities to reduce our exposure to certain operators, geographies and non-strategic assets or due to the exercise of a tenant purchase option.

The following is a summary of our assets held for sale:

Asset Sales

During the nine months ended September 30, 2026, we sold 31 facilities (26 SNFs andfive ALFs) in our Triple-Net segment for total consideration of $597.0 million, of which $37.4 million was in the form of seller financing. As a result of these sales, we recognized a net gain of $249.1 million for the period. Sales activity during the three months ended September 30, 2026 was not significant. Of the 31 facilities sold during the nine months ended September 30, 2026,18 were located in Maryland and West Virginia, and related to assets previously leased to CommuniCare Health Services, Inc. (“CommuniCare”). Contractual rent related to these facilities for the first quarter of 2026, the last full quarter prior to their sale, was $9.2 million. The sale of these facilities in the second quarter generated $472.8 million in net cash proceeds ($479.9 million gross proceeds) and a gain of $231.7 million. In connection with the sale of the CommuniCare facilities discussed above, we received repayments on several real estate loans and non-real estate loans in the nine months ended September 30, 2026. See Note 5 – Real Estate Loans Receivable and Note 6 – Non-Real Estate Loans Receivable for additional information.

During the three and nine months ended September 30, 2025, we sold 11 facilities (ten SNFs andone ALF) and 45 facilities (42 SNFs andthree ALFs) in our Triple-Net segment for $81.1 million and $264.1 million in net cash proceeds, respectively. As a result of these sales, we recognized a net gain of $28.2 million and $61.2 million, respectively.

Real Estate Impairments

During the three and nine months ended September 30, 2026, we recorded real estate impairments onone andtwo facilities of $11.3 million and $11.7 million, respectively, related to facilities in our Triple-Net segment.

During the three and nine months ended September 30, 2025, we recorded impairments ontwo andsix facilities of$1.2 million and$16.6 million, respectively, related to facilities in our Triple-Net segment. Of the$16.6 million,$10.3 million related tofour held for use facilities and$6.3 million related totwo facilities that were classified as held for sale.

To estimate the fair value of the facilities for the impairments noted above, we utilized a market approach that considered binding sale agreements (a Level 1 input) or non-binding offers from unrelated third parties, and/or broker quotes (a Level 3 input).

NOTE 4 – CONTRACTUAL AND OTHER RECEIVABLES

Contractual receivables relate to the amounts currently owed to us under the terms of our lease and loan agreements. Straight-line receivables primarily relate to the difference between the rental revenue recognized on a straight-line basis and the amounts currently due to us according to the contractual agreement.

A summary of our net contractual and other receivables by type is as follows:

Cash Basis Operators and Straight-Line Receivable Write-Offs

We review our collectibility assumptions related to our operator leases on an ongoing basis. If we determine that it is no longer probable that substantially all rental payments over the life of a lease are collectible, rental revenue related to the operator lease will be recognized only to the extent of cash payments received (“cash basis of revenue recognition”), and all related receivables associated with the lease will be written off. Write-offs of contractual and straight-line receivables are recorded as adjustments to rental revenue.

We recorded straight-line receivable write-offs ofzero and$2.4 million during the three and nine months ended September 30, 2026, respectively, as a result of placing operator leases on a cash basis of revenue recognition. We placedtwo andfive operators on a cash basis of revenue recognition during the three and nine months ended September 30, 2026, respectively. As of September 30, 2026,22 operators were on a cash basis of revenue recognition, representing 21.6% and 18.8% of our total revenues for the nine months ended September 30, 2026 and 2025, respectively.

During the nine months ended September 30, 2025, we placed three operators on a cash basis of revenue recognition and recorded straight-line receivable write-offs of$15.5 million related to those operators.

During the three and nine months ended September 30, 2026, we recorded$5.7 million and$14.7 million, respectively, of straight-line rent receivable and lease inducement write-offs through rental income related to operator transitions and lease inducements funded to operators on a cash basis of accounting. During the nine months ended September 30, 2025, we recorded $12.1 million of straight-line rent receivable write-offs through rental income related to operator transitions and lease inducements funded to operators on a cash basis of accounting.

Operator Collectibility Updates

Maplewood

We lease 17 facilities to Maplewood Senior Living (along with its affiliates, “Maplewood”) under a master lease agreement (the “Maplewood Master Lease”) that was amended and restated in December 2025. In addition, we lease one assisted living facility, Inspir Embassy Row in Washington, D.C., under a separate single-facility lease (the “Embassy Row Lease”) to an entity that is jointly owned by Maplewood and a third-party investor. We also have a revolving credit facility with Maplewood (the “Maplewood Revolver”) that matures in June 2037 and bears interest at 7% per annum. Maplewood is on a cash basis of revenue recognition for lease purposes and non-accrual status for loan purposes as a result of liquidity issues beginning in 2023, so rental revenue and interest income are only recorded for contractual rent and interest payments that we received from Maplewood for the respective periods.

We recognized rental income of $17.4 million and $48.8 million related to the Maplewood Master Lease during the three and nine months ended September 30, 2026, respectively. The amount of unpaid contractual rent that was deferred, as allowable under the terms of the Maplewood Master Lease, was $2.2 million and $9.3 million, for the three and nine months ended September 30, 2026, respectively. Deferred rent bears interest at 5% per annum if outstanding longer than 18 months, which is reflected in rental income once received. As of September 30, 2026, the outstanding deferred rent balance is $58.8 million. We recognized rental income of $2.7 million and $10.3 million related to the Embassy Row Lease during the three and nine months ended September 30, 2026, respectively.

