Omnicell officer has 937 shares withheld for taxes

Rhea-AI Filing Summary

OMNICELL, INC. (OMCL) reported that officer Brian H. Nutt, VP and Chief Accounting Officer, had 937 shares of common stock withheld on 2026-08-15 at $37.30 per share to cover taxes due on the vesting of restricted stock units. Following this tax-withholding disposition, his direct holdings total 22,265.8924 shares of common stock. The reported balance also reflects 343.2789 shares purchased the same day under Omnicell’s Employee Stock Purchase Plan.

Insider Trade Summary

Tax Withholding: 937 shares

Tax Withholding 1 txn

Insider NUTT BRIAN H.

Role VP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	937	$37.30	$35K

Holdings After Transaction: Common Stock — 22,265.8924 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 343.2789 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/26.

Key Figures

Shares withheld for taxes: 937 shares Withholding price: $37.30 per share Post-transaction holdings: 22,265.8924 shares +1 more

4 metrics

Shares withheld for taxes 937 shares Common Stock withheld on 2026-08-15 to cover tax liability on RSU vesting

Withholding price $37.30 per share Value used for the 937 shares withheld for taxes on 2026-08-15

Post-transaction holdings 22,265.8924 shares Direct OMCL common stock held by Brian H. Nutt after the transaction

ESPP purchase 343.2789 shares Shares purchased under Omnicell’s Employee Stock Purchase Plan on 2026-08-15

Key Terms

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

3 terms

restricted stock units financial

"taxes due in connection with the 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.

Employee Stock Purchase Plan financial

"shares 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.

withholding of shares financial

"Reflects withholding of shares to cover taxes due"

FAQ

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

What insider transaction did OMCL executive Brian H. Nutt report?

Brian H. Nutt reported that 937 OMCL shares were withheld on 2026-08-15 to pay taxes on vested restricted stock units. This is coded as a Form 4 tax-withholding disposition, not an open-market sale.

At what price were the OMCL shares withheld for Brian H. Nutt’s tax liability?

The shares were withheld at $37.30 per OMCL share. This per-share value is used to satisfy the reported tax liability associated with the vesting of restricted stock units on 2026-08-15.

How many OMCL shares does Brian H. Nutt hold after the reported transaction?

After the tax-withholding transaction, Brian H. Nutt directly holds 22,265.8924 OMCL shares. This balance is adjusted to include 343.2789 shares acquired through the company’s Employee Stock Purchase Plan on 2026-08-15.

Was the OMCL Form 4 transaction by Brian H. Nutt part of a Rule 10b5-1 plan?

No. The filing indicates the Rule 10b5-1 checkbox is not marked, and there is no footnote stating that the transaction was executed under a pre-arranged trading plan.

Did Brian H. Nutt sell OMCL shares in the open market in this Form 4?

The Form 4 reports withholding of 937 shares to cover tax obligations, not an open-market sale. The code F transaction reflects shares delivered or withheld to pay tax on restricted stock unit vesting.

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^*

NUTT BRIAN H.

(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)
	VP, Chief Accounting 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		937(1)	D	$37.3	22,265.8924(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 343.2789 shares purchased under the Issuer's Employee Stock Purchase Plan on 8/15/26.

	/s/ Eric Lehmann, Attorney-in-Fact for Brian H. Nutt	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)