Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 3, 2022, Omega Healthcare Investors, Inc. ("Omega"") held its Annual Meeting of Stockholders (the "Annual Meeting").

At the Annual Meeting, the holders of 186,945,299 shares of Omega's common stock were present in person or represented by proxy, representing approximately 78.48% 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





                                        For            Against        Abstentions       Broker Non-Votes
 Kapila K. Anand                     138,398,407       2,018,127         492,694            46,036,071
Craig R. Callen                      138,331,303       2,084,974         492,951            46,036,071
Dr. Lisa C. Egbuonu-Davis            139,355,718       1,075,974         477,536            46,036,071
Barbara B. Hill                      138,948,147       1,490,305         470,776            46,036,071
Kevin J. Jacobs                      138,690,278       1,715,232         503,718            46,036,071
C. Taylor Pickett                    139,341,136       1,046,582         521,510            46,036,071
Stephen D. Plavin                    134,857,427       5,543,078         508,723            46,036,071
Burke W. Whitman                     138,462,480       1,932,542         514,206            46,036,071

Proposal 2: Ratification of the selection of Ernst & Young LLP as Omega's independent auditor for fiscal year 2022





    For        Against     Abstentions   Broker Non-Votes
175,667,540   10,694,824     582,935      Not applicable

Proposal 3: Advisory vote on Omega's executive compensation





    For        Against    Abstentions   Broker Non-Votes
132,175,314   7,514,373    1,219,541       46,036,071




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.

Item 7.01 Regulation FD Disclosure.






In connection with Edward Lowenthal's retirement from Omega's Board of Directors
effective as of the completion of the Annual Meeting, Omega's Board of Directors
appointed Mr. Whitman as Chair of the Compensation Committee, to serve in this
capacity until the Company's 2023 Annual Meeting of Stockholders. As Chair of
the Compensation Committee, Mr. Whitman will be compensated in accordance with
the Company's director compensation program as described in Omega's proxy
statement for the Annual Meeting.

Effective as of the completion of the Annual Meeting, the membership of the Board's standing committees is as set forth below:

Audit Committee



Members: Kapila K. Anand (Chair), Craig R. Callen, Kevin J. Jacobs and Burke W.
Whitman



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Compensation Committee

Members: Barbara B. Hill, Stephen D. Plavin and Burke W. Whitman (Chair)

Investment Committee

Members: Kapila K. Anand, Craig R. Callen (Chair), Kevin J. Jacobs and C. Taylor Pickett

Nominating and Corporate Governance Committee

Members: Craig R. Callen, Dr. Lisa C. Egbuonu-Davis, Barbara B. Hill and Stephen D. Plavin (Chair)







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