We recognized rental income of $15.3 million and $43.3 million related to the Maplewood Master Lease during the three and nine months ended September 30, 2025, respectively. The amount of unpaid contractual rent that was deferred pursuant to the terms of the Maplewood Master Lease, was $3.5 million and $12.5 million, for the three and nine months ended September 30, 2025, respectively. We recognized rental income of $3.3 million and $8.6 million related to the Embassy Row Lease during the three and nine months ended September 30, 2025, respectively.

As discussed further in Note 5 – Real Estate Loans Receivable, no interest income was recorded on the Maplewood Revolver during the three and nine months ended September 30, 2026 and 2025.

Genesis

In March 2025, Genesis Healthcare, Inc. (“Genesis”), an operator on a cash basis of rental revenue recognition, failed to make a rent payment due under its master lease agreement and interest payment due under one of its loan agreements. In July 2025, Genesis commenced voluntary cases under Chapter 11 of the U.S. Bankruptcy Code. During the bankruptcy proceedings, Genesis continued to operate the 31 facilities subject to Omega’s master lease agreement and made all required contractual rent payments. Omega also participated in debtor-in-possession (“DIP”) financing arrangements with Genesis, as further discussed in Note 6 – Non-Real Estate Loans Receivable.

In January 2026, the Bankruptcy Court approved the sale of Genesis’ assets to 101 W State Street Holdings, LLC (“WSSH”). In the third quarter of 2026, Genesis, the Official Committee of Unsecured Creditors and certain lenders and other parties entered into a settlement and plan support agreement that provided, among other things, for the resolution of the matters described in Note 18 – Commitments and Contingencies relating to the collateral supporting Omega’s term loans and certain payments received by Omega prior to the Genesis bankruptcy filing. On October 14, 2026, the court-approved sale closed, the Omega lease was assumed and assigned to affiliates of WSSH (“NewGen”), and monetary pre-petition defaults were cured by NewGen. On October 15, 2026, the remaining outstanding principal, interest and fees under Omega’s DIP loan was repaid in full. In October 2026, Omega’s secured term loan claims outstanding as of September 30, 2026, including principal, accrued interest (at the base rate) and other amounts due under the applicable loan documents, were paid.

We recognized rental income related to Genesis of $13.3 million and $39.9 million during the three and nine months ended September 30, 2026, respectively. In addition, we recognized $4.8 million and $17.7 million of interest income related to loans to Genesis during the three and nine months ended September 30, 2026, respectively.

We recognized rental income related to Genesis of $12.9 million and $38.2 million during the three and nine months ended September 30, 2025, respectively. Rental income for the nine months ended September 30, 2025 includes $4.2 million recognized from the application of letter of credit proceeds held as collateral. In addition, we recognized $4.3 million and $12.6 million of interest income related to loans with Genesis during the three and nine months ended September 30, 2025, respectively. Interest income for the nine months ended September 30, 2025 includes $0.1 million recognized from the application of letter of credit proceeds held as collateral.

NOTE 5 – REAL ESTATE LOANS RECEIVABLE

Real estate loans consist of mortgage notes and other real estate loans included in the Triple-Net segment which are primarily collateralized by a first, second or third mortgage lien or a leasehold mortgage on, or an assignment of the partnership interest in the related properties. As of September 30, 2026, our real estate loans receivable consist of 18 fixed rate mortgage notes on 88 operating long-term care facilities and 18 other real estate loans. The fixed rate mortgages are collateralized by 45 SNFs,41 ALFs andtwo ILFs. The facilities subject to the mortgage notes are operated by 14 independent healthcare operating companies and are located inseven U.S. states and within the U.K. We monitor compliance with our real estate loans and, when necessary, have initiated collection, foreclosure and other proceedings with respect to certain outstanding real estate loans.

A summary of our real estate loans receivable by loan type is as follows:

Interest income on real estate loans is included within interest income on the Consolidated Statements of Operations and is summarized as follows:

In addition to the interest income on real estate loans noted above, during the third quarter of 2026, we recognized $10.9 million of residual profit participation income following the sale of the underlying real estate associated with one of our other real estate loan investments. This amount was recorded in miscellaneous income in our Consolidated Statements of Operations.

The following is a summary of advances and principal repayments under our real estate loans:

Below is additional discussion on any significant new loans issued and significant updates to any existing loans.

Maplewood Revolving Credit Facility

No interest income was recorded on the Maplewood Revolver during the three and nine months ended September 30, 2026 and 2025, as the loan is on non-accrual status, and no cash payments were received in either period. After the Maplewood Revolver agreement was amended in December 2025, monthly interest can be paid-in-kind at Maplewood’s election. This change was applied retroactively, starting from January 1, 2023. As of September 30, 2026 and December 31, 2025, the amortized cost basis of the Maplewood Revolver was $263.6 million, which represents 18.7% and 18.1%, respectively, of the total amortized cost basis of all real estate loan receivables. As of September 30, 2026 and December 31, 2025, the outstanding principal due on the Maplewood Revolver was $341.5 million and $323.8 million, respectively.

Canadian Development Loan

On December 12, 2025, we entered into a loan agreement with a borrower to fund the development of several long-term care facilities in Canada. The maximum commitment under the loan agreement is $87.6 million Canadian dollars ($61.7 million USD), which will be funded in several advances as needed by the borrower. As of September 30, 2026, the outstanding principal due on the loan is $41.0 million Canadian dollars ($28.9 million USD). The loan bears interest at 10.0% per annum and has a maturity date of December 12, 2035. At Omega’s option, the loan is convertible into a 34.9% equity ownership interest in the borrower.

