Exhibit 10.1

Execution Version

TRANSITION AGREEMENT AND RELEASE

THIS TRANSITION AGREEMENT AND RELEASE (the “Agreement”) is made effective as of May 19, 2026 (the “Effective Date”), except as otherwise provided herein, among Omega Healthcare Investors, Inc. (“Parent”), Omega Asset Management LLC (the “Company”) and C. Taylor Pickett (“Executive”). The Parent, the Company and the Executive, when collectively referred to, are hereinafter identified as the “Parties”.

INTRODUCTION

Effective October 1, 2026 (the “Transition Effective Date”), Executive will terminate employment from, and cease to hold any positions with, the Company and its “Affiliates,” which shall mean, for purposes of this Agreement, any person, firm, corporation, partnership, association or entity that, directly or indirectly or through one or more intermediaries, controls, is controlled by or is under common control with the Company, as determined by the Company; and the term of the Employment Agreement effective January 1, 2026 as amended, among Parent, the Company and Executive (the “Employment Agreement”) is hereby terminated as of October 1, 2026. In addition, effective as of October 2, 2026, Parent and Executive shall enter into a Consulting Agreement (the “Consulting Agreement”), substantially in the form attached as Exhibit A hereto, pursuant to which Executive shall perform business consulting and business advisory services to Parent and its Affiliates from and after October 2, 2026 through October 1, 2027 (the “Initial Consulting Term”), subject to extension at Parent’s option through April 1, 2028 (the “Extended Consulting Term”, with the Initial Consulting Term and, if extended, the Extended Consulting Term, being referred to as the “Consulting Term”). Pursuant to the Employment Agreement, Executive’s termination of employment on October 1, 2026, constitutes a voluntary termination by Executive. Further, the Company recognizes that due in part to Executive’s long tenure with the Company and its Affiliates, Executive has unique knowledge, experience and skills, and the Company has a unique need to engage Executive for an interim period to assist in a smooth transition of his duties and knowledge to other officers. Accordingly, the Parties desire to enter into this Agreement pursuant to which Executive agrees to continue to be employed until the Transition Effective Date, will be entitled to certain other incentive compensation and agrees to provide transitional consulting services to the Company during the Consulting Term, in each case upon the terms set forth below.

NOW, THEREFORE, the Parties agree as follows:

1.             Terms and Conditions of Engagement.

(a)                Transitional Employment and Consulting Agreement. The Company and Executive agree that Executive shall remain employed by the Company until the Transition Effective Date, and Parent and Executive shall enter into the Consulting Agreement effective October 2, 2026, pursuant to which Executive shall perform such business consulting and business advisory services to Parent and its Affiliates as Parent may require from time to time during the Consulting Term.

2.             Compensation.

The Parties hereby agree that, in consideration for Executive’s promises contained herein, the Executive shall remain employed in his current role and be paid his base salary at his current rate through and until the Transition Effective Date, as well as continue participation in any Company benefit plans through and until the Transition Effective Date. Further, in consideration for Executive’s promises contained herein, and provided that Executive executes this Agreement and returns it to the Company by the Effective Date, executes and returns to the Company the Release Agreement described in Section 2(e) hereof on the first business day after the Transition Effective Date, and does not challenge any portion of this Agreement, including the Release Agreement, or revoke the Release Agreement within the revocation period provided therein, and provided that Executive complies with this Agreement, the Employment Agreement, the Parent’s Code of Business Conduct and Ethics (which the Parties agree, shall for all purposes of this Agreement continue to apply to the Executive in his capacity as a consultant pursuant to the Consulting Agreement to the same extent as if he continued to be an officer of the Parent), the Consulting Agreement and the Intellectual Property Agreement (as defined below), Executive shall be entitled to receive the following amounts (collectively referred to herein as the “Transition Amounts”), in addition to any consulting fees payable pursuant to the Consulting Agreement:

(a)               Benefits. Following the Transition Effective Date, should Executive elect to receive benefits through COBRA, Executive shall be entitled to payment of 100% of the applicable monthly COBRA premium under the Company’s group health plan for the coverage elected by Executive, his spouse and his eligible dependents, continued for the lesser of eighteen (18) month or until such COBRA coverage for Executive (or his spouse or dependents) terminates, which the Company shall pay directly to its group health plan insurer on Executive’s behalf, provided however, that if such payment would violate applicable law or result in liability or penalties under applicable law, the Company shall instead pay Executive a taxable amount equal to the amount of each such monthly premium, with each monthly premium amount being paid in at least monthly installments until all such required taxable amounts have been paid. In addition, the Company shall cooperate with Employee to cause Employee’s supplemental life insurance policy to remain in effect following Employee’s termination of employment and to cause the transfer of any and all benefits under such policy to Employee as of such time, in each case subject to the consent and requirements of the respective insurance carrier and the terms of such insurance policy, and provided that Employee assumes the full responsibility for any premiums owing under such policy following the Transition Effective Date and any tax liability associated the transfer of such policy benefits to Employee.

(b)               2026 Short-Term Incentive. The Company shall pay Executive the short-term incentive that is earned based on performance for 2026, determined without proration for the fact that the Executive’s Separation from Service will occur before the end of 2026 and without regard to the fact that the Executive will not be an employee of the Company on the date that such short-term incentive is paid. This amount will be payable on the same date that the short-term incentives for 2026 performance are payable to the executive officers of the Company.

(c)               Equity Awards. Executive shall be entitled to any rights to and amounts due under any unvested and outstanding equity awards made by Parent or any of its Affiliates to Executive, as specified according to the terms and conditions of such awards or grants or pursuant to any plans or documents otherwise governing such awards or grants, provided that, if Executive executes and returns this Agreement, complies with the Consulting Agreement and does not terminate the Consulting Agreement before the end of the Consulting Term and the Company does not terminate the Consulting Agreement before the end of the Consulting Term due to breach by Executive, such awards shall vest to the same extent as if Executive provided services through the date required for 100% vesting. The Parties agree that the proviso in the prior sentence replaces and supersedes and extinguishes any vesting terms that require proration of units otherwise provided for in the applicable terms and conditions of such awards or grants or pursuant to any plans, documents or policies otherwise governing such awards or grants. For the avoidance of doubt, the amounts of all such outstanding equity awards due to Executive hereunder are limited to the amounts specified below, but otherwise remain subject to all the terms and conditions of such equity awards:

(d)               Expenses. Executive shall be entitled to be reimbursed in accordance with Company policy for reasonable and necessary expenses incurred by Executive in connection with the performance of Executive’s duties of employment hereunder through the Transition Effective Date in accordance with the Employment Agreement.

