STOCK TITAN

OmniAb (OABI) CEO reports RSU, option grants and tax sell-to-cover

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

OmniAb, Inc. President and CEO Matthew W. Foehr reported multiple equity transactions on February 18, 2026. He acquired 58,333 shares of common stock through the vesting and exercise of restricted stock units (RSUs) and received new awards of 156,250 RSUs and 1,562,500 stock options.

The vested RSUs represent a grant that vests in three substantially equal annual installments beginning on February 18, 2026, while the new RSU grant vests in three substantially equal annual installments beginning on February 18, 2027. The stock option grant becomes exercisable as to 12.5% of the underlying shares six months after the grant date, then in 42 substantially equal monthly installments.

To cover tax withholding obligations from the RSU vesting, 30,843 shares of common stock were sold at a weighted average price of $1.71 per share in transactions priced between $1.68 and $1.73. The filing states these are mandatory sell-to-cover transactions under the company’s equity incentive plans and not discretionary trades.

Positive

  • None.

Negative

  • None.
Insider FOEHR MATTHEW W
Role President and CEO
Sold 30,843 shs ($53K)
Type Security Shares Price Value
Exercise Restricted Stock Units 58,333 $0.00 --
Grant/Award Restricted Stock Units 156,250 $0.00 --
Grant/Award Stock Option 1,562,500 $0.00 --
Exercise Common Stock 58,333 $0.00 --
Sale Common Stock 30,843 $1.71 $53K
Holdings After Transaction: Restricted Stock Units — 189,585 shares (Direct); Stock Option — 1,562,500 shares (Direct); Common Stock — 4,434,120 shares (Direct)
Footnotes (1)
  1. Represents the vesting of an RSU grant which occurs in three substantially equal annual installments beginning on February 18, 2026. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock. Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell-to-cover" transaction and do not represent discretionary trades by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.68 to $1.73. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The RSU grant vests in three substantially equal annual installments beginning on February 18, 2027. The Stock Option grant vests and is exercisable as to 12.5% of the underlying shares 6 months after the grant date, and in 42 substantially equal monthly installments thereafter.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
FOEHR MATTHEW W

(Last) (First) (Middle)
5980 HORTON STREET, STE 600

(Street)
EMERYVILLE CA 94608

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OmniAb, Inc. [ OABI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 02/18/2026 M 58,333(1) A (2) 4,434,120 D
Common Stock 02/18/2026 S 30,843(3) D $1.71(4) 4,403,277 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (2) 02/18/2026 M 58,333 (1) (1) Common Stock 58,333 $0 189,585 D
Restricted Stock Units (2) 02/18/2026 A 156,250 (5) (5) Common Stock 156,250 $0 345,835 D
Stock Option $1.71 02/18/2026 A 1,562,500 (6) 02/18/2036 Common Stock 1,562,500 $0 1,562,500 D
Explanation of Responses:
1. Represents the vesting of an RSU grant which occurs in three substantially equal annual installments beginning on February 18, 2026.
2. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
3. Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell-to-cover" transaction and do not represent discretionary trades by the reporting person.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.68 to $1.73. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The RSU grant vests in three substantially equal annual installments beginning on February 18, 2027.
6. The Stock Option grant vests and is exercisable as to 12.5% of the underlying shares 6 months after the grant date, and in 42 substantially equal monthly installments thereafter.
Remarks:
By: /s/ Charles S. Berkman, Attorney-in-Fact for Matthew W. Foehr 02/18/2026
** Signature of Reporting Person Date
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 Number.

FAQ

What did OmniAb (OABI) CEO Matthew Foehr report in this Form 4 filing?

OmniAb CEO Matthew Foehr reported RSU vesting, new RSU and stock option grants, and a related tax-withholding share sale. The Form 4 shows equity compensation activity rather than discretionary open-market buying, with details on amounts, pricing, and vesting schedules for each award.

How many OmniAb (OABI) shares did the CEO sell and at what price?

The CEO sold 30,843 shares of OmniAb common stock at a weighted average price of $1.71 per share. The shares were sold in multiple trades between $1.68 and $1.73 to satisfy tax withholding obligations from RSU vesting under the company’s equity plans.

Were the OmniAb (OABI) CEO’s stock sales discretionary open-market trades?

The shares sold were not discretionary open-market trades by the CEO. The filing explains they were mandated sell-to-cover transactions to fund tax withholding obligations when RSUs vested, as required by OmniAb’s equity incentive plans, rather than voluntary investment decisions.

What new RSU and option awards did OmniAb (OABI) grant its CEO?

The CEO received a new grant of 156,250 restricted stock units and 1,562,500 stock options. The RSUs vest in three substantially equal annual installments beginning February 18, 2027, while the options vest 12.5% after six months and then in 42 substantially equal monthly installments.

How do the OmniAb (OABI) CEO’s RSU vesting schedules work?

One RSU grant vests in three substantially equal annual installments beginning February 18, 2026. A separate RSU grant vests in three substantially equal annual installments beginning February 18, 2027, spreading the delivery of shares to the CEO over multiple years, subject to continued service.

What vesting terms apply to the OmniAb (OABI) CEO’s stock options?

The CEO’s stock option grant vests and becomes exercisable as to 12.5% of the underlying shares six months after the grant date. The remaining portion vests in 42 substantially equal monthly installments, creating a multi-year schedule that links option availability to ongoing tenure.