UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 3, 2021, Omega Healthcare Investors, Inc. (“Omega”) held its Annual Meeting of Stockholders.
At the Annual Meeting, the holders of 195,889,952 shares of Omega’s common stock were present in person or represented by proxy, representing approximately 83.7% of the total outstanding common stock as of the record date for the meeting. The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:
Proposal 1: Election of Directors
| Votes
Cast in Favor | Votes
Withheld | Broker Non-Votes | ||||
| Kapila K. Anand | 157,984,538 | 1,999,242 | 35,906,172 | |||
| Craig R. Callen | 155,396,773 | 4,587,007 | 35,906,172 | |||
| Barbara B. Hill | 157,652,867 | 2,330,913 | 35,906,172 | |||
| Kevin J. Jacobs | 159,326,805 | 656,975 | 35,906,172 | |||
| Edward Lowenthal | 152,929,298 | 7,054,482 | 35,906,172 | |||
| C. Taylor Pickett | 158,700,018 | 1,283,762 | 35,906,172 | |||
| Stephen D. Plavin | 152,846,473 | 7,137,307 | 35,906,172 | |||
| Burke W. Whitman | 158,272,904 | 1,710,876 | 35,906,172 |
Proposal 2: Ratification of the selection of Ernst & Young LLP as Omega’s independent auditor for 2021
| For | Against | Abstentions | Broker Non-Votes | |||
| 187,110,972 | 8,407,454 | 371,526 | Not applicable |
Proposal 3: Advisory vote on Omega’s executive compensation
| For | Against | Abstentions | Broker Non-Votes | |||
| 153,801,720 | 5,265,204 | 916,856 | 35,906,172 |
Each of the director nominees was elected, the selection of Ernst & Young LLP was ratified and Omega’s executive compensation was approved on an advisory basis.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OMEGA HEALTHCARE INVESTORS, INC. | ||
| Dated: June 3, 2021 | By: | /s/ Gail D. Makode |
| Gail D. Makode | ||
| Chief Legal Officer, General Counsel | ||