Omnicell (NASDAQ: OMCL) President & COO awarded 12,309 RSUs in promotion grant

Rhea-AI Filing Summary

Njoku Nnamdi reported acquisition or exercise transactions in this Form 4 filing.

OMNICELL, INC. President & COO Nnamdi Njoku received an equity award of 12,309 shares of common stock in the form of Restricted Stock Units (RSUs). These RSUs were granted under the company’s equity incentive plan in connection with his promotion effective July 1, 2026.

Following this award, Njoku holds a total of 167,094.4457 shares of common stock directly. One-third of the RSUs will vest on the first anniversary of the grant date, with the remaining two-thirds vesting in equal installments on the second and third anniversaries, tying the award to multi‑year service.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Njoku Nnamdi

Role President & COO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	12,309	$0.00	--

Holdings After Transaction: Common Stock — 167,094.446 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 12,309 shares Price per share: $0.0000 per share Total shares after transaction: 167,094.4457 shares +2 more

5 metrics

RSUs granted 12,309 shares Equity award in connection with promotion on July 1, 2026

Price per share $0.0000 per share Reported for the RSU grant

Total shares after transaction 167,094.4457 shares Direct common stock holdings following the RSU grant

Initial vesting portion One-third of RSUs Vests on first anniversary of July 1, 2026 grant date

Remaining vesting Two-thirds of RSUs Vest in equal installments on second and third anniversaries

Key Terms

Restricted Stock Units ("RSUs"), equity incentive plan, vest, anniversary of the grant date

4 terms

Restricted Stock Units ("RSUs") financial

"Represents Restricted Stock Units ("RSUs") granted under the Issuer's equity incentive plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

equity incentive plan financial

"RSUs granted under the Issuer's equity incentive plan, in connection with Reporting Person's promotion"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

vest financial

"One-third of the RSUs subject to the grant will vest on the first anniversary of the grant date"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

anniversary of the grant date financial

"equal installments on each of the second and third anniversary of the grant date"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 04:05 PM Accepted by SEC EDGAR 07/06/2026 - 04:05 PM Learn about SEC filing dates

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 TEXAS 76137

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	President & COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/01/2026		A		12,309(1)	A	$0	167,094.4457	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. Represents Restricted Stock Units ("RSUs") granted under the Issuer's equity incentive plan, in connection with Reporting Person's promotion on July 1, 2026. One-third of the RSUs subject to the grant will vest on the first anniversary of the grant date; the remaining two-thirds of the RSUs subject to the grant will vest in equal installments on each of the second and third anniversary of the grant date.

	/s/ Eric Lehmann, Attorney-in-Fact for Nnamdi Njoku	07/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did OMCL President & COO Nnamdi Njoku report in this Form 4?

Nnamdi Njoku reported receiving 12,309 Restricted Stock Units as an equity award. The grant was made under Omnicell’s equity incentive plan in connection with his promotion, increasing his direct common stock holdings to 167,094.4457 shares after the transaction.

How many OMCL shares does Nnamdi Njoku hold after the RSU grant?

After the RSU grant, Nnamdi Njoku holds 167,094.4457 shares of Omnicell common stock directly. This figure includes the impact of the 12,309 RSUs reported in the filing, reflecting his total direct beneficial ownership following the reported transaction.

What are the vesting terms of Nnamdi Njoku’s new OMCL RSU award?

The 12,309 RSUs vest over three years from the July 1, 2026 grant date. One-third vests on the first anniversary, while the remaining two-thirds vest in equal installments on the second and third anniversaries, encouraging continued service over that period.

Why were the OMCL RSUs granted to Nnamdi Njoku?

The RSUs were granted in connection with Nnamdi Njoku’s promotion effective July 1, 2026. The award under Omnicell’s equity incentive plan aligns his compensation with shareholder interests by tying a portion of pay to the company’s stock performance and ongoing service.

Did Nnamdi Njoku buy or sell OMCL shares on the market?

The filing shows an acquisition coded as a grant or award, not a market trade. Njoku received 12,309 RSUs at a reported price of $0.0000 per share, indicating equity compensation rather than open‑market buying or selling activity.