NOTE 6 – NON-REAL ESTATE LOANS RECEIVABLE

Our non-real estate loans included in the Triple-Net segment consist of fixed and variable rate loans to operators or principals. These loans may be either unsecured or secured by the collateral of the borrower, which may include the working capital of the borrower and/or personal guarantees. As of September 30, 2026, we had 34 loans with 24 different borrowers. A summary of our non-real estate loans by loan type is as follows:

For the three and nine months ended September 30, 2026, non-real estate loans generated interest income of $7.7 million and $31.3 million, respectively. For the three and nine months ended September 30, 2025, non-real estate loans generated interest income of $10.4 million and $30.4 million, respectively. Interest income on non-real estate loans is included within interest income on the Consolidated Statements of Operations.

The following is a summary of advances and principal repayments under our non-real estate loans:

Below is additional discussion on any significant new loans issued and/or significant updates to any existing loans.

Genesis Non-Real Estate Loans

As discussed in Note 4 – Contractual and Other Receivables, in July 2025, Genesis commenced voluntary cases under Chapter 11 of the U.S. Bankruptcy Code. Omega participated in DIP financings related to the Genesis bankruptcy and, as of September 30, 2026, had $6.8 million outstanding under a super-priority secured DIP facility. Omega also hadtwo secured term loans with Genesis totaling $144.4 million in outstanding principal, inclusive of paid-in-kind interest, as of September 30, 2026. In October 2026, these balances were repaid (together with accrued interest) pursuant to the settlement and plan support agreement. See Note 4 – Contractual and Other Receivables for additional information.

NOTE 7 – ALLOWANCE FOR CREDIT LOSSES

A rollforward of our allowance for credit losses for the nine months ended September 30, 2026 is as follows:

A rollforward of our allowance for credit losses for the nine months ended September 30, 2025 is as follows:

A summary of our amortized cost basis by year of origination and credit quality indicator is as follows:

Interest Receivable on Real Estate Loans and Non-Real Estate Loans

We have elected the practical expedient toexclude interest receivable from our allowance for credit losses. As of September 30, 2026 and December 31, 2025, we have excluded$10.1 million and$9.7 million, respectively, of contractual interest receivables from our allowance for credit losses. We write off contractual interest receivables to provision for credit losses in the period we determine the interest is no longer considered collectible.

During the three and nine months ended September 30, 2026, we recognized$1.4 million and$4.0 million, respectively, of interest income related to loans on non-accrual status as of September 30, 2026. During the three and nine months ended September 30, 2025, we recognized$1.1 million and$2.0 million, respectively, of interest income related to loans on non-accrual status as of September 30, 2026.

NOTE 8 – VARIABLE INTEREST ENTITIES

Unconsolidated Variable Interest Entities

We hold variable interests in several VIEs through our investing and financing activities, which are not consolidated, as we have concluded that we are not the primary beneficiary of these entities as we do not have the power to direct activities that most significantly impact the applicable VIE’s economic performance and/or the variable interest we hold neither obligates us to absorb losses nor provides us with the right to receive benefits from the VIE that could potentially be significant.

Below is a summary of our assets, liabilities, collateral and maximum exposure to loss associated with these unconsolidated VIEs as of September 30, 2026 and December 31, 2025:

In determining our maximum exposure to loss from the unconsolidated VIEs, we considered the underlying carrying value of the real estate subject to leases with the operator and other collateral, if any, supporting our other investments, which may include accounts receivable, security deposits, letters of credit or personal guarantees, if any, as well as other liabilities recognized with respect to these operators.

The table below reflects our total revenues from the operators that are considered unconsolidated VIEs, following the date they were determined to be VIEs, for the three and nine months ended September 30, 2026 and 2025:

Consolidated VIEs

The Company consolidates Omega OP, a VIE in which the Company is considered the primary beneficiary. The Company, as general partner, has the power to direct the activities of Omega OP that most significantly affect Omega OP’s performance, and through its interest in Omega OP, has both the right to receive benefits from and the obligation to absorb losses of Omega OP.

Additionally, we own a partial equity interest in a JV that we have determined is a VIE. We have consolidated this VIE because we have concluded that we are the primary beneficiary of this VIE based on our ability to direct the activities that most significantly impact the JV’s economic performance and our rights to receive residual returns and obligation to absorb losses arising from the JV. Omega is not required to make any additional capital contributions to the JV. As of September 30, 2026 and December 31, 2025, this JV has $22.5 million and $23.2 million, respectively, of total assets, and $21.0 million and $20.9 million, respectively, of total liabilities, which are included in our Consolidated Balance Sheets.

NOTE 9 – INVESTMENTS IN UNCONSOLIDATED ENTITIES

Unconsolidated Entities

The following is a summary of our investments in unconsolidated entities (dollars in thousands):

SHH Holdings, LLC

As discussed in Note 2 – Real Estate Assets, during the second quarter of 2026, we acquiredtwo skilled nursing facilities in Indiana from SHH Holdings, LLC (“Saber PropCo”) for $33.4 million. No gain was recognized in income from unconsolidated entities in connection with the sale, as our share of the gain recognized by the unconsolidated entity was fully offset by the write-off of the related basis difference associated with the sold facilities.