(e)               Release Contingency. The payments to Executive required by Sections 2(a) through 2(c) are contingent upon Executive executing the Release Agreement attached hereto as Exhibit B (the “Release Agreement”) on, and delivering it to the Company, on the first business day after the Transition Effective Date and not revoking the Release Agreement in accordance with its procedures within the revocation period provided in the Release Agreement. If Executive fails to timely execute and deliver the Release Agreement or if Executive revokes the Release Agreement within the revocation period provided in the Release Agreement, this Agreement shall thereupon automatically terminate, without the requirement of any further action by any party, provided that the provisions of Sections 4 and 5 hereof shall continue to apply to Executive.

(f)                Section 409(a). All payments provided for in this Agreement are intended to be exempt from Section 409A of the Internal Revenue Code (“Code Section 409A”) to the maximum extent possible, and any payments that are subject to Code Section 409A are intended to be compliant therewith, and this Agreement shall be construed consistent with such intent. For purposes of Code Section 409A, each the entitlement to a series of installment payments hereunder will be treated as the right to a series of separate payments to the extent not inconsistent with any other agreement to which Executive is subject. Notwithstanding any other provision hereof if the Executive is a “specified employee” within the meaning of Code Section 409A at the date of his separation from service, then if, and solely to the ex\tent, required to avoid a tax under Code Section 409A, payments which would otherwise have been made during the first six (6) months after separation from service shall be withheld and paid to the Executive during the seventh month following the date of his termination of employment. While the Company intends that no payment under this Agreement shall be subject to tax under Code Section 409A, the Company provides no guarantee of tax consequences to Executive and Executive shall be responsible for Executive’s own taxes. Notwithstanding the foregoing, if the total payments to be paid to Executive hereunder, along with any other payments to Executive, would result in Executive being subject to the excise tax imposed by Code Section 4999, the Company shall reduce the aggregate payments to the largest amount which can be paid to Executive without triggering the excise tax, but only if and to the extent that such reduction would result in Executive retaining larger aggregate after-tax payments. The determination of the excise tax and the aggregate after-tax payments to be received by Executive will be made by the Company after consultation with its advisors and in material compliance with applicable law. If payments are to be reduced, to the extent permissible under Code Section 4999, payments will be reduced in a manner that maximizes the after-tax economic benefit to Executive and to the extent consistent with that objective, in the following order of precedence: (A) first, payments will be reduced in order of those with the highest ratio of value for purposes of the calculation of the parachute payment to projected actual taxable compensation to those with the lowest such ratio, (B) second, cash payments will be reduced before non-cash payments, and (C) third, payments to be made latest in time will be reduced first. Any reduction will be made in a manner that is intended to avoid a tax being incurred under Code Section 409A.

(g)               Incentive Recovery Policy. Pursuant to Section 8 of the Employment Agreement, Executive has agreed to be bound by the Company’s Incentive Compensation Recovery Policy, as amended, and that this provision shall survive termination of the Employment Agreement and this Agreement.

(h)               Death or Disability. If Executive dies or becomes subject to a “Disability” (as defined in the Employment Agreement) after the Effective Date while employed by the Company or while he is a consultant during the Consulting Term and was otherwise in full compliance with all of the provisions of this Agreement through his date of death or Disability, the payments and benefits provided for herein shall accrue and be paid to Executive or the legal representative of Executive’s estate in the case of death, other than any unearned fees pursuant to the terms of the Consulting Agreement, and in addition, the vesting of the profits interest units described in Section 2(c) shall be accelerated to the date of death or Disability, or in the case of the performance-based profits interest units, the last day of the applicable Performance Period(s) if later than the date of death or Disability.

3.             Termination.

(a)                Termination. This Agreement may be terminated only: (i) by mutual agreement of the Parties; (ii) as provided in Section 2, as a result of the failure of Executive to timely execute and deliver the Release Agreement or as a result of Executive revoking the Release Agreement; or (iii) by the Company, as a result of Executive’s material breach of this Agreement, the Employment Agreement, the Parent’s Code of Business Conduct and Ethics, the Consulting Agreement or the Intellectual Property Agreement (only if the Company has first given Executive written notice of the breach and a reasonable opportunity to cure the same) or as a result of the Company terminating Executive’s employment for “Cause” (as defined in the Employment Agreement) pursuant to the provisions of the Employment Agreement. Notice of termination shall be given prior to termination in writing and shall specify the effective date of termination. Except for earned and accrued salary and benefits and expenses under Sections 2 and 2(d), Executive shall not be entitled to any payments or vesting provided for in Section 2 if this Agreement is terminated under clauses (ii) or (iii) above.

(b)               Survival. The covenants of Executive in Sections 4 and 5 hereof and shall survive the termination of this Agreement and shall not be extinguished thereby.

4.             Restrictive Covenants.

(a)               Executive previously agreed pursuant to Sections 4, 5, 6 and 8 of the Employment Agreement to be subject to certain nondisclosure, cooperation, noncompetition, nonsolicitation and nondisparagement obligations, as well as the Company’s Incentive Compensation Recovery Policy, as amended, and the Intellectual Property Agreement between Company and the Executive dated as of August 28, 2024 (the “Intellectual Property Agreement”), each of which survived his termination of employment. Executive confirms that he agrees to comply with his obligations pursuant to Sections 4, 5, 6 and 8 of the Employment Agreement and that Executive’s compliance with the same shall be a condition of his receiving the amounts and benefits provided for under Sections 2(a) through 2(c) hereof.

(b)               The Employment Agreement is hereby amended effective as of the Transition Effective Date to add the following to the end of Section 11(d): “Notwithstanding the foregoing, neither Saber Healthcare Group, LLC, nor any of its subsidiaries as to which Saber Healthcare Group, LLC owns equity securities representing more than 50% of the ordinary voting power, shall be deemed to be a Competing Business.”

5.             Remedies and Enforceability.

Executive agrees that the covenants, agreements, and representations contained in Section 4 hereof are of the essence of this Agreement; that each of such covenants are reasonable and necessary to protect and preserve the interests and properties of the Company and its Affiliates; that irreparable loss and damage will be suffered by the Company and its Affiliates should Executive breach any of such covenants and agreements; that each of such covenants and agreements is separate, distinct and severable not only from the other of such covenants and agreements but also from the other and remaining provisions of this Agreement; that the unenforceability of any such covenant or agreement shall not affect the validity or enforceability of any other such covenant or agreements or any other provision or provisions of this Agreement; and that if Executive materially breaches a covenant in Section 4 hereof or materially breaches this Agreement, the Employment Agreement, the Intellectual Property Agreement or the Consulting Agreement, (a) Executive shall forfeit all compensation under Sections 2(a) through 2(c), including compensation that has already been paid and compensation that has already vested, and Executive shall immediately upon the Company’s demand repay all such compensation as has already been paid, and (b) the Company and Parent shall be entitled to seek both temporary and permanent injunctions to prevent a breach or contemplated breach by Executive of any of such covenants or agreements, in addition to other remedies available to them.

