Omnicell EVP & COO Reports Tax Withholding and 87,193 Shares Held

Rhea-AI Filing Summary

Omnicell, Inc. executive reports routine share withholding for taxes. The company’s EVP and Chief Operating Officer reported the disposition of 4,095 shares of Omnicell common stock on 11/15/2025 at a price of $35.12 per share, coded as an "F" transaction, which indicates shares were withheld to cover taxes due on vesting of restricted stock units.

After this tax withholding, the executive beneficially owns 87,193 shares of Omnicell common stock. This balance includes an adjustment for 359 shares purchased under Omnicell’s Employee Stock Purchase Plan on 8/15/2025, as noted in the footnotes.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Njoku Nnamdi

Role EVP, Chief Operating Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,095	$35.12	$144K

Holdings After Transaction: Common Stock — 87,193 shares (Direct)

Footnotes (1)

1. Reflects withholding of shares to cover taxes due in connection with the vesting of restricted stock units. The balance is adjusted to reflect 359 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/25.

Form 4 Insider Transactions: What Each Field Means →

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^*

Njoku Nnamdi

(Last) (First) (Middle)

4220 NORTH FREEWAY

(Street)

FORT WORTH TX 76137

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OMNICELL, INC. [ OMCL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

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	11/15/2025		F		4,095(1)	D	$35.12	87,193(2)	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

Explanation of Responses:

1. Reflects withholding of shares to cover taxes due in connection with the vesting of restricted stock units.

2. The balance is adjusted to reflect 359 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/25.

	/Vijay Biligiri, Attorney-in-Fact for Nnamdi Njoku	11/18/2025
	** 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 Omnicell (OMCL) report in this Form 4 filing?

The filing reports that Omnicell’s EVP and Chief Operating Officer disposed of 4,095 shares of common stock on 11/15/2025 through share withholding to cover taxes on vested restricted stock units.

How many Omnicell (OMCL) shares does the reporting person own after the transaction?

Following the reported tax withholding transaction, the executive beneficially owns 87,193 shares of Omnicell common stock.

What is the nature of the 4,095 Omnicell (OMCL) shares disposed of?

The 4,095 shares were withheld by the issuer to cover taxes due upon the vesting of restricted stock units, as explained in the footnotes, and are coded as an "F" transaction.

At what price were the Omnicell (OMCL) shares withheld for taxes?

The shares withheld to cover taxes were reported at a price of $35.12 per Omnicell common share.

Did the Form 4 mention Omnicell (OMCL) Employee Stock Purchase Plan activity?

Yes. A footnote states that the share balance is adjusted to reflect 359 shares purchased under Omnicell’s Employee Stock Purchase Plan on 8/15/2025.

What role does the reporting person hold at Omnicell (OMCL)?

The reporting person is an Officer of Omnicell, serving as EVP, Chief Operating Officer.