In connection with the dispositions discussed in Note 3 – Assets Held for Sale, Dispositions and Impairments, Omega sold a Virginia SNF previously leased to Ciena Healthcare Management, Inc. (“Ciena”) to Saber PropCo during the second quarter of 2026. During the second and third quarters of 2026, Saber PropCo acquired eight additional SNFs from Ciena. The total aggregate consideration for allnine facilities was $160.0 million. Thenine facilities acquired by Saber PropCo were part of the broader transition of Ciena’s Laurels portfolio, which included the transfer of certain real estate interests to Saber PropCo and the transition of related facility operations and leases from Ciena to Saber (discussed below). These acquisitions were funded through a combination of operating cash and third-party debt. As of September 30, 2026, Saber PropCo owned 71 facilities leased to Saber under triple-net leases generating annual contractual rent of $83.1 million and had $584.4 million of mortgage debt outstanding with a weighted-average interest rate of 5.2%.

Saber Healthcare Holdings, LLC

On January 1, 2026, Omega acquired a 9.9% equity interest in Saber for $92.8 million in cash, including transaction fees. Under the Saber operating agreement, Omega is entitled to minimum quarterly cash distributions reflecting an annualized 8% yield on its investment.

During the second quarter of 2026, Omega transitioned 18 facilities in Ciena’s Laurels portfolio from its master lease with Ciena to its master lease with Saber, increasing the total number of facilities under our master lease with Saber to 69 facilities. One additional facility in the Laurels portfolio was transitioned to another existing operator during the second quarter of 2026. Omega’s total revenue from leases and loan agreements with Saber was $61.3 million and $49.0 million for the nine months ended September 30, 2026 and 2025, respectively. As of September 30, 2026, Saber also operates and leases 71 facilities held by Saber PropCo, a property holding company JV in which Omega owns a 49% equity interest. For the three and nine months ended September 30, 2026, we recognized income (inclusive of basis amortization) from this investment of $(0.2) million and $2.0 million, respectively, and received cash distributions totaling $1.8 million and $3.7 million, respectively.

NOTE 10 – GOODWILL AND OTHER INTANGIBLES

The following is a summary of our goodwill as of September 30, 2026 and December 31, 2025 (in thousands):

Prior to the second quarter of 2026, Omega operated as a single reportable segment and maintainedone reporting unit for purposes of its goodwill impairment assessment. As discussed in Note 21 – Segments, during the second quarter of 2026, the Company reorganized its internal reporting structure and identifiedtwo reportable segments: Triple-Net and Operating. As a result, the Company reassessed its reporting unit structure and determined that its previously single reporting unit should be split intotwo reporting units corresponding to the newly identified segments. In connection with this process, the Company reallocated its goodwill balance of $644.4 million as of April 1, 2026, to thetwo reporting units using a relative fair value approach.

In accordance with ASC 350, the Company performed a goodwill impairment assessment immediately before the reallocation at the original reporting unit level and immediately after the reallocation at each of the new reporting unit levels. The Company concluded that goodwill was not impaired under either assessment.

During the third quarter of 2026, the Company recorded approximately £3.1 million of goodwill related to its acquisitions of the operators of 30 care homes in the U.K., as described in Note 2 – Real Estate Assets. The goodwill was assigned to the Company’s Operating segment and remains subject to adjustment as the preliminary purchase price allocations are finalized.

The following is a summary of our intangible assets and liabilities as of September 30, 2026 and December 31, 2025:

Above market leases, net of accumulated amortization, are included in other assets on our Consolidated Balance Sheets. Below market leases, net of accumulated amortization, are included in accrued expenses and other liabilities on our Consolidated Balance Sheets. The net amortization related to the above and below market leases is included in our Consolidated Statements of Operations as an adjustment to rental income.

For the three and nine months ended September 30, 2026, our net amortization expense related to intangibles was $0.6 million and $1.6 million, respectively. For the three and nine months ended September 30, 2025, our net amortization expense related to intangibles was $0.5 million and $1.3 million, respectively. The estimated net amortization expense related to these intangibles for the remainder of 2026 and the next four years is as follows: remainder of 2026 – $0.5 million; 2027 – $2.1 million; 2028 – $2.1 million; 2029 – $2.1 million and 2030 – $2.2 million. As of September 30, 2026, the weighted average remaining amortization period of above market lease assets isnine years and below market lease liabilities iseight years.

NOTE 11 – CONCENTRATION OF RISK

As of September 30, 2026, our real estate investment portfolio comprised 1,036 operating healthcare facilities, including fee simple wholly owned facilities that are held for investment or sale, facilities that are collateral under our mortgage loans and facilities within consolidated JVs. These healthcare facilities are located in 41 states, Washington, D.C., the U.K. and Jersey, and are operated or managed by 93 third-party operators or managers. At September 30, 2026,98% of our real estate investments related to long-term healthcare facilities.

Revenue Concentration

During the three and nine months ended September 30, 2026, we hadno operators with total revenues that exceeded 10% of our total revenues. During the nine months ended September 30, 2025, we hadone operator with total revenues that exceeded 10% of our total revenues: CommuniCare. CommuniCare generated 5.0% and 7.4% of our total revenues for the three and nine months ended September 30, 2026, respectively, and 9.9% and 10.6% of our total revenues for the three and nine months ended September 30, 2025, respectively. As of September 30, 2026, CommuniCare represented 4.0% of our total investments (before accumulated depreciation and allowances).