6.             Notice.

All notices, requests, demands and other communications required hereunder shall be in writing and shall be deemed to have been duly given if delivered or if mailed, by United States certified or registered mail, prepaid to the party to which the same is directed at the following addresses (or at such other addresses as shall be given in writing by the Parties to one another):

Notices delivered in person shall be effective on the date of delivery. Notices delivered by mail as aforesaid shall be effective upon the fourth calendar day subsequent to the postmark date thereof.

7.             Miscellaneous.

(a)               Assignment. The rights and obligations of the Company and Parent under this Agreement shall ensure the benefit of the Company’s and Parent’s successors and assigns. This Agreement may be assigned by the Company or Parent to any legal successor to the Company’s or Parent’s business or to an entity that purchases all or substantially all of the assets of the Company or Parent, but not otherwise without the prior written consent of Executive. Executive may not assign this Agreement.

(b)               Tax Withholding. All payments hereunder shall be reduced by applicable tax withholding and all other lawful deductions.

(c)               Waiver. The waiver of any breach of this Agreement by any party shall not be effective unless in writing, and no such waiver shall constitute the waiver of the same or another breach on a subsequent occasion.

(d)               Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Maryland. The Parties agree that any appropriate state or federal court located in Baltimore, Maryland shall have jurisdiction of any case or controversy arising under or in connection with this Agreement and shall be a proper forum in which to adjudicate such case or controversy. The Parties consent to the jurisdiction of such courts.

(e)                Entire Agreement. This Agreement embodies the entire agreement of the Parties hereto relating to the subject matter hereof and supersedes all oral agreements, and to the extent inconsistent with the terms hereof, all other written agreements. The Parties agree that the term of the Employment Agreement is terminated effective on the Transition Effective Date and that the Employment Agreement is hereby terminated on the Transition Effective Date, except as to the terms which survive termination, including without limitation Sections 4 and 5 of the Employment Agreement. As of the Transition Effective Date, Executive resigns from all positions that he holds with Parent (including without limitation as a member of Parent’s Board of Directors), the Company and the Affiliates.

(f)                Amendment. This Agreement may not be modified, amended, supplemented or terminated except by a written instrument executed by the Parties hereto.

(g)               Severability. Each of the covenants and agreements hereinabove contained shall be deemed separate, severable and independent covenants, and in the event that any covenant shall be declared invalid by any court of competent jurisdiction, such invalidity shall not in any manner affect or impair the validity or enforceability of any other part or provision of such covenant or of any other covenant contained herein.

(h)               Captions and Section Headings. Captions and section headings used herein are for convenience only and are not a part of this Agreement and shall not be used in construing it.

IN WITNESS WHEREOF, Parent, the Company and Executive have each executed and delivered this Agreement as of the date first shown above.

EXHIBIT A

CONSULTING AGREEMENT

CONSULTING AGREEMENT

This Consulting Agreement (this “Agreement”) is entered as of May 19, 2026 to be effective as of October 2, 2026, by and between Omega Healthcare Investors, Inc. (hereinafter “Omega” or the “Company”) and C. Taylor Pickett (hereinafter “Consultant”).

RECITALS

WHEREAS, until October 1, 2026, Consultant was an officer and director of Omega, as well as an officer and director of subsidiaries of Omega (collectively, the “Omega Companies”);

WHEREAS, Consultant has expertise in the area of Omega’s business and is willing to provide consulting services to Omega as set forth herein; and

WHEREAS, Omega is willing and desires to engage Consultant as an independent contractor, during the Term (as defined below), on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows:

AGREEMENT

IN WITNESS WHEREOF, Omega and Consultant have executed this Agreement effective as of the date first written above.

SCHEDULE A

SCOPE OF SERVICES

Consultant shall render such transitional support services and perform such individual projects as may be requested by the Chief Executive Officer or the Board of Directors of Omega from time to time during the Term (the “Services”).

EXHIBIT B

RELEASE AGREEMENT

RELEASE AGREEMENT

This Agreement (this “Agreement”) is made October 2, 2026, among Omega Healthcare Investors, Inc. (“Parent”), OHI Asset Management LLC (“Employer”), and C. Taylor Pickett (“Employee”).

Introduction

On October 1, 2026, Employee ceased to be employed as an employee of the Company and an executive officer of Parent and the Company as provided in that certain Transition and Release Agreement dated May 19, 2026 (the “Transition and Release Agreement”). Effective October 2, 2026, Employer, Parent and Employee entered into a Consulting Agreement (the “Consulting Agreement”).

The Transition and Release Agreement requires that as a condition to Employee’s right to receive payments and vesting under Sections 2(a) through 2(c) thereunder (the “Transition Amounts”) and as a condition to the effectiveness of the Consulting Agreement, Employee must execute this Agreement.

NOW, THEREFORE, the parties agree as follows:

The release given by Employee in this Agreement is given solely in exchange for the consideration set forth in Section 2 of this Agreement and such consideration is in addition to anything of value that Employee was entitled to receive prior to entering into this Agreement.

Employee has been advised to consult an attorney prior to entering into this Agreement, and this provision of the Agreement satisfies the requirement of the Older Workers Benefit Protection Act that Employee be so advised in writing.

By entering into this Agreement, Employee does not waive any rights or claims that may arise after the date this Agreement is executed.

Employee’s signature below indicates Employee’s understanding and agreement with all of the terms in this Agreement.

Employee should take this Agreement home and carefully consider all of its provisions before signing it. Employee has been provided at least twenty-one (21) days to decide whether Employee wants to accept and sign this Agreement. Also, if Employee signs this Agreement, Employee will then have an additional seven (7) days in which to revoke Employee’s acceptance of this Agreement after Employee has signed it. This Agreement will not be effective or enforceable, nor will any consideration be paid, until after the seven (7) day revocation period has expired. Again, Employee is free and encouraged to discuss the contents and advisability of signing this Agreement with an attorney of Employee’s choosing.

Employee should read carefully. This agreement includes a release of all known and unknown claims through the effective date. Employee is strongly advised to consult with an attorney before executing this document.

IN WITNESS WHEREOF, Parent, Employer and Employee have executed this Agreement effective as of the date first written above.

Exhibit 10.2

Execution Version

CONSULTING AGREEMENT

This Consulting Agreement (this “Agreement”) is entered as of May 19, 2026 to be effective as of October 2, 2026, by and between Omega Healthcare Investors, Inc. (hereinafter “Omega” or the “Company”) and C. Taylor Pickett (hereinafter “Consultant”).

RECITALS

WHEREAS, until October 1, 2026, Consultant was an officer and director of Omega, as well as an officer and director of subsidiaries of Omega (collectively, the “Omega Companies”);

WHEREAS, Consultant has expertise in the area of Omega’s business and is willing to provide consulting services to Omega as set forth herein; and

WHEREAS, Omega is willing and desires to engage Consultant as an independent contractor, during the Term (as defined below), on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows:

AGREEMENT

 IN WITNESS WHEREOF, Omega and Consultant have executed this Agreement effective as of the date first written above.

SCHEDULE A

SCOPE OF SERVICES

Consultant shall render such transitional support services and perform such individual projects as may be requested by the Chief Executive Officer or the Board of Directors of Omega from time to time during the Term (the “Services”).

Exhibit 10.3

Execution Version

TRANSITION AGREEMENT AND RELEASE

THIS TRANSITION AGREEMENT AND RELEASE (the “Agreement”) is made effective as of May 19, 2026 (the “Effective Date”), except as otherwise provided herein, among Omega Healthcare Investors, Inc. (“Parent”), Omega Asset Management LLC (the “Company”) and Robert O. Stephenson (“Executive”). The Parent, the Company and the Executive, when collectively referred to, are hereinafter identified as the “Parties”.

INTRODUCTION

Effective August 1, 2026 (the “Transition Effective Date”), Executive will terminate employment from, and cease to hold any positions with, the Company and its “Affiliates,” which shall mean, for purposes of this Agreement, any person, firm, corporation, partnership, association or entity that, directly or indirectly or through one or more intermediaries, controls, is controlled by or is under common control with the Company, as determined by the Company; and the term of the Employment Agreement effective January 1, 2026 as amended, among Parent, the Company and Executive (the “Employment Agreement”) is hereby terminated as of August 1, 2026. In addition, effective as of August 2, 2026, Parent and Executive shall enter into a Consulting Agreement (the “Consulting Agreement”), substantially in the form attached as Exhibit A hereto, pursuant to which Executive shall perform business consulting and business advisory services to Parent and its Affiliates from and after August 2, 2026 through August 1, 2027 (the “Initial Consulting Term”), subject to extension at Parent’s option through February 1, 2028 (the “Extended Consulting Term”, with the Initial Consulting Term and, if extended, the Extended Consulting Term, being referred to as the “Consulting Term”). As a result of the level of services expected under the Consulting Agreement, Executive is expected to incur a “Separation from Service” within the meaning of Section 409A of the Internal Revenue Code on August 1, 2026. Pursuant to the Employment Agreement, Executive’s termination of employment on August 1, 2026, constitutes a termination of employment by the Company without “Cause,” as defined in the Employment Agreement, and as a result, Executive will be entitled to certain payments. Further, the Company recognizes that due in part to Executive’s long tenure with the Company and its Affiliates, Executive has unique knowledge, experience and skills, and the Company has a unique need to engage Executive for an interim period to assist in a smooth transition of his duties and knowledge to other officers. Accordingly, the Parties desire to enter into this Agreement pursuant to which Executive agrees to continue to be employed until the Transition Effective Date, will be entitled to certain other incentive compensation and agrees to provide transitional consulting services to the Company during the Consulting Term, in each case upon the terms set forth below.

NOW, THEREFORE, the Parties agree as follows:

1.             Terms and Conditions of Engagement.

(a)            Transitional Employment and Consulting Agreement. The Company and Executive agree that Executive shall remain employed by the Company until the Transition Effective Date, and Parent and Executive shall enter into the Consulting Agreement effective August 2, 2026, pursuant to which Executive shall perform such business consulting and business advisory services to Parent and its Affiliates as Parent may require from time to time during the Consulting Term.

2.             Compensation.

The Parties hereby agree that, in consideration for Executive’s promises contained herein, the Executive shall remain employed in his current role and be paid his base salary at his current rate through and until the Transition Effective Date, as well as continue participation in any Company benefit plans through and until the Transition Effective Date. Further, in consideration for Executive’s promises contained herein, and provided that Executive executes this Agreement and returns it to the Company by the Effective Date, executes and returns to the Company the Release Agreement described in Section 2(e) hereof on the first business day after the Transition Effective Date, and does not challenge any portion of this Agreement, including the Release Agreement, or revoke the Release Agreement within the revocation period provided therein, and provided that Executive complies with this Agreement, the Employment Agreement the Parent’s Code of Business Conduct and Ethics (which the Parties agree, shall for all purposes of this Agreement continue to apply to the Executive in his capacity as a consultant pursuant to the Consulting Agreement to the same extent as if he continued to be an officer of the Parent), the Consulting Agreement and the Intellectual Property Agreement (as defined below), Executive shall be entitled to receive the following amounts (collectively referred to herein as the “Transition Amounts”), in addition to any consulting fees payable pursuant to the Consulting Agreement:

(a)            Benefits. Following the Transition Effective Date, should Executive elect to receive benefits through COBRA, Executive shall be entitled to, in accordance with Section 3(c)(i)(B) of the Employment Agreement, payment of 100% of the applicable monthly COBRA premium under the Company’s group health plan for the coverage elected by Executive, his spouse and his eligible dependents, continued for the lesser of eighteen (18) month or until such COBRA coverage for Executive (or his spouse or dependents) terminates, which the Company shall pay directly to its group health plan insurer on Executive’s behalf, provided however, that if such payment would violate applicable law or result in liability or penalties under applicable law, the Company shall instead pay Executive a taxable amount equal to the amount of each such monthly premium, with one-half of each monthly premium being added to each of the two monthly installment payments in clause (b) below until all such required taxable amounts have been paid. In addition, the Company shall cooperate with Employee to cause Employee’s supplemental life insurance policy to remain in effect following Employee’s termination of employment and to cause the transfer of any and all benefits under such policy to Employee as of such time, in each case subject to the consent and requirements of the respective insurance carrier and the terms of such insurance policy, and provided that Employee assumes the full responsibility for any premiums owing under such policy following the Transition Effective Date and any tax liability associated the transfer of such policy benefits to Employee.

