Outset Medical counsel sells shares for tax withholding

Outset Medical, Inc. reported that its General Counsel, John L. Brottem, sold 2,842 shares of Common Stock at $3.35 per share in an open-market transaction.

Accepted by SEC EDGAR 02/19/2026 - 08:57 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Outset Medical, Inc. reported that its General Counsel, John L. Brottem, sold 2,842 shares of Common Stock at $3.35 per share in an open-market transaction. According to the footnote, this was a required “sell to cover” sale to satisfy tax withholding on 5,032 vesting RSU shares and was not a discretionary trade. Following the transaction, he directly owned 32,935 shares of Common Stock.

Insider Trade Summary

Net Seller: 2,842 shares

Net Sell 1 txn

Insider Brottem John L.

Role General Counsel

Sold 2,842 shs ($10K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,842	$3.35	$10K

Holdings After Transaction: Common Stock — 32,935 shares (Direct)

Footnotes (1)

1. F1. Required number of shares sold by the reporting person to cover partial tax withholding obligations in connection with the vesting of an aggregate of 5,032 shares of Common Stock underlying RSUs granted to the reporting person on January 12, 2024 and 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Outset Medical (OM) insider John L. Brottem’s Form 4 report?

The Form 4 reports that General Counsel John L. Brottem sold 2,842 shares of Outset Medical Common Stock at $3.35 per share. The sale was an open-market transaction executed to cover tax withholding obligations tied to vesting restricted stock units, not a discretionary trade.

Why did Outset Medical (OM) General Counsel sell 2,842 shares?

The 2,842 shares were sold to cover partial tax withholding obligations related to the vesting of 5,032 RSU shares. The filing states this was a “sell to cover” transaction for tax purposes and explicitly notes it does not represent a discretionary trade by the insider.

How many Outset Medical (OM) shares does John L. Brottem hold after this Form 4 sale?

After selling 2,842 shares, John L. Brottem directly holds 32,935 shares of Outset Medical Common Stock. This total reflects his direct ownership immediately following the tax-related “sell to cover” transaction reported for the February 17, 2026 open-market sale.

What RSU vesting triggered the tax-withholding sale reported for Outset Medical (OM)?

The sale was tied to vesting of an aggregate 5,032 shares of Common Stock underlying RSUs granted on January 12, 2024 and June 10, 2025. Shares were sold solely to satisfy related tax withholding obligations through a broker-assisted “sell to cover” transaction.

Was the Outset Medical (OM) insider sale a discretionary trade by the General Counsel?

No. The footnote states the sale does not represent a discretionary trade by John L. Brottem. It describes the transaction as required to satisfy tax withholding obligations from RSU vesting, structured as a “sell to cover” open-market sale rather than a voluntary share disposal.

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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^*

Brottem John L.

(Last) (First) (Middle)

3052 ORCHARD DRIVE

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Outset Medical, Inc. [ OM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		S		2,842(1)	D	$3.35	32,935	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. Required number of shares sold by the reporting person to cover partial tax withholding obligations in connection with the vesting of an aggregate of 5,032 shares of Common Stock underlying RSUs granted to the reporting person on January 12, 2024 and 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 L Brottem	02/19/2026
	** 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.