As of September 30, 2026, we had total investments (before accumulated depreciation and allowances) withtwo operators that approximated or exceeded 10% of our total investments: Maplewood (11.5%) and Saber (10.5%). As of December 31, 2025, we had total investments (before accumulated depreciation and allowances) withone operator that approximated or exceeded 10% of our total investments: Maplewood (11.3%). Maplewood generated 6.6% of our total revenues for the three and nine months ended September 30, 2026, and 6.7% and 6.6% of our total revenues for the three and nine months ended September 30, 2025, respectively. Saber generated 7.2% and 6.2% of our total revenues for the three and nine months ended September 30, 2026, respectively, and 5.2% and 5.6% of our total revenues for the three and nine months ended September 30, 2025, respectively.

Geographic Concentration

As of September 30, 2026, the three geographic locations in which we had our highest concentration of real estate assets and mortgages (before accumulated depreciation and allowances) were the U.K. (17.6%), Texas (9.2%) and Indiana (6.3%).

NOTE 12 – STOCKHOLDERS’ EQUITY

Dividends

The following is a summary of our declared cash dividends on common stock:

Dividend Reinvestment and Common Stock Purchase Plan

The following is a summary of the shares issued under the Dividend Reinvestment and Common Stock Purchase Plan for the three and nine months ended September 30, 2026 and 2025 (in thousands):

At-The-Market Offering Programs

The following is a summary of the shares issued under our former $1.25 billion 2024 At-The-Market Offering Program and our current $2.0 billion 2025 At-The-Market Offering Program (collectively, the “ATM Program”) for the three and nine months ended September 30, 2026 and 2025 (in thousands except average price per share):

Noncontrolling Interest

During the three and nine months ended September 30, 2026, we redeemed 111,000 and 1,904,882 of Omega OP units for cash of $5.3 million and $89.2 million, respectively. Omega OP Units (other than the Omega OP Units owned by Omega) are redeemable at the election of the Omega OP Unit holder for cash equal to the then-fair market value ofone share of Omega common stock, par value $0.10 per share (“Omega Common Stock”), subject to Omega’s election to exchange the Omega OP Units tendered for redemption for unregistered shares of Omega Common Stock on aone-for-one basis, subject to adjustment as set forth in Omega OP’s partnership agreement.

Accumulated Other Comprehensive Income (Loss)

The following is a summary of our accumulated other comprehensive income (loss), net of tax, as of September 30, 2026 and December 31, 2025:

During the three and nine months ended September 30, 2026, we reclassified $2.1 million and $6.2 million, respectively, of realized gains out of accumulated other comprehensive income into interest expense on our Consolidated Statements of Operations associated with our cash flow hedges. During the three and nine months ended September 30, 2025, we reclassified $2.6 million and $5.4 million, respectively, of realized gains out of accumulated other comprehensive income into interest expense on our Consolidated Statements of Operations associated with our cash flow hedges.

NOTE 13 – TAXES

Omega was organized, has operated and intends to continue to operate in a manner that enables Omega to qualify for taxation as a REIT under Sections 856 through 860 of the Code.

We have elected to treat certain of our active subsidiaries as taxable REIT subsidiaries (“TRSs”). Our domestic TRSs are subject to federal, state and local income taxes at the applicable corporate rates. Our foreign subsidiaries are subject to foreign income taxes and withholding taxes. Income taxes included within the financial statements primarily represent U.S. federal, state and local income taxes as well as non-U.S. income-based or withholding taxes on certain investments located in jurisdictions outside the U.S.

The following is a summary of our provision for income taxes:

The income tax expense for both the three and nine months ended September 30, 2026 and 2025 was primarily due to income from foreign jurisdictions that is subject to foreign income taxes and withholding taxes.

As of September 30, 2026 and December 31, 2025, deferred tax assets totaled $22.2 million and $22.5 million, respectively, and deferred tax liabilities totaled zero. Our deferred tax assets relate primarily to loss carryforwards.

NOTE 14 – STOCK-BASED COMPENSATION

The following is a summary of our stock-based compensation expense for the three and nine months ended September 30, 2026 and 2025, respectively:

Stock-based compensation expense for the nine months ended September 30, 2026 and 2025 reflects the impact of modifications to certain stock awards in connection with leadership transitions of members of executive management as discussed in the “Leadership Transitions” section below. Stock-based compensation expense is included within general and administrative expenses on our Consolidated Statements of Operations.

We granted 236,102 time-based profits interest units (“PIUs”) during the first quarter of 2026 to certain officers and employees, and those units vest on December 31, 2028 (three years after the grant date), subject to continued employment and vesting in connection with certain other events.

We granted 2,071,260 performance-based PIUs during the first quarter of 2026 to certain officers and employees, which are earned based on the level of performance over the performance period (normally three years) and vest quarterly in thefourth year, subject to continued employment and vesting in connection with certain other events. We also granted 76,138 performance-based restricted stock units (“RSUs”) during the first quarter of 2026 to certain employees, which are earned based on the level of performance over the performance period (normally three years) and vest on December 31, 2028, subject to continued employment.

We granted 19,624 time-based PIUs and 19,886 time-based RSUs to directors during the second quarter of 2026, and those units vest on the date of Omega’s 2027 annual meeting of stockholders, subject to the director’s continued service and vesting in certain other events.

Time-based and performance-based grants made to named executive officers and key employees that meet certain conditions under the Company’s retirement policy (length of service, age, etc.) vest on an accelerated basis pursuant to the terms of our 2018 Stock Incentive Plan.