(b)            Transition Payment and 2026 Short-Term Incentive.

(i)            The Company shall pay to Executive the gross sum of $2,481,333, equal to two times the sum of (A) Executive’s annual base salary plus (B) an amount equal to Executive’s “Average Annual Bonus” as defined in the Employment Agreement (the “Transition Payment”), in accordance with Section 3(c)(i)(A) of the Employment Agreement. Executive acknowledges and agrees that payment of the Transition Payment shall be made in substantially equal installments not less frequently than twice per month over the twenty-four (24) month period commencing as of the day following his Separation from Service, provided that, the first payment shall be made sixty (60) days following the date of Separation from Service (or the first business day following such 60 day period) and shall include all payments accrued following the date of Separation from Service to the date of the first payment.

(ii)            2026 Short-Term Incentive. The Company shall pay Executive the short-term incentive that is earned based on performance for 2026, determined without proration for the fact that the Executive’s Separation from Service will occur before the end of 2026 and without regard to the fact that the Executive will not be an employee of the Company on the date that such short-term incentive is paid. This amount will be payable on the same date that the short-term incentives for 2026 performance are payable to the executive officers of the Company.

(c)            Equity Awards. In accordance with Section 3(b) of the Employment Agreement, Executive shall be entitled to any rights to and amounts due under any unvested and outstanding equity awards made by Parent or any of its Affiliates to Executive, as specified according to the terms and conditions of such awards or grants or pursuant to any plans or documents otherwise governing such awards or grants, provided that, if Executive executes and returns this Agreement, complies with the Consulting Agreement and does not terminate the Consulting Agreement before the end of the Consulting Term and the Company does not terminate the Consulting Agreement before the end of the Consulting Term due to breach by Executive, such awards shall vest to the same extent as if Executive provided services through the date required for 100% vesting. The Parties agree that the proviso in the prior sentence replaces and supersedes and extinguishes any vesting terms that require proration of units otherwise provided for in the applicable terms and conditions of such awards or grants or pursuant to any plans, documents or policies otherwise governing such awards or grants. For the avoidance of doubt, the amounts of all such outstanding equity awards due to Executive hereunder are limited to the amounts specified below, but otherwise remain subject to all the terms and conditions of such equity awards:

(d)            Expenses. Executive shall be entitled to be reimbursed in accordance with Company policy for reasonable and necessary expenses incurred by Executive in connection with the performance of Executive’s duties of employment hereunder through the Transition Effective Date in accordance with the Employment Agreement.

(e)            Release Contingency. The payments to Executive required by Sections 2(a) through 2(c) are contingent upon Executive executing the Release Agreement attached hereto as Exhibit B (the “Release Agreement”) on, and delivering it to the Company, on the first business day after the Transition Effective Date, and not revoking the Release Agreement in accordance with its procedures within the revocation period provided in the Release Agreement. If Executive fails to timely execute and deliver the Release Agreement or if Executive revokes the Release Agreement within the revocation period provided in the Release Agreement, this Agreement shall thereupon automatically terminate, without the requirement of any further action by any party, provided that the provisions of Sections 4 and 5 hereof shall continue to apply to Executive.

(f)             Section 409(a). All payments provided for in this Agreement are intended to be exempt from Section 409A of the Internal Revenue Code (“Code Section 409A”) to the maximum extent possible, and any payments that are subject to Code Section 409A are intended to be compliant therewith, and this Agreement shall be construed consistent with such intent. For purposes of Code Section 409A, each the entitlement to a series of installment payments hereunder will be treated as the right to a series of separate payments to the extent not inconsistent with any other agreement to which Executive is subject. Notwithstanding any other provision hereof if the Executive is a “specified employee” within the meaning of Code Section 409A at the date of his separation from service, then if, and solely to the extent, required to avoid a tax under Code Section 409A, payments which would otherwise have been made during the first six (6) months after separation from service shall be withheld and paid to the Executive during the seventh month following the date of his termination of employment. While the Company intends that no payment under this Agreement shall be subject to tax under Code Section 409A, the Company provides no guarantee of tax consequences to Executive and Executive shall be responsible for Executive’s own taxes. Notwithstanding the foregoing, if the total payments to be paid to Executive hereunder, along with any other payments to Executive, would result in Executive being subject to the excise tax imposed by Code Section 4999, the Company shall reduce the aggregate payments to the largest amount which can be paid to Executive without triggering the excise tax, but only if and to the extent that such reduction would result in Executive retaining larger aggregate after-tax payments. The determination of the excise tax and the aggregate after-tax payments to be received by Executive will be made by the Company after consultation with its advisors and in material compliance with applicable law. For this purpose, the Parties agree that the payments provided for in Section 3(c)(i) of the Employment Agreement are intended to be reasonable compensation for refraining from performing services after termination of employment (i.e., Executive’s obligations pursuant to Sections 4, 5 and 6 of the Employment Agreement) to the maximum extent possible, and if necessary or desirable, the Company will retain a valuator or consultant to determine the amount constituting reasonable compensation. If payments are to be reduced, to the extent permissible under Code Section 4999, payments will be reduced in a manner that maximizes the after-tax economic benefit to Executive and to the extent consistent with that objective, in the following order of precedence: (A) first, payments will be reduced in order of those with the highest ratio of value for purposes of the calculation of the parachute payment to projected actual taxable compensation to those with the lowest such ratio, (B) second, cash payments will be reduced before non-cash payments, and (C) third, payments to be made latest in time will be reduced first. Any reduction will be made in a manner that is intended to avoid a tax being incurred under Code Section 409A.

(g)            Incentive Recovery Policy. Pursuant to Section 8 of the Employment Agreement, Executive has agreed to be bound by the Company’s Incentive Compensation Recovery Policy, as amended, and that this provision shall survive termination of the Employment Agreement and this Agreement.

(h)            Death or Disability. If Executive dies or becomes subject to a “Disability” (as defined in the Employment Agreement) after the Effective Date while employed by the Company or while he is a consultant during the Consulting Term and was otherwise in full compliance with all of the provisions of this Agreement through his date of death or Disability, the payments and benefits provided for herein shall accrue and be paid to Executive, or the legal representative of Executive’s estate in the case of death, other than any unearned fees pursuant to the terms of the Consulting Agreement, and in addition, the unpaid installments of the Transition Payment described in Section 2(b)(i) shall be paid within sixty (60) days following the date of death or the Disability (provided the Disability is of a type that meets the requirements of Section 409A of the Internal Revenue Code), and the vesting of the profits interest units described in Section 2(c) shall be accelerated to the date of death or Disability, or in the case of the performance-based profits interest units, the last day of the applicable Performance Period(s) if later than the date of death or Disability.

