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Outset Medical (NASDAQ: OM) CFO sells shares to cover RSU tax bill

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

Rhea-AI Filing Summary

Outset Medical, Inc. (OM) reported that its Chief Financial Officer, Renee Gaeta, sold 4,543 shares of common stock on August 17, 2026 at $4.39 per share. After this transaction, Gaeta directly holds 180,840 shares. According to the company’s disclosure, the shares were sold in a “sell to cover” transaction to satisfy tax withholding obligations arising from the vesting of 12,322 RSU-based shares granted on June 10, 2025 and do not represent a discretionary trade.

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Insider Gaeta Renee
Role Chief Financial Officer
Sold 4,543 shs ($20K)
Type Security Shares Price Value
Sale Common Stock F1 4,543 $4.39 $20K
Holdings After Transaction: Common Stock — 180,840 shares (Direct)
Footnotes (1)
  1. F1. Required number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of an aggregate of 12,322 shares of Common Stock underlying RSUs granted to the reporting person on June 10, 2025. This sale was made to satisfy tax withholding obligations through a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
Shares sold 4,543 shares Common stock sold by CFO Renee Gaeta on August 17, 2026
Sale price $4.39 per share Price for the 4,543 shares of OM common stock sold
Shares held after transaction 180,840 shares Direct holdings of CFO Renee Gaeta following the sale
RSU vesting-related shares 12,322 shares Common stock underlying RSUs whose vesting created the tax obligation
sell to cover financial
"This sale was made to satisfy tax withholding obligations through a "sell to cover""
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
tax withholding obligations financial
"shares sold by the reporting person to cover tax withholding obligations"
RSUs financial
"Common Stock underlying RSUs granted to the reporting person on June 10, 2025"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
Rule 10b5-1 regulatory
"aff_10b5_one is the filing's document-level Rule 10b5-1 checkbox"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What insider transaction did Outset Medical (OM) disclose for CFO Renee Gaeta?
Outset Medical disclosed that CFO Renee Gaeta sold 4,543 shares of common stock on August 17, 2026 at $4.39 per share. The sale was solely to cover tax withholding obligations related to recently vested RSUs.

How many Outset Medical (OM) shares does CFO Renee Gaeta hold after the sale?
After the August 17, 2026 transaction, CFO Renee Gaeta directly holds 180,840 shares of Outset Medical common stock. This figure reflects her position following the 4,543-share sale used to cover tax withholding.

Was the recent OM insider sale by CFO Renee Gaeta a discretionary trade?
No. The company states the sale “does not represent a discretionary trade” by CFO Renee Gaeta. The 4,543 shares were sold solely in a “sell to cover” transaction to satisfy tax withholding obligations on vested RSUs.

Was the Outset Medical (OM) insider sale under a Rule 10b5-1 trading plan?
No. The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and the footnote describes the sale as a sell-to-cover tax transaction, not as part of a pre-arranged trading plan.

At what price were the OM shares sold in CFO Renee Gaeta’s transaction?
CFO Renee Gaeta’s 4,543 OM shares were sold at an average price of $4.39 per share. The company characterizes this as an open-market sale executed solely to cover tax withholding obligations on vested RSUs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Gaeta Renee
(Last)(First)(Middle)
3052 ORCHARD DRIVE
(Street)
SAN JOSE CALIFORNIA 95134
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Outset Medical, Inc. [ OM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/17/2026S4,543(1)D$4.39180,840D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Required number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of an aggregate of 12,322 shares of Common Stock underlying RSUs granted to the reporting person on June 10, 2025. This sale was made to satisfy tax withholding obligations through a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
John Brottem For: Renee Gaeta08/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR