Omada Health (OMDA) CFO’s 10b5-1 exercise-and-sale and corrected holdings

Rhea-AI Filing Summary

Omada Health, Inc. Chief Financial Officer Steven L. Cook reported an exercise-and-sale transaction and corrected prior share totals. On June 22, 2026, he sold 17,950 shares of common stock in an open-market transaction at a weighted average price of $18.1278 per share under a Rule 10b5-1 trading plan adopted on March 14, 2026.

On the same date, he exercised stock options to acquire 11,111 shares at an exercise price of $7.68 per share and 6,839 shares at an exercise price of $8.01 per share. Following these transactions, he directly holds 187,209 shares of common stock.

The amendment states the original Form 4 omitted the exercise transactions, which caused the previously reported amount of securities beneficially owned after the sales to be understated. This Form 4/A restates the filing to include the exercises and adjusts the post-transaction ownership figures accordingly.

Insights

Equity compensation and insider-transactions analyst

CFO executed routine option exercises paired with a planned sale and corrected prior share counts.

The filing shows Omada Health CFO Steven L. Cook exercised stock options for 17,950 shares of common stock at exercise prices of $7.68 and $8.01, then sold 17,950 shares at a weighted average price of $18.1278. This is a classic same-day exercise-and-sale pattern.

After these transactions, he directly owns 187,209 common shares, indicating he retains a substantial equity position. A footnote explains the original Form 4 omitted the exercises, understating his beneficial ownership, and this amendment corrects Box 5 in Table I.

The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on March 14, 2026, suggesting the timing was pre-planned rather than discretionary. Overall, the activity appears routine and administrative, with limited implications beyond clarifying his true post-transaction holdings.

Insider Trade Summary 10b5-1

Net Seller: 17,950 shares ($325,394)

Net Sell 5 txns

Insider Cook Steven L.

Role Chief Financial Officer

Sold 17,950 shs ($325K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	6,839	$0.00	--
Exercise	Stock Option (Right to Buy)	11,111	$0.00	--
Exercise	Common Stock	6,839	$8.01	$55K
Exercise	Common Stock	11,111	$7.68	$85K
Sale	Common Stock	17,950	$18.1278	$325K

Holdings After Transaction: Stock Option (Right to Buy) — 43,161 shares (Direct, null); Common Stock — 194,048 shares (Direct, null)

Footnotes (1)

1. This Form 4/A restates in its entirety the original Form 4 filed on 6/24/2026 to report exercise transactions that were inadvertently omitted from the original filing. The exercises reported herein were part of same-day exercise-and-sale transactions, and the corresponding sales were timely reported in the original Form 4. Due to the omission of these exercise transactions, the amount of securities beneficially owned following the sales was understated. The amount of securities beneficially owned has been adjusted in Box 5 of Table I of this Form 4/A to correct the aforementioned error. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026. This transaction was executed in multiple trades at prices ranging from $18.00 to $18.30. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. 1/48th of the shares subject to the option vest on each monthly anniversary measured from February 1, 2024 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date. 1/48th of the shares subject to the option vest on each monthly anniversary measured from February 1, 2025 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.

Key Figures

Shares sold: 17,950 shares Sale price: $18.1278 per share Options exercised: 17,950 shares +3 more

6 metrics

Shares sold 17,950 shares Open-market sale on June 22, 2026

Sale price $18.1278 per share Weighted average sale price

Options exercised 17,950 shares Total common shares from option exercises

Exercise prices $7.68 and $8.01 per share Stock option exercise prices

Post-transaction holdings 187,209 shares Common stock directly owned after transactions

10b5-1 plan adoption date March 14, 2026 Plan governing reported sale

Key Terms

Rule 10b5-1 trading plan, exercise-and-sale transactions, Stock Option (Right to Buy), weighted average price, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

exercise-and-sale transactions financial

"The exercises reported herein were part of same-day exercise-and-sale transactions"

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

weighted average price financial

"The price reported above reflects the weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Vesting Commencement Date financial

"measured from February 1, 2024 (the "Vesting Commencement Date")"

The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.

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Available on EDGAR 07/08/2026 - 08:15 PM Accepted by SEC EDGAR 07/08/2026 - 08:15 PM Learn about SEC filing dates

FAQ

What insider transactions did Omada Health (OMDA) report for CFO Steven L. Cook?

Omada Health CFO Steven L. Cook reported exercising options for 17,950 shares and selling 17,950 common shares in an open-market transaction. The sale occurred at a weighted average price of $18.1278 per share as part of an exercise-and-sale pattern.

How many Omada Health (OMDA) shares does the CFO own after this Form 4/A?

After the reported transactions, CFO Steven L. Cook directly owns 187,209 shares of Omada Health common stock. The amendment corrects an earlier understatement of his beneficial ownership caused by omitted option exercise entries.

At what prices did the Omada Health (OMDA) CFO exercise his stock options?

Steven L. Cook exercised stock options for 11,111 shares at an exercise price of $7.68 and 6,839 shares at an exercise price of $8.01 per share, converting derivative positions into common stock.

What price did the Omada Health (OMDA) CFO receive for the shares sold?

The 17,950 Omada Health common shares were sold at a weighted average price of $18.1278 per share. A footnote notes multiple trades between $18.00 and $18.30, with the reported figure reflecting the overall weighted average.

Why did Omada Health (OMDA) file an amended Form 4/A for its CFO?

The amended Form 4/A was filed because the original Form 4 omitted the option exercise transactions, which caused the reported amount of securities beneficially owned after the sales to be understated. The amendment restates the form and corrects Box 5 ownership figures.

Was the Omada Health (OMDA) CFO’s share sale pre-planned under Rule 10b5-1?

Yes. A footnote states the transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Steven L. Cook on March 14, 2026. Such plans pre-schedule trades, reducing the significance of short-term market timing.

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).

X

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^*

Cook Steven L.

(Last) (First) (Middle)

C/O OMADA HEALTH, INC.

611 GATEWAY BLVD, SUITE 120

(Street)

SOUTH SAN FRANCISCO CALIFORNIA 94080

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Omada Health, Inc. [ OMDA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

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)
06/24/2026

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	06/22/2026		M(1)		6,839	A	$8.01	194,048	D
Common Stock	06/22/2026		M(1)		11,111	A	$7.68	205,159	D
Common Stock	06/22/2026		S(2)		17,950	D	$18.1278(3)	187,209(1)	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
Stock Option (Right to Buy)	$8.01	06/22/2026		M(1)			6,839	(4)	02/08/2034	Common Stock	6,839	$0	43,161	D
Stock Option (Right to Buy)	$7.68	06/22/2026		M(1)			11,111	(5)	01/27/2035	Common Stock	11,111	$0	22,222	D

Explanation of Responses:

1. This Form 4/A restates in its entirety the original Form 4 filed on 6/24/2026 to report exercise transactions that were inadvertently omitted from the original filing. The exercises reported herein were part of same-day exercise-and-sale transactions, and the corresponding sales were timely reported in the original Form 4. Due to the omission of these exercise transactions, the amount of securities beneficially owned following the sales was understated. The amount of securities beneficially owned has been adjusted in Box 5 of Table I of this Form 4/A to correct the aforementioned error.

2. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026.

3. This transaction was executed in multiple trades at prices ranging from $18.00 to $18.30. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

4. 1/48th of the shares subject to the option vest on each monthly anniversary measured from February 1, 2024 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.

5. 1/48th of the shares subject to the option vest on each monthly anniversary measured from February 1, 2025 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.

	/s/ Nathan Salha, as Attorney-in-Fact for Steven L. Cook	07/08/2026
	** 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)