Leadership Transitions

In May 2026, the Company and C. Taylor Pickett, the Company’s Chief Executive Officer, agreed that Mr. Pickett will step down as CEO and from the Board effective October 1, 2026. The Board appointed Matthew P. Gourmand, currently President, to serve as President and Chief Executive Officer effective October 1, 2026.

Also in May 2026, the Company and Robert O. Stephenson agreed that his employment will terminate effective August 1, 2026. The Board appointed Neal A. Ballew, Senior Vice President and Chief Accounting Officer, as Chief Financial Officer, and Lucas M. Golem, Vice President of Financial Reporting, as Chief Accounting Officer, each effective on August 1, 2026.

On May 19, 2026, the Company entered into Transition Agreements and Releases with Mr. Pickett and Mr. Stephenson. Each agreement provides for an unprorated 2026 short-term incentive and continued vesting, on an unprorated basis, of previously granted equity awards through December 31, 2029, subject to their terms. Mr. Stephenson will also receive severance consistent with a termination without cause, including a $2.5 million transition payment payable over 24 months beginning August 1, 2026.

The Company also entered into consulting agreements with Mr. Pickett (effective October 2, 2026 through October 1, 2027, and extendable to April 1, 2028) and Mr. Stephenson (effective August 2, 2026 through August 1, 2027, and extendable to February 1, 2028).

In connection with these arrangements and related modifications to equity awards, the Company incurred incremental non-cash stock-based compensation expense of $31.8 million and $5.7 million of cash transition related expenses. We recognized incremental non-cash stock-based compensation expense of $14.7 million and $4.2 million of cash transition related expenses in the second quarter of 2026, which are reflected within general and administrative expense within the consolidated statements of operations. In addition, we also recognized an additional $17.1 million of incremental non-cash stock-based compensation expense and $1.6 million of cash transition related expenses in the third quarter of 2026 related to these agreements.

In addition, during the three months ended March 31, 2025, the Company recognized $6.6 million of incremental non-cash stock-based compensation expense related to the departure of Daniel J. Booth, our former Chief Operating Officer, and modifications to his equity awards. General and administrative expenses also included a $2.2 million accrual for transition payments payable to Mr. Booth over the 24-month period following January 2, 2025, the effective date of his termination of employment, as well as other costs incurred related to the transition.

NOTE 15 – BORROWING ACTIVITIES AND ARRANGEMENTS

The following is a summary of our borrowings:

NOTE 16 – DERIVATIVES AND HEDGING

We are exposed to, among other risks, the impact of changes in foreign currency exchange rates as a result of our investments in the U.K. and interest rate risk related to our capital structure. As a matter of policy, we do not use derivatives for trading or speculative purposes. Our risk management program is designed to manage the exposure and volatility arising from these risks, and utilizes foreign currency forward contracts, interest rate swaps and debt issued in foreign currencies to offset a portion of these risks.

Derivatives Designated as Hedging Instruments

As of September 30, 2026, we have nine interest rate swaps with $300.0 million in notional value. The swaps are designated as cash flow hedges of interest payments onone variable interest loan. Additionally, we have 11 foreign currency forward contracts with £258.0 million in notional value issued at a weighted average GBP-USD forward rate of 1.2899 that are designated as net investment hedges.

Derivatives Not Designated as Hedging Instruments

We enter into foreign currency forward contracts to reduce the effects of currency exchange rate fluctuations between the USD, our reporting currency, and GBP. These derivative contracts generally mature within one year and are not designated as hedge instruments for accounting purposes.

In the third quarter of 2025, Omega entered intosix GBP/USD currency forward contracts with notional amounts totaling £108.0 million and a weighted average GBP-USD rate of 1.3600, each of which matures between October 2, 2025 and January 5, 2027. In the second quarter of 2026, the Company entered intotwo GBP/USD currency forward contracts totaling £350.0 million of notional value at a weighted average rate of 1.3257 that mature on October 30, 2026. In addition, in the third quarter of 2026, the Company entered into 10 GBP/USD currency forward contracts totaling £106.0 million of notional value at a weighted average rate of 1.3549 that mature between October 2, 2026 and January 4, 2028. For the three and nine months ended September 30, 2026, we recognized fair value gains of $2.4 million and $3.2 million, respectively, related to these forward contracts that are recorded within other income – net in the Consolidated Statements of Operations. As of September 30, 2026, we have 14 GBP/USD currency forward contracts remaining with notional amounts totaling £483.0 million and a weighted average GBP-USD rate of 1.3341, each of which matures between October 2, 2026 and January 4, 2028.

The location and fair value of Omega’s derivative instruments at the respective balance sheet dates were as follows:

The fair value of the interest rate swaps and foreign currency forwards is derived from observable market data such as yield curves and foreign exchange rates and represents a Level 2 measurement on the fair value hierarchy.

NOTE 17 – FINANCIAL INSTRUMENTS

The net carrying amount of cash and cash equivalents, restricted cash, contractual receivables, other assets and accrued expenses and other liabilities reported in the Consolidated Balance Sheets approximates fair value because of the short maturity of these instruments (Level 1).

As of September 30, 2026 and December 31, 2025, the net carrying amounts and fair values of our other financial instruments were as follows:

Fair value estimates are subjective in nature and are dependent on a number of important assumptions, including estimates of future cash flows, risks, discount rates and relevant comparable market information associated with each financial instrument (see Note 2 – Summary of Significant Accounting Policies in our Annual Report on Form 10-K for the year ended December 31, 2025). The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts.