3.             Termination.

(a)            Termination. This Agreement may be terminated only: (i) by mutual agreement of the Parties; (ii) as provided in Section 2, as a result of the failure of Executive to timely execute and deliver the Release Agreement or as a result of Executive revoking the Release Agreement; or (iii) by the Company, as a result of Executive’s material breach of this Agreement, the Employment Agreement, the Parent’s Code of Business Conduct and Ethics, the Consulting Agreement or the Intellectual Property Agreement (only if the Company has first given Executive written notice of the breach and a reasonable opportunity to cure the same) or as a result of the Company terminating Executive’s employment for “Cause” (as defined in the Employment Agreement) pursuant to the provisions of the Employment Agreement. Notice of termination shall be given prior to termination in writing and shall specify the effective date of termination. Except for earned and accrued salary and benefits and expenses under Sections 2 and 2(d), Executive shall not be entitled to any payments or vesting provided for in Section 2 if this Agreement is terminated under clauses (ii) or (iii) above.

(b)            Survival. The covenants of Executive in Sections 4 and 5 hereof and shall survive the termination of this Agreement and shall not be extinguished thereby.

4.             Restrictive Covenants.

Executive previously agreed pursuant to Sections 4, 5, 6 and 8 of the Employment Agreement to be subject to certain nondisclosure, cooperation, noncompetition, nonsolicitation and nondisparagement obligations, as well as the Company’s Incentive Compensation Recovery Policy, as amended, and the Intellectual Property Agreement between Company and the Executive dated as of August 28, 2024 (the “Intellectual Property Agreement”), each of which survived his termination of employment. Executive confirms that he agrees to comply with his obligations pursuant to Sections 4, 5, 6 and 8 of the Employment Agreement and that Executive’s compliance with the same shall be a condition of his receiving the amounts and benefits provided for under Sections 2(a) through 2(c) hereof.

5.             Remedies and Enforceability.

Executive agrees that the covenants, agreements, and representations contained in Section 4 hereof are of the essence of this Agreement; that each of such covenants are reasonable and necessary to protect and preserve the interests and properties of the Company and its Affiliates; that irreparable loss and damage will be suffered by the Company and its Affiliates should Executive breach any of such covenants and agreements; that each of such covenants and agreements is separate, distinct and severable not only from the other of such covenants and agreements but also from the other and remaining provisions of this Agreement; that the unenforceability of any such covenant or agreement shall not affect the validity or enforceability of any other such covenant or agreements or any other provision or provisions of this Agreement; and that if Executive materially breaches a covenant in Section 4 hereof or materially breaches this Agreement, the Employment Agreement, the Intellectual Property Agreement or the Consulting Agreement, (a) Executive shall forfeit all compensation under Sections 2(a) through 2(c), including compensation that has already been paid and compensation that has already vested, and Executive shall immediately upon the Company’s demand repay all such compensation as has already been paid, and (b) the Company and Parent shall be entitled to seek both temporary and permanent injunctions to prevent a breach or contemplated breach by Executive of any of such covenants or agreements, in addition to other remedies available to them.

6.             Notice.

All notices, requests, demands and other communications required hereunder shall be in writing and shall be deemed to have been duly given if delivered or if mailed, by United States certified or registered mail, prepaid to the party to which the same is directed at the following addresses (or at such other addresses as shall be given in writing by the Parties to one another):

Notices delivered in person shall be effective on the date of delivery. Notices delivered by mail as aforesaid shall be effective upon the fourth calendar day subsequent to the postmark date thereof.

7.             Miscellaneous.

(a)            Assignment. The rights and obligations of the Company and Parent under this Agreement shall inure to the benefit of the Company’s and Parent’s successors and assigns. This Agreement may be assigned by the Company or Parent to any legal successor to the Company’s or Parent’s business or to an entity that purchases all or substantially all of the assets of the Company or Parent, but not otherwise without the prior written consent of Executive. Executive may not assign this Agreement.

(b)            Tax Withholding. All payments hereunder shall be reduced by applicable tax withholding and all other lawful deductions.

(c)            Waiver. The waiver of any breach of this Agreement by any party shall not be effective unless in writing, and no such waiver shall constitute the waiver of the same or another breach on a subsequent occasion.

(d)            Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Maryland. The Parties agree that any appropriate state or federal court located in Baltimore, Maryland shall have jurisdiction of any case or controversy arising under or in connection with this Agreement and shall be a proper forum in which to adjudicate such case or controversy. The Parties consent to the jurisdiction of such courts.

(e)            Entire Agreement. This Agreement embodies the entire agreement of the Parties hereto relating to the subject matter hereof and supersedes all oral agreements, and to the extent inconsistent with the terms hereof, all other written agreements. The Parties agree that the term of the Employment Agreement is terminated effective on the Transition Effective Date and that the Employment Agreement is hereby terminated on the Transition Effective Date, except as to the terms which survive termination, including without limitation Sections 4 and 5 of the Employment Agreement. As of the Transition Effective Date, Executive resigns from all positions that he holds with Parent, the Company and the Affiliates.

(f)            Amendment. This Agreement may not be modified, amended, supplemented or terminated except by a written instrument executed by the Parties hereto.

(g)            Severability. Each of the covenants and agreements hereinabove contained shall be deemed separate, severable and independent covenants, and in the event that any covenant shall be declared invalid by any court of competent jurisdiction, such invalidity shall not in any manner affect or impair the validity or enforceability of any other part or provision of such covenant or of any other covenant contained herein.

(h)            Captions and Section Headings. Captions and section headings used herein are for convenience only and are not a part of this Agreement and shall not be used in construing it.

IN WITNESS WHEREOF, Parent, the Company and Executive have each executed and delivered this Agreement as of the date first shown above.

EXHIBIT A

CONSULTING AGREEMENT

CONSULTING AGREEMENT

This Consulting Agreement (this “Agreement”) is entered as of May 19, 2026 to be effective as of August 2, 2026, by and between Omega Healthcare Investors, Inc. (hereinafter “Omega” or the “Company”) and Robert O. Stephenson (hereinafter “Consultant”).

RECITALS

WHEREAS, until August 1, 2026, Consultant was an officer of Omega, as well as an officer and director of subsidiaries of Omega (collectively, the “Omega Companies”);

WHEREAS, Consultant has expertise in the area of Omega’s business and is willing to provide consulting services to Omega as set forth herein; and

WHEREAS, Omega is willing and desires to engage Consultant as an independent contractor, during the Term (as defined below), on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows:

AGREEMENT

 IN WITNESS WHEREOF, Omega and Consultant have executed this Agreement effective as of the date first written above.

