Omnicell EVP reports stock sale and RSU tax withholding on Form 4

Rhea-AI Filing Summary

Omnicell, Inc. executive reports routine stock transactions. The EVP and Chief Legal/Administrative Officer reported two transactions in Omnicell common stock. On 11/15/2025, 2,792 shares were withheld to cover taxes due on vesting of restricted stock units at a price of $35.12 per share, leaving 107,861 shares beneficially owned. On 11/17/2025, the executive sold 3,473 shares at an exact price of $34.90 per share under a pre-arranged Rule 10b5-1 trading plan adopted on June 13, 2025, resulting in 104,388 shares beneficially owned after the sale. The filing is made by one reporting person.

Insider Trade Summary

Net Seller: 3,473 shares ($121,208)

Net Sell 2 txns

Insider Manley Corey J

Role EVP&CHIEF LEGAL/ADMIN OFFICER

Sold 3,473 shs ($121K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,473	$34.90	$121K
Tax Withholding	Common Stock	2,792	$35.12	$98K

Holdings After Transaction: Common Stock — 104,388 shares (Direct)

Footnotes (1)

1. Reflects withholding of shares to cover taxes due in connection with the vesting of restricted stock units. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025. The price reported in Column 4 is an exact price of $34.90 for all shares sold.

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^*

Manley Corey J

(Last) (First) (Middle)

OMNICELL, INC.

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 LEGAL/ADMIN 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		2,792(1)	D	$35.12	107,861	D
Common Stock	11/17/2025		S		3,473(2)	D	$34.9(3)	104,388	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. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025.

3. The price reported in Column 4 is an exact price of $34.90 for all shares sold.

	/s/ Vijay Biligiri, Attorney in Fact for Corey J. Manley	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 insider transaction did OMCL report in this Form 4?

The Form 4 reports that an Omnicell, Inc. executive had 2,792 shares of common stock withheld on 11/15/2025 for taxes related to restricted stock unit vesting and sold 3,473 shares on 11/17/2025 at $34.90 per share.

Who is the reporting person in the OMCL Form 4 and what is their role?

The reporting person is an officer of Omnicell, Inc. serving as EVP & Chief Legal/Administrative Officer, and the filing is made by this single reporting person.

How many OMCL shares does the insider beneficially own after these transactions?

After the reported transactions, the executive beneficially owns 104,388 shares of Omnicell common stock, held in direct ownership.

Was the OMCL stock sale made under a Rule 10b5-1 trading plan?

Yes. The sale of 3,473 Omnicell shares on 11/17/2025 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025.

What is the purpose of the 2,792 OMCL shares withheld on 11/15/2025?

The 2,792 shares reported with transaction code F reflect shares withheld by Omnicell to cover taxes due in connection with the vesting of restricted stock units held by the executive.

At what prices were the OMCL transactions reported in this Form 4?

The tax withholding transaction used a value of $35.12 per share, and the sale transaction reported an exact price of $34.90 per share for all 3,473 shares sold.