The following methods and assumptions were used in estimating fair value disclosures for financial instruments:

NOTE 18 – COMMITMENTS AND CONTINGENCIES

Litigation

Gulf Coast Subordinated Debt

In August 2021, we filed suit in the Circuit Court for Baltimore County against the holders of certain Subordinated Debt (the “Gulf Coast Debt Holders”) associated with our Gulf Coast master lease agreement, following an assertion by the Gulf Coast Debt Holders that our prior exercise of offset rights in connection with Gulf Coast’s non-payment of rent had resulted in defaults under the terms of the Subordinated Debt. The suit sought a declaratory judgment to, among other items, declare that the aggregate amount of unpaid rent due from Gulf Coast under the master lease agreement exceeds all amounts which otherwise would be due and owing by an indirect subsidiary of Omega (the “Omega Gulf Coast Obligor”) under the Subordinated Debt, and that all principal and interest due and owing under the Subordinated Debt may be (and was) offset in full as of December 31, 2021. In October 2021, the Gulf Coast Debt Holders filed a motion to dismiss for lack of personal jurisdiction, which was granted in November 2022 and upheld on appeal in January 2026, with the mandate issued on March 2, 2026.

In January 2023, the Gulf Coast Debt Holders served a lawsuit against the Omega Gulf Coast Obligor in the Superior Court of the State of Delaware, asserting claims for (i) breach of the instruments evidencing the Subordinated Debt, (ii) declaratory judgment and (iii) unjust enrichment, all claims that are factually based on the claims that were the subject of the Omega Gulf Coast Obligor’s lawsuit in Maryland. In July 2023, the Delaware court stayed the proceeding pending further developments in the above-referenced Maryland litigation. In July 2025, the Delaware state court requested that Omega file an answer to the lawsuit by August 19, 2025, while allowing the stay to remain in place, subject to further orders of the Delaware court. Omega timely filed its answer and affirmative defenses, denying the claims and relief sought by the Gulf Coast Debt Holders in the Delaware state court.

Upon the denial of the appeal of the Maryland suit, the parties in the Delaware suit agreed to submit the dispute to the Delaware court on cross-dispositive motions. Briefing on the cross-dispositive motions was completed August 12, 2026, and a hearing on the dispute is scheduled for November 16, 2026 in the Delaware court. While Omega believes the Omega Gulf Coast Obligor is entitled to enforcement of the offset rights that are the subject of these actions, Omega cannot predict the ultimate outcome of the litigation.

Genesis Bankruptcy - Claim of Statutory Unsecured Claimants’ Committee

On December 4, 2025, the Genesis Statutory Unsecured Claimants’ Committee (“UCC”) filed its (a) Motion for Leave, Standing, And Authority To Prosecute Certain Claims On Behalf Of The Debtors’ Estates And For Related Relief which attached a proposed complaint against a subsidiary of the Company, and (b) Preliminary Objection To Determine The Secured Status Of Prepetition Term Loan Claims. Both the proposed complaint and Preliminary Objection seek a determination that the Prepetition Term Loan(s) under which our subsidiary is a co-lender is, in part, unsecured. The proposed complaint also alleges a preference action against the agent under the Prepetition Term Loan(s) in respect of payments made to such agent within the ninety (90) days of the Genesis bankruptcy filing (the “Petition Date”), certain of which payments were disbursed to our subsidiary. Finally, the proposed complaint alleges a preference action against other subsidiaries of the Company, in respect of lease payments made to such subsidiaries under a master lease with Genesis within ninety (90) days of the Petition Date. In January 2026, the Bankruptcy Court approved an unopposed stipulation entered into by the UCC and the Debtors, under which the Bankruptcy Court’s consideration of the motion shall be continued to the date of an order confirming a Chapter 11 plan in accordance with Section 1129 of the Bankruptcy Code, whereupon the motion will be granted. On or about October 14, 2026, the Bankruptcy Court confirmed the Debtors’ plan of reorganization (the “Plan”), which incorporated a settlement of, among other things, the claims referenced above, and also provides the Company with a full release by the Debtors’ estate of any estate claims. Given that all objections to the Plan were resolved or withdrawn, the order confirming the Plan is not expected to be appealed.

Other

In addition to the matters above, we are subject to various other legal proceedings, claims and other actions arising out of the normal course of business. While any legal proceeding or claim has an element of uncertainty, management believes that the outcome of each lawsuit, claim or legal proceeding that is pending or threatened, individually or in the aggregate, will not have a material adverse effect on our consolidated financial position or results of operations.

Indemnification Agreements

In connection with certain facility transitions, we have agreed to indemnify certain operators in certain events. As of September 30, 2026, our maximum funding commitment under these indemnification agreements was $15.7 million. Claims under these indemnification agreements generally may be made within 18 months to 72 months of the transition date. These indemnification agreements were provided to certain operators in connection with facility transitions and generally would be applicable if the prior operators do not perform under their transition agreements.

