Omnicell (NASDAQ: OMCL) CEO Randall Lipps receives 90,939-share RSU grant

Rhea-AI Filing Summary

LIPPS RANDALL A reported acquisition or exercise transactions in this Form 4 filing.

OMNICELL, INC. Chairman, President and CEO Randall A. Lipps received a grant of 90,939 shares of Common Stock in the form of restricted stock units at a price of $0.00 per share on 2026-04-01. These RSUs were granted under the company’s equity incentive plan.

According to the vesting schedule, 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. After this grant, Lipps directly holds 535,531.0741 shares of Common Stock.

In addition to his direct holdings, shares are also held indirectly in trusts: 355,861 shares are held in trust with his wife, and 8,051 shares are held in trust for the benefit of his children.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider LIPPS RANDALL A

Role CHAIRMAN, PRESIDENT AND CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	90,939	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 535,531.074 shares (Direct); Common Stock — 355,861 shares (Indirect, In Trust with Wife)

Footnotes (1)

1. Shares held in trust with Mr. Lipps' wife. Shares held in trust for the benefit of Mr. Lipps' children. Represents Restricted Stock Units ("RSUs") granted in connection with the Issuer's equity incentive plan. 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.

Key Figures

RSU Grant Size: 90,939 shares Grant Price: $0.00 per share Direct Holdings After Grant: 535,531.0741 shares +3 more

6 metrics

RSU Grant Size 90,939 shares Restricted Stock Units granted on April 1, 2026

Grant Price $0.00 per share Equity award under Omnicell’s incentive plan

Direct Holdings After Grant 535,531.0741 shares Common Stock held directly by Randall A. Lipps

Trust with Wife 355,861 shares Common Stock held in trust with Mr. Lipps’ wife

Trust for Children 8,051 shares Common Stock held in trust for Mr. Lipps’ children

Vesting Schedule 3 years One-third at year one; remaining over years two and three

Key Terms

Restricted Stock Units ("RSUs"), equity incentive plan, In Trust with Wife, In Trust for Children, +1 more

5 terms

Restricted Stock Units ("RSUs") financial

"Represents Restricted Stock Units ("RSUs") granted in connection with 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 in connection with the Issuer's equity incentive plan."

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.

In Trust with Wife financial

"nature_of_ownership": "In Trust with Wife""

In Trust for Children financial

"nature_of_ownership": "In Trust for Children""

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

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^*

LIPPS RANDALL A

(Last) (First) (Middle)

OMNICELL, INC.

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHAIRMAN, PRESIDENT AND CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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								355,861(1)	I	In Trust with Wife
Common Stock								8,051(2)	I	In Trust for Children
Common Stock	04/01/2026		A		90,939(3)	A	$0	535,531.0741	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. Shares held in trust with Mr. Lipps' wife.

2. Shares held in trust for the benefit of Mr. Lipps' children.

3. Represents Restricted Stock Units ("RSUs") granted in connection with the Issuer's equity incentive plan. 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 G. Lehmann, Attorney-in-Fact for Randall Lipps	04/03/2026
	** 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 CEO Randall Lipps report in this Form 4 filing?

Randall A. Lipps reported receiving 90,939 restricted stock units of Omnicell Common Stock. The grant was made at $0.00 per share as equity compensation, increasing his direct holdings and aligning his interests with long-term company performance through a multi-year vesting schedule.

How many OMCL shares does Randall Lipps hold directly after this grant?

After the RSU grant, Randall Lipps directly holds 535,531.0741 Omnicell Common Stock shares. This figure reflects his direct ownership position following the April 1, 2026 equity award, separate from additional shares held indirectly through family trusts noted in the filing footnotes.

What is the vesting schedule for Randall Lipps’ 90,939 OMCL RSUs?

The 90,939 restricted stock units vest over three years. One-third vests on the first anniversary of the April 1, 2026 grant date, while the remaining two-thirds vest in equal installments on the second and third anniversaries, encouraging longer-term retention and performance alignment.

Are any OMCL shares held indirectly for Randall Lipps’ family?

Yes. The filing notes 355,861 Omnicell shares held in trust with Mr. Lipps’ wife and 8,051 shares held in trust for his children. These indirect holdings are separate from his direct position and are described in the footnotes to clarify their trust ownership structure.

Was this OMCL Form 4 transaction an open-market buy or sell?

No. The filing reports an acquisition classified as a grant or award, not an open-market trade. The 90,939 shares were issued as restricted stock units at $0.00 per share under Omnicell’s equity incentive plan, representing compensation rather than a market purchase or sale.