SCHEDULE A

SCOPE OF SERVICES

Consultant shall render such transitional support services and perform such individual projects as may be requested by the Chief Executive Officer of Omega from time to time during the Term (the “Services”). All services rendered and performance thereof shall be at the direction of the Chief Executive Officer of Omega.

EXHIBIT B

RELEASE AGREEMENT

RELEASE AGREEMENT

This Agreement (this “Agreement”) is made August 2, 2026, among Omega Healthcare Investors, Inc. (“Parent”), OHI Asset Management LLC (“Employer”), and Robert O. Stephenson (“Employee”).

Introduction

On August 1, 2026, Employee ceased to be employed as an employee of the Company and an executive officer of Parent and the Company as provided in that certain Transition and Release Agreement dated May 19, 2026 (the “Transition and Release Agreement”). Effective August 2, 2026, Employer, Parent and Employee entered into a Consulting Agreement (the “Consulting Agreement”).

The Transition and Release Agreement requires that as a condition to Employee’s right to receive payments and vesting under Sections 2(a) through 2(c) thereunder (the “Transition Amounts”) and as a condition to the effectiveness of the Consulting Agreement, Employee must execute this Agreement.

NOW, THEREFORE, the parties agree as follows:

The release given by Employee in this Agreement is given solely in exchange for the consideration set forth in Section 2 of this Agreement and such consideration is in addition to anything of value that Employee was entitled to receive prior to entering into this Agreement.

Employee has been advised to consult an attorney prior to entering into this Agreement, and this provision of the Agreement satisfies the requirement of the Older Workers Benefit Protection Act that Employee be so advised in writing.

By entering into this Agreement, Employee does not waive any rights or claims that may arise after the date this Agreement is executed.

Employee’s signature below indicates Employee’s understanding and agreement with all of the terms in this Agreement.

Employee should take this Agreement home and carefully consider all of its provisions before signing it. Employee has been provided at least twenty-one (21) days to decide whether Employee wants to accept and sign this Agreement. Also, if Employee signs this Agreement, Employee will then have an additional seven (7) days in which to revoke Employee’s acceptance of this Agreement after Employee has signed it. This Agreement will not be effective or enforceable, nor will any consideration be paid, until after the seven (7) day revocation period has expired. Again, Employee is free and encouraged to discuss the contents and advisability of signing this Agreement with an attorney of Employee’s choosing.

Employee should read carefully. This agreement includes a release of all known and unknown claims through the effective date. Employee is strongly advised to consult with an attorney before executing this document.

IN WITNESS WHEREOF, Parent, Employer and Employee have executed this Agreement effective as of the date first written above.

Exhibit 10.4

Execution Version

CONSULTING AGREEMENT

This Consulting Agreement (this “Agreement”) is entered as of May 19, 2026 to be effective as of August 2, 2026, by and between Omega Healthcare Investors, Inc. (hereinafter “Omega” or the “Company”) and Robert O. Stephenson (hereinafter “Consultant”).

RECITALS

WHEREAS, until August 1, 2026, Consultant was an officer of Omega, as well as an officer and director of subsidiaries of Omega (collectively, the “Omega Companies”);

WHEREAS, Consultant has expertise in the area of Omega’s business and is willing to provide consulting services to Omega as set forth herein; and

WHEREAS, Omega is willing and desires to engage Consultant as an independent contractor, during the Term (as defined below), on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows:

AGREEMENT

IN WITNESS WHEREOF, Omega and Consultant have executed this Agreement effective as of the date first written above.

SCHEDULE A

SCOPE OF SERVICES

Consultant shall render such transitional support services and perform such individual projects as may be requested by the Chief Executive Officer of Omega from time to time during the Term (the “Services”). All services rendered and performance thereof shall be at the direction of the Chief Executive Officer of Omega.

Exhibit 99.1

303 International Circle     P: 410.427.1700 Suite 200 Hunt Valley, MD 21030

PRESS RELEASE – FOR IMMEDIATE RELEASE

OMEGA ANNOUNCES ITS PLANNED LEADERSHIP TRANSITION

Taylor Pickett, CEO, to retire October 1st; stepping down from Board of Directors

Matthew Gourmand, President, promoted to CEO; to join Board

Bob Stephenson, CFO, to retire August 1st

Neal Ballew, CAO, promoted to CFO

HUNT VALLEY, MARYLAND – May 21, 2026 – Omega Healthcare Investors, Inc. (NYSE: OHI) (the “Company” or “Omega”) today announced that Matthew Gourmand, President of Omega, will become the Company’s Chief Executive Officer in conjunction with the planned retirement of Taylor Pickett effective October 1, 2026. Mr. Pickett will step down from the Board of Directors upon his retirement, and the Board of Directors intends to appoint Mr. Gourmand to the Board, effective on that date.

Omega also announced the planned retirement of Bob Stephenson as the Company’s Chief Financial Officer effective August 1, 2026, with Neal Ballew, currently Omega’s Chief Accounting Officer of six years, succeeding Mr. Stephenson in that role.

Craig Callen, Chair of the Board of Directors, stated, “I am excited to announce the next generation leadership of Omega, with Matthew and Neal stepping up into the CEO and CFO roles as the culmination of a carefully managed, multi-year succession plan. The Board has been developing this plan over an extended period and believes it will lead to Omega’s continued success.”

Mr. Callen continued regarding Mr. Gourmand, “We have had the opportunity to see Matthew evolve in various roles and, with his deep investing experience and a leadership style rooted in collaboration and innovation, he is well-prepared to lead the Company in its next phase of growth.”

Mr. Pickett stated, “Having worked with Matthew for the past eight years, I believe he is the right person to take the Company forward. With a highly experienced and driven team to support him, I am confident that Omega is well-positioned to continue to increase shareholder value.”

Mr. Pickett’s retirement marks the end of a remarkable 25 years as Omega’s CEO, during which Omega has achieved a total shareholder return of over 10,000%, the highest return of all publicly traded REITs over that period. Its portfolio of predominantly senior care assets grew from 258 to 1,124 as of the past quarter, and its market capitalization increased from approximately $60 million to over $15 billion today.

Mr. Callen commented, “Throughout Taylor’s 25 years as CEO of Omega, his strategic vision and strong leadership have created an industry-leading company well-positioned to capture current and future demographic trends. Taylor created a strong culture based on achievement, prudent capital allocation and development of future executives. That team now stands ready to build upon this success.”

