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Omada Health (OMDA) CEO logs 17,258-share exercise-and-sale under 10b5-1 plan

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

Rhea-AI Filing Summary

Omada Health, Inc.’s Chief Executive Officer Sean P. Duffy reported an amended insider transaction showing a series of same-day option exercises and open-market sales of common stock. Over June 24–26, 2026, he exercised options for 17,258 shares and sold 17,258 shares at prices around the high‑$19 to $20.90 range in pre-planned trades under a Rule 10b5-1 trading plan.

The amendment corrects the original Form 4 by adding the omitted exercise entries and adjusting the number of securities beneficially owned after the transactions. Following these sales, Duffy directly held 411,861 shares of Omada Health common stock, while family trusts held 851,659 additional shares for the benefit of his family members, for which he disclaims beneficial ownership except for his pecuniary interest.

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Insider Duffy Sean P.
Role Chief Executive Officer
Sold 17,258 shs ($342K)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 9,844 $0.00 --
Exercise Stock Option (Right to Buy) 4,314 $0.00 --
Exercise Common Stock 9,844 $5.82 $57K
Sale Common Stock 9,844 $19.6072 $193K
Exercise Common Stock 4,314 $8.28 $36K
Sale Common Stock 4,314 $20.90 $90K
Exercise Stock Option (Right to Buy) 300 $0.00 --
Exercise Common Stock 300 $5.82 $2K
Sale Common Stock 300 $19.0033 $6K
Exercise Stock Option (Right to Buy) 2,800 $0.00 --
Exercise Common Stock 2,800 $5.82 $16K
Sale Common Stock 2,800 $19.0139 $53K
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 168,371 shares (Direct, null); Common Stock — 421,705 shares (Direct, null); Common Stock — 851,659 shares (Indirect, See footnote)
Footnotes (1)
  1. This Form 4/A restates in its entirety the original Form 4 filed on 6/26/2026 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 13, 2026. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.03. 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. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.01. 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. Held in family trusts for the benefit of the Reporting Person's family members. The Reporting Person disclaims beneficial ownership of the shares held by the family trusts except to the extent of his pecuniary interest therein. 100% of the shares subject to the option are fully vested and exercisable
Shares sold 17,258 shares Total Omada Health common shares sold in June 2026 trades
Shares exercised 17,258 shares Total common shares acquired via option exercises tied to these sales
Highest reported sale price $20.90 per share Open-market sale of 4,314 common shares on June 26, 2026
Option exercise price $8.28 per share Exercise of 4,314 stock options into common stock
Option exercise price $5.82 per share Exercise of multiple stock option tranches into common stock
Direct holdings after trades 411,861 shares Common stock directly owned by Sean P. Duffy after June 2026 transactions
Family trust holdings 851,659 shares Common stock held in family trusts as of June 24, 2026
Rule 10b5-1 trading plan regulatory
"Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 13, 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."
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.
beneficial ownership financial
"Due to the omission of these exercise transactions, the amount of securities beneficially owned following the sales was understated."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
family trusts financial
"Held in family trusts for the benefit of the Reporting Person's family members."
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FAQ

What did Omada Health (OMDA) CEO Sean P. Duffy report in this amended Form 4?

Sean P. Duffy reported an amended set of insider transactions combining option exercises and matching open-market sales of Omada Health common stock. The amendment adds previously omitted exercise entries and corrects his reported beneficial ownership after the sales.

How many Omada Health (OMDA) shares did the CEO sell and at what prices?

Sean P. Duffy sold a total of 17,258 Omada Health common shares across several trades. Reported weighted average sale prices ranged from about $19.00 per share to $20.90 per share, reflecting open-market transactions disclosed in the filing.

What stock options did Omada Health (OMDA) CEO Sean P. Duffy exercise?

He exercised stock options for 17,258 Omada Health common shares, including 4,314 shares at a $8.28 exercise price and multiple tranches at a $5.82 exercise price. The filing notes these options were fully vested and exercisable at the time of exercise.

How many Omada Health (OMDA) shares does the CEO hold after these transactions?

After the reported sales and exercises, Sean P. Duffy directly held 411,861 Omada Health common shares. In addition, family trusts held 851,659 shares for his family members, with Duffy disclaiming beneficial ownership except for his pecuniary interest in those trust shares.

Why was this Omada Health (OMDA) Form 4/A filed as an amendment?

The Form 4/A restates the original filing to include exercise transactions that were inadvertently omitted. Those omissions caused the previously reported post-transaction beneficial ownership to be understated, so Box 5 was adjusted to reflect the corrected share balances after the same-day exercise-and-sale activity.

Were Omada Health (OMDA) CEO share sales made under a trading plan?

Yes. A footnote states the transactions were made under a Rule 10b5-1 trading plan adopted by Sean P. Duffy on March 13, 2026. Such plans pre-schedule trades, indicating the timing of these sales was determined in advance rather than on an ad hoc basis.
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*
Duffy Sean P.

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026
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)
06/26/2026
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 Stock06/24/2026M(1)2,800A$5.82414,661D
Common Stock06/24/2026S(2)2,800D$19.0139(3)411,861(1)D
Common Stock06/25/2026M(1)300A$5.82412,161D
Common Stock06/25/2026S(2)300D$19.0033(4)411,861(1)D
Common Stock06/26/2026M(1)9,844A$5.82421,705D
Common Stock06/26/2026S(2)9,844D$19.6072411,861(1)D
Common Stock06/26/2026M(1)4,314A$8.28416,175D
Common Stock06/26/2026S(2)4,314D$20.9411,861(1)D
Common Stock851,659ISee footnote(5)
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)$5.8206/24/2026M(1)2,800 (6)08/21/2029Common Stock2,800$0178,515D
Stock Option (Right to Buy)$5.8206/25/2026M(1)300 (6)08/21/2029Common Stock300$0178,215D
Stock Option (Right to Buy)$5.8206/26/2026M(1)9,844 (6)08/21/2029Common Stock9,844$0168,371D
Stock Option (Right to Buy)$8.2806/26/2026M(1)4,314 (6)05/05/2031Common Stock4,314$0129,019D
Explanation of Responses:
1. This Form 4/A restates in its entirety the original Form 4 filed on 6/26/2026 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 13, 2026.
3. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.03. 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. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.01. 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.
5. Held in family trusts for the benefit of the Reporting Person's family members. The Reporting Person disclaims beneficial ownership of the shares held by the family trusts except to the extent of his pecuniary interest therein.
6. 100% of the shares subject to the option are fully vested and exercisable
/s/ Nathan Salha, as Attorney-in-Fact for Sean P. Duffy07/08/2026
** 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)