OmniAb (OABI) CFO awarded stock, sells shares for tax withholding

Rhea-AI Filing Summary

OmniAb, Inc. Executive VP, Finance and CFO Kurt A. Gustafson reported multiple equity transactions. He acquired 18,750 shares of common stock through the vesting and conversion of restricted stock units and received new awards of 60,000 RSUs and stock options for 600,000 shares.

Following these awards, he sold 9,301 shares of common stock at a weighted average price of $1.71 per share to cover tax withholding obligations under a mandatory sell-to-cover arrangement, which the company’s equity plans require rather than a discretionary trade.

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
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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^*

GUSTAFSON KURT A

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, Finance and CFO

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		18,750(1)	A	$0(2)	278,152	D
Common Stock	02/18/2026		S		9,301(3)	D	$1.71(4)	268,851	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	$0(2)	02/18/2026		M			18,750	(1)	(1)	Common Stock	18,750	$0	64,584	D
Restricted Stock Units	$0(2)	02/18/2026		A		60,000		(5)	(5)	Common Stock	60,000	$0	124,584	D
Stock Option	$1.71	02/18/2026		A		600,000		(6)	02/18/2036	Common Stock	600,000	$0	600,000	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: Kurt A. Gustafson	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 insider transactions did OmniAb (OABI) report for CFO Kurt Gustafson?

OmniAb reported several equity transactions for CFO Kurt Gustafson. He received 60,000 new restricted stock units, stock options for 600,000 shares, and 18,750 shares from RSU vesting, while 9,301 shares of common stock were sold to satisfy tax withholding obligations under a mandated sell-to-cover program.

How many OmniAb (OABI) shares did the CFO sell in this Form 4 filing?

The CFO reported selling 9,301 OmniAb common shares. These shares were sold at a weighted average price of $1.71 per share, in multiple trades between $1.68 and $1.73, solely to cover tax withholding obligations tied to restricted stock unit vesting.

Were the OmniAb (OABI) insider stock sales discretionary trades?

No, the reported OmniAb stock sales were not discretionary trades. Footnotes explain the 9,301 shares were sold under a mandatory sell-to-cover arrangement required by the company’s equity incentive plans to satisfy tax withholding obligations from restricted stock unit vesting.

What new equity awards did OmniAb (OABI) grant to its CFO?

OmniAb granted its CFO 60,000 restricted stock units and 600,000 stock options. The RSUs vest in three substantially equal annual installments beginning on February 18, 2027, while the stock options vest 12.5% after six months and then in 42 substantially equal monthly installments.

How do the new OmniAb (OABI) restricted stock units vest for the CFO?

The new OmniAb restricted stock units vest over three years. According to the filing, the 60,000-unit grant vests in three substantially equal annual installments, starting on February 18, 2027, aligning the CFO’s compensation more closely with the company’s multi-year performance.

What are the vesting terms of the OmniAb (OABI) stock options granted to the CFO?

The OmniAb stock options vest over a multi-year schedule. They become exercisable as to 12.5% of the underlying shares six months after the grant date, with the remaining shares vesting in 42 substantially equal monthly installments, creating a long-term incentive structure for the CFO.