Mr. Stephenson also has had a remarkable career at Omega, overseeing significant growth in the capital base and the establishment of investment grade credit ratings, reflecting strong balance sheet management.

Mr. Pickett stated, “During Bob’s 25-year tenure as CFO, his financial management has been exceptional. He inherited a deeply challenged balance sheet, which he has methodically and judiciously strengthened over the years. He leaves Omega as an investment-grade credit, with a well-laddered maturity schedule, and leverage near all-time lows, with Neal very well-trained and ready to step up. I would like to thank Bob for being such a great partner to me in the leadership of Omega.”

Mr. Callen continued, “We thank both Taylor and Bob for their unwavering service to shareholders and wish each of them a long and well-deserved retirement.”

Mr. Pickett said, “It has been an honor and a privilege to lead Omega since 2001. I am proud of our team’s many accomplishments, and I am grateful to my colleagues, our Board of Directors, our operating partners, and all those who have contributed to Omega’s success during my tenure.”

Mr. Stephenson commented, “It has been the highlight of my professional life to be part of the Omega leadership team and oversee the financial evolution and growth of the Company from its early day struggles to its present position as a large scale, financially sound industry leader.”

Mr. Stephenson continued, “I have worked very closely with Neal since he joined Omega. He is highly skilled, bright, and talented, and will provide great continuity. As we start a multi-decade tailwind from the aging of the baby boomers, and with Matthew and Neal ready to step into their new roles, I feel as confident about the future of Omega as I feel proud of the past.”

Reflecting on his impending new role, Mr. Gourmand noted, “I am excited to serve as Omega’s next CEO and lead this exceptional team in its next chapter. I am grateful for the trust that the Board has placed in me, and I will work tirelessly to repay that trust. I want to thank Taylor and Bob for growing and shaping Omega into what it is today, as well as all their mentorship and counsel to prepare me for this next step. They will be deeply missed, but the culture of excellence and an unwavering focus on creating shareholder value will continue.”

Both Mr. Pickett and Mr. Stephenson have agreed to remain in consulting roles after their retirements, being available to the Company as requested from time to time during their consulting periods.

* * * * * *

Omega is a real estate investment trust (“REIT”) that invests in the long-term healthcare industry, primarily in skilled nursing and assisted living facilities. Its portfolio of assets is operated by a diverse group of healthcare companies, predominantly in a triple-net lease structure. The assets span all regions within the U.S., as well as in the U.K.

FOR FURTHER INFORMATION, CONTACT

Andrew Dorsey, VP, Corporate Strategy & Investor Relations

or

David Griffin, Sr. Director, Corporate Strategy & Investor Relations at (410) 427-1705

Forward-Looking Statements and Cautionary Language

This press release includes forward-looking statements within the meaning of the federal securities laws. All statements regarding Omega’s or its tenants’, operators’, borrowers’ or managers’ expected future financial condition, results of operations, cash flows, funds from operations, dividends and dividend plans, financing opportunities and plans, capital markets transactions, business strategy, budgets, projected costs, operating metrics, capital expenditures, competitive positions, acquisitions, investment opportunities, dispositions, facility transitions, growth opportunities, expected lease income, continued qualification as a REIT, plans and objectives of management for future operations and statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will” and other similar expressions are forward-looking statements. These forward-looking statements are inherently uncertain, and actual results may differ from Omega's expectations.

Omega’s actual results may differ materially from those reflected in such forward-looking statements as a result of a variety of factors, including, among other things: (i) uncertainties relating to the business operations of the operators of our assets, including those relating to reimbursement by third-party payors, regulatory matters, occupancy levels and quality of care, including the management of infectious diseases; (ii) our operators’ ability to manage industry challenges, including staffing shortages, which may impact certain regions more acutely, increased costs, and the sufficiency of governmental reimbursement rates to offset such costs and the conditions related thereto; (iii) additional regulatory and other changes in the healthcare sector, including changes to Medicaid and Medicare reimbursements, the potential impact of recent changes to state Medicaid funding levels as well as legislative and regulatory initiatives related to establishing minimum staffing requirements for skilled nursing facilities (“SNFs”) that may further exacerbate labor and occupancy challenges for Omega’s operators; (iv) the ability of any of Omega’s operators in bankruptcy to reject unexpired lease obligations, modify the terms of Omega’s mortgages and impede the ability of Omega to collect unpaid rent or interest during the pendency of a bankruptcy proceeding and retain security deposits for the debtor’s obligations, and other costs and uncertainties associated with operator bankruptcies; (v) changes in tax laws and regulations affecting REITs, including as the result of any federal or state policy changes driven by the current focus on capital providers to the healthcare industry; (vi) Omega’s ability to re-lease, otherwise transition or sell underperforming assets or assets held for sale on a timely basis and on terms that allow Omega to realize the carrying value of these assets or to redeploy the proceeds therefrom on favorable terms, including due to the potential impact of changes in the SNF and assisted living facility (“ALF”) markets or local real estate conditions; (vii) the availability and cost of capital to Omega; (viii) changes in Omega’s credit ratings and the ratings of its debt securities; (ix) competition in the financing of healthcare facilities; (x) competition in the long-term healthcare industry and shifts in the perception of various types of long-term care facilities, including SNFs and ALFs; (xi) changes in the financial position of Omega’s operators; (xii) the effect of economic, regulatory and market conditions generally, and particularly in the healthcare industry in the U.S. and in other jurisdictions where we conduct business, including the U.K.; (xiii) changes in interest rates and foreign currency exchange rates and the impact of inflation and changes in global tariffs and international trade disputes; (xiv) the timing, amount and yield of any additional investments; (xv) Omega’s ability to maintain its status as a REIT; (xvi) operational risks associated with our investments in healthcare operating companies, including senior housing properties managed through structures authorized by the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”); (xvii) the use of, or inability to use, artificial intelligence by us, our operators, managers, vendors and investors; (xviii) the effect of other factors affecting our business or the businesses of Omega’s operators that are beyond Omega’s or operators’ control, including natural disasters, public health crises or pandemics, cyber threats and governmental action, particularly in the healthcare industry, and (xix) other factors identified in Omega’s filings with the Securities and Exchange Commission. Statements regarding future events and developments and Omega’s future performance, as well as management’s expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements.

We caution you that the foregoing list of important factors may not contain all the material factors that are important to you. Accordingly, readers should not place undue reliance on those statements. All forward-looking statements are based upon information available to us on the date of this release. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.