FORM 4
☐ Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
 OMB APPROVAL
OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Egbuonu-Davis Lisa		 2. Issuer Name and Ticker or Trading Symbol

OMEGA HEALTHCARE INVESTORS INC [ OHI ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

303 INTERNATIONAL CIRCLE, SUITE 200		 3. Date of Earliest Transaction (MM/DD/YYYY)

8/8/2025
(Street)

HUNT VALLEY, MD 21030		 4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)        (State)        (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 8/8/2025  S  200 D$40.16 20,954 D 
 
Common Stock 8/8/2025  S  2,300 D$40.1573 18,654 D 
 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Egbuonu-Davis Lisa
303 INTERNATIONAL CIRCLE
SUITE 200
HUNT VALLEY, MD 21030		X
Signatures
/s/ Meghan C. Lyons, Attorney-in-Fact8/11/2025
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Dr. Lisa C. Egbuonu-Davis  

Electronic Signature Attestation for SEC Filings

For purposes of authenticating my electronic signature (including my electronic signature in the name and on behalf of another under a power of attorney) on filings made by Omega Healthcare Investors, Inc. (the “Company”) with the Securities and Exchange Commission through its Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system (each such authentication, an “Authentication Document”), I hereby attest that my electronic signature (including my electronic signature in the name and on behalf of another under a power of attorney) on any Authentication Document constitutes the legal equivalent of my manual signature on behalf of myself or any such other person. I understand that I may revoke this attestation by delivering a revocation to the Company in writing. I understand that this attestation is effective when signed and delivered to the Company.

I further hereby confirm and consent that the following email address(es) is / are unique to me individually and may be used by the Company, its counsel and other representatives and agents for purpose of transmitting and receiving documents for electronic signature authentic to me via DocuSign or other similar electronic signature service:  Legbuonudavis@gmail.com.

 

By:  ______________________________       Name: Dr. Lisa C. Egbuonu-Davis          Title: Member of Omega Healthcare Investors, Inc. Board of Directors


Company Use OnlyDate Received:

To be retained by the Company for so long as signatory uses an electronic signature to sign Authentication Documents, and for a minimum period of seven years following the date of the most recent electronically signed Authentication Document.



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