STOCK TITAN

Omada Health (OMDA) CFO exercises options and sells 50,950 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Omada Health, Inc. Chief Financial Officer Steven L. Cook reported option exercises and matching share sales under a pre-arranged plan. On June 26 and June 29, he exercised stock options to acquire a total of 50,950 shares of common stock at exercise prices of $8.01 and $8.28 per share, then sold 50,950 shares in open-market transactions at weighted average prices of $19.8924 and $21.0678 per share. The filing states these were same-day exercise-and-sale transactions executed pursuant to a Rule 10b5-1 trading plan adopted on March 14, 2026. After these transactions, Cook holds 187,209 shares of Omada Health common stock directly. This Form 4/A restates an earlier Form 4 to add previously omitted exercise transactions and correct the number of securities beneficially owned following the sales.

Positive

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Negative

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Insider Cook Steven L.
Role Chief Financial Officer
Sold 50,950 shs ($1.03M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 17,950 $0.00 --
Exercise Common Stock 17,950 $8.28 $149K
Sale Common Stock 17,950 $21.0678 $378K
Exercise Stock Option (Right to Buy) 13,573 $0.00 --
Exercise Stock Option (Right to Buy) 19,427 $0.00 --
Exercise Common Stock 13,573 $8.28 $112K
Exercise Common Stock 19,427 $8.01 $156K
Sale Common Stock 33,000 $19.8924 $656K
Holdings After Transaction: Stock Option (Right to Buy) — 301,809 shares (Direct, null); Common Stock — 205,159 shares (Direct, null)
Footnotes (1)
  1. This Form 4/A restates in its entirety the original Form 4 filed on 6/30/2026 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 $19.6727 to $20.078. 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. 100% of the shares subject to the option are fully vested and exercisable. 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.
Shares sold 50,950 shares Total common shares sold in open-market transactions on June 26 and June 29, 2026
Weighted average sale price June 26 $19.8924/share Open-market sale of 33,000 common shares on June 26, 2026
Weighted average sale price June 29 $21.0678/share Open-market sale of 17,950 common shares on June 29, 2026
Option exercise prices $8.01 and $8.28/share Exercise prices for stock options converted into Omada Health common stock
Options exercised 50,950 shares Total shares acquired through option exercises tied to M-code transactions
Shares owned after transactions 187,209 shares Common stock directly beneficially owned by CFO after reported trades
10b5-1 plan adoption date March 14, 2026 Date CFO adopted Rule 10b5-1 trading plan referenced in footnote
Option expiration dates July 19, 2031 and February 8, 2034 Expiration dates for stock options referenced in M-code derivative entries
Rule 10b5-1 trading plan regulatory
"Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026."
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, and the corresponding sales were timely reported..."
beneficially owned financial
"Due to the omission of these exercise transactions, the amount of securities beneficially owned following the sales was understated."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Stock Option (Right to Buy) financial
"Stock Option (Right to Buy) ... underlying security title: Common Stock ... underlying security shares: 17950.0000"
fully vested and exercisable financial
"100% of the shares subject to the option are fully vested and exercisable."
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FAQ

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

Omada Health CFO Steven L. Cook reported exercising options for 50,950 shares and selling 50,950 common shares in open-market transactions. These same-day exercise-and-sale trades were executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 14, 2026.

What prices were involved in the Omada Health (OMDA) CFO’s recent share sales?

Steven Cook’s Omada Health share sales used weighted average prices of $19.8924 on June 26 and $21.0678 on June 29. The filing notes trades occurred in multiple executions within price ranges, with full trade-level details available upon request to relevant parties.

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

The Omada Health CFO exercised stock options at exercise prices of $8.01 and $8.28 per share. These options were fully vested, and the exercises formed part of same-day exercise-and-sale transactions disclosed in the amended Form 4/A filing.

How many Omada Health (OMDA) shares does the CFO own after these transactions?

Following the reported option exercises and matching sales, Omada Health CFO Steven Cook directly owns 187,209 shares of common stock. The amended Form 4/A corrects the previously understated beneficial ownership figure in Box 5 due to omitted exercise entries.

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

The Form 4/A for Omada Health’s CFO restates the original Form 4 to include exercise transactions inadvertently omitted. While the related sales were timely reported, the omission understated beneficial ownership, which has now been corrected in Box 5 of Table I.

Were Omada Health (OMDA) CFO share sales made under a Rule 10b5-1 plan?

Yes. A footnote explains that at least one transaction was made pursuant to a Rule 10b5-1 trading plan adopted on March 14, 2026. Such plans pre-schedule trades, indicating the transactions followed a predetermined trading arrangement.
SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/30/2026
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)
CodeVAmount(A) or (D)Price
Common Stock06/26/2026M(1)13,573A$8.28200,782D
Common Stock06/26/2026M(1)19,427A$8.01220,209D
Common Stock06/26/2026S(2)33,000D$19.8924(3)187,209(1)D
Common Stock06/29/2026M(1)17,950A$8.28205,159D
Common Stock06/29/2026S(2)17,950D$21.0678187,209(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$8.2806/26/2026M(1)13,573 (4)07/19/2031Common Stock13,573$0319,759D
Stock Option (Right to Buy)$8.0106/26/2026M(1)19,427 (5)02/08/2034Common Stock19,427$020,834D
Stock Option (Right to Buy)$8.2806/29/2026M(1)17,950 (4)07/19/2031Common Stock17,950$0301,809D
Explanation of Responses:
1. This Form 4/A restates in its entirety the original Form 4 filed on 6/30/2026 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 $19.6727 to $20.078. 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. 100% of the shares subject to the option are fully vested and exercisable.
5. 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.
/s/ Nathan Salha, as Attorney-in-Fact for Steven L. Cook07/08/2026
** Signature of Reporting PersonDate
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)