Commitments

We have committed to fund the construction of new leased and mortgaged facilities, capital improvements and other funding obligations. We expect the funding of these commitments to be completed over the next several years. Our remaining commitments at September 30, 2026 are outlined in the table below (in thousands):

NOTE 19 – EARNINGS PER SHARE

The following tables set forth the computation of basic and diluted earnings per share:

NOTE 20 – SUPPLEMENTAL DISCLOSURE TO CONSOLIDATED STATEMENTS OF CASH FLOWS

The following are supplemental disclosures to the Consolidated Statements of Cash Flows for the nine months ended September 30, 2026 and 2025:

NOTE 21 – SEGMENTS

Effective April 1, 2026, our Chief Executive Officer, who serves as our CODM, began separately evaluating the performance of our Triple-Net and Operating investments. This change was driven by the Company’s continued expansion of RIDEA-structured and other operating investments following its initial RIDEA transaction in the fourth quarter of 2025. As a result of this change in how the CODM evaluates performance and allocates resources (including employees and financial or capital resources), the Company changed its segment reporting structure from asingle operating and reportable segment totwo operating and reportable segments: (i) Triple-Net and (ii) Operating. Although the Operating segment does not meet the quantitative thresholds for separate disclosure under ASC 280, we have elected to present it as a reportable segment given its distinct operating characteristics and to enhance transparency for investors.

In connection with this change in segment structure, the CODM also revised the segment profit measure and significant expense measures used to evaluate the business. Under the prior single-segment structure, the CODM primarily evaluated performance based on net income. With the two-segment structure, Net Operating Income (“NOI”) is the primary measure used by the CODM to evaluate segment performance, as it better reflects property-level operating performance across both segments and excludes the impact of corporate-level financing and other non-operating items included in net income. Under the prior single-operating segment structure, interest expense was identified as the most significant segment expense because of its significance within a business model centered on deploying capital into long-term contractual financing arrangements. Upon transitioning totwo segments and adopting NOI as the segment profit measure, property-level expenses represent the significant expense category included in the NOI measure and most regularly reviewed by the CODM to assess segment performance.

As discussed in Note 14 – Stock-Based Compensation, effective October 1, 2026, the Company appointed Matthew P. Gourmand to serve as President and Chief Executive Officer. Consistent with the prior leadership structure, the Chief Executive Officer continues to serve as the Company’s CODM. The appointment of Mr. Gourmand did not result in any changes to the Company’s operating segments, reportable segments, segment profit measure, significant segment expense categories, or the manner in which the CODM evaluates performance and allocates resources.

The Company defines NOI as total revenues less property-level expenses for consolidated and unconsolidated entities. For unconsolidated entities, NOI reflects the Company’s proportionate share of the unconsolidated entities’ NOI rather than GAAP income (loss) from unconsolidated entities, as this provides a consistent basis for evaluating investments regardless of ownership structure. The difference between proportionate NOI and GAAP income (loss) from unconsolidated entities is included as a reconciling item below. NOI is a non-GAAP measure and is reconciled to net income below.

Prior period information for the comparable periods has been recast below to reflect the changes to the Company’s segments, segment profit measure, and significant segment expenses.

The following table summarizes information for the reportable segments for the three months ended September 30, 2026:

The following table summarizes significant expense categories by segment for the three months ended September 30, 2026:

Omega had no facilities operating under the RIDEA structure during the three and nine months ended September 30, 2025, and accordingly no amounts are shown in the Operating columns for those periods in the following tables. The following table summarizes information for the reportable segments for the three months ended September 30, 2025:

The following table summarizes significant expense categories by segment for the three months ended September 30, 2025:

The following table summarizes information for the reportable segments for the nine months ended September 30, 2026:

The following table summarizes significant expense categories by segment for the nine months ended September 30, 2026:

The following table summarizes information for the reportable segments for the nine months ended September 30, 2025:

The following table summarizes significant expense categories by segment for the nine months ended September 30, 2025:

Total assets by reportable business segment are not disclosed as our CODM does not review such information to evaluate business performance and allocate resources.

NOTE 22 – SUBSEQUENT EVENTS

On October 1, 2026, Omega completed the transition of operations of a 32-SNF Florida portfolio to the PACS Group, Inc. (“PACS”). In connection with the operator transition, Omega paid the former operator a $90.0 million lease termination fee. The facilities were added to PACS’ existing lease with Omega for $58.0 million of initial annual contractual rent, which increases to $60.5 million in the second lease year and thereafter is subject to annual escalators of 2.0%. The annual contractual rent for 32 SNFs under the terminated lease was approximately $31.9 million.

On October 1, 2026, Omega completedtwo senior housing acquisitions for aggregate consideration of $49.3 million. The acquisitions consisted ofone community in Texas acquired for $6.5 million andfour communities acquired for $42.8 million, including three communities in Florida andone community in South Carolina. The communities will be operated under Omega’s RIDEA structure by two third-party managers, including one existing manager and one new manager relationship.

In November 2026, the Company funded a £631.7 million mortgage loan to an affiliate of Foundation Partners Asset Management Limited (“Foundation”), an existing operator. The loan is secured by 48 U.K. care homes and leasehold interests inseven additional U.K. care homes (collectively, the “Runwood Portfolio”), bears interest at 8.7%, increasing to 8.9% in year two, and matures in November 2031. Of the £631.7 million funded, £37.0 million is being held by the borrower for payment to the seller related to certain of the leasehold interests and is required to be repaid under the loan to the Company if certain legal conditions are not satisfied. Pursuant to the terms of the transaction, the Company holds a call right and the borrower holds a corresponding put right that, if exercised and subject to regulatory approvals and other conditions, would result in Omega’s acquisition of the underlying real estate and leasehold interests. As the applicable regulatory approvals and other conditions have not yet been satisfied, the call and put rights are not currently exercisable. Upon exercise of either right, the Company would enter into a long-term lease covering the acquired real estate and leasehold interests, with no incremental consideration required.

On November 2, 2026, the Company acquireda continuing care retirement community located in Georgia for a purchase price of $50.5 million. In connection with the acquisition, the facility will be added to an existing operator’s master lease with Omega.