Omnicell EVP covers taxes with 4,025 company shares

Rhea-AI Filing Summary

OMNICELL, INC. (OMCL) reported an insider transaction by executive vice president and chief legal/administrative officer Corey J. Manley. On 2026-08-15, 4,025 shares of common stock were withheld to pay taxes due upon vesting of restricted stock units at a reference price of $37.30 per share. After this tax-withholding disposition and a same-date purchase of 226.4621 shares under the Employee Stock Purchase Plan, Manley directly held 108,984.8013 shares of Omnicell common stock.

Insider Trade Summary

Tax Withholding: 4,025 shares

Tax Withholding 1 txn

Insider Manley Corey J

Role EVP&CHIEF LEGAL/ADMIN OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	4,025	$37.30	$150K

Holdings After Transaction: Common Stock — 108,984.8013 shares (Direct)

Footnotes (2)

1. F1. Reflects withholding of shares to cover taxes due in connection with the vesting of restricted stock units.
2. F2. The balance is adjusted to reflect 226.4621 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/26.

Key Figures

Shares withheld for taxes: 4,025 shares Reference price per share: $37.30 Shares held after transaction: 108,984.8013 shares +2 more

5 metrics

Shares withheld for taxes 4,025 shares Common stock withheld on 2026-08-15 to cover RSU-related tax liability

Reference price per share $37.30 Per-share value reported for the 4,025 withheld shares

Shares held after transaction 108,984.8013 shares Direct Omnicell common stock holdings after 2026-08-15 transactions

ESPP purchase 226.4621 shares Shares purchased under Omnicell’s Employee Stock Purchase Plan on 2026-08-15

Exercise-price-or-tax-liability shares 4,025 shares Total shares delivered or withheld for tax liability per transaction summary

Key Terms

restricted stock units, withholding of shares, Employee Stock Purchase Plan, tax liability

4 terms

restricted stock units financial

"vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

withholding of shares financial

"Reflects withholding of shares to cover taxes"

Employee Stock Purchase Plan financial

"purchased under the Issuer's Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

tax liability financial

"Payment of tax liability by delivering or withholding securities"

FAQ

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

What insider transaction did OMCL executive Corey Manley report on this Form 4?

Corey J. Manley reported a disposition of 4,025 shares of Omnicell common stock on 2026-08-15, arising from shares withheld to satisfy tax liabilities tied to vesting restricted stock units.

Was the OMCL insider transaction a market sale or tax withholding?

The transaction was tax withholding, not an open-market sale. Shares were withheld by Omnicell to cover taxes due from the vesting of restricted stock units, as stated in the filing footnote.

How many OMCL shares does Corey Manley hold after this reported transaction?

After the 2026-08-15 events, Corey J. Manley directly held 108,984.8013 shares of Omnicell common stock. This balance includes an adjustment for 226.4621 shares purchased through the company’s Employee Stock Purchase Plan the same day.

What price per share was used for the OMCL tax-withholding transaction?

The filing reports a $37.30 per-share value for the 4,025 shares withheld on 2026-08-15. This price is used to calculate the value of the shares delivered to satisfy the tax liability on vested restricted stock units.

Did the OMCL Form 4 indicate trades under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes do not reference any trading plan. The reported activity reflects tax withholding and an Employee Stock Purchase Plan acquisition.

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

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Available on EDGAR 08/18/2026 - 04:06 PM Accepted by SEC EDGAR 08/18/2026 - 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^*

Manley Corey J

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP&CHIEF LEGAL/ADMIN OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026

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	08/15/2026		F		4,025(1)	D	$37.3	108,984.8013(2)	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. The balance is adjusted to reflect 226.4621 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/26.

	/s/ Eric G. Lehmann, Attorney-in-Fact for Corey J. Manley	08/18/2026
	** 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)