Omega Healthcare Investors (OHI) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held virtually on June 5, 2026, with voting on director elections, auditor ratification, and executive compensation approval.

• The company reported strong financial performance in 2025, outperforming key REIT indices and maintaining a stable dividend.

• Strategic investments included $1.1B in new assets, a new $2.3B credit facility, and expansion into Canada.

• The board and management emphasized risk oversight, cybersecurity, and succession planning.

Voting matters and shareholder proposals

• Shareholders will vote on electing eight directors, ratifying Ernst & Young LLP as auditor, and approving executive compensation on an advisory basis.

• Proxy access allows eligible shareholders to nominate directors for up to 20% of the board.

• Shareholder proposals for the 2027 meeting must be submitted by December 22, 2026.

Board of directors and corporate governance

• The board consists of eight directors, 88% of whom are independent, with diverse backgrounds and skills in leadership, finance, healthcare, and sustainability.

• Annual election of directors, majority voting standard, and separation of CEO and Chair roles are in place.

• Board committees include Audit, Compensation, Investment, and Nominating & Corporate Governance, all with independent chairs.

• Directors are subject to stock ownership, retirement, and over-boarding policies.