Omada Health (OMDA) director granted 882 RSUs instead of cash retainer fees

Q: Is the Omada Health (OMDA) Form 4 transaction a stock purchase or a compensation grant?

The filing shows a compensation grant , not an open-market stock purchase. The 882 shares were awarded as restricted stock units under the Non-Employee Director Compensation Program, replacing cash retainer fees normally paid to the director.

Q: Why did Omada Health (OMDA) grant RSUs instead of cash to its director?

The 882 RSUs were granted in lieu of retainer fees under Omada Health’s Non-Employee Director Compensation Program. This program allows non-employee directors to receive equity awards instead of cash, aligning their compensation more closely with shareholder interests.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ROOT JONATHAN D reported acquisition or exercise transactions in this Form 4 filing.

Omada Health, Inc. director Jonathan D. Root received an equity award of 882 shares of Common Stock in the form of restricted stock units granted under the company’s Non-Employee Director Compensation Program in lieu of cash retainer fees. Each RSU represents one share of Common Stock, to be settled on a date chosen by the director under the program or as otherwise specified by the program. Following this grant, he directly holds 180,175 shares of Common Stock. This is a compensation-related award, not an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider ROOT JONATHAN D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	882	$0.00	--

Holdings After Transaction: Common Stock — 180,175 shares (Direct)

Footnotes (1)

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Key Figures

RSUs granted: 882 shares Grant price per share: $0.00 per share Shares held after grant: 180,175 shares

3 metrics

RSUs granted 882 shares Restricted stock units granted in lieu of retainer fees

Grant price per share $0.00 per share Reported transaction price for the RSU award

Shares held after grant 180,175 shares Total Common Stock directly owned after the RSU award

Key Terms

restricted stock units, RSUs, Non-Employee Director Compensation Program

3 terms

restricted stock units financial

"Represents restricted stock units ("RSUs") that were granted pursuant to the Issuer's Non-Employee Director Compensation Program"

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.

RSUs financial

"Each RSU represents the right to receive one (1) share of Common Stock"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Non-Employee Director Compensation Program financial

"granted pursuant to the Issuer's Non-Employee Director Compensation Program (the "Program") in lieu of retainer fees"

Form 4 Insider Transactions: What Each Field Means →

04/07/2026 - 04:06 PM

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^*

ROOT JONATHAN D

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/05/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/05/2026		A		882⁽¹⁾	A	$0	180,175	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents restricted stock units ("RSUs") that were granted pursuant to the Issuer's Non-Employee Director Compensation Program (the "Program") in lieu of retainer fees. Each RSU represents the right to receive one (1) share of Common Stock, with settlement to take place either (i) on a date selected by the Reporting Person pursuant to the Program or (ii) as otherwise provided by the Program.

	/s/ Nathan Salha, as Attorney-in-Fact for Jonathan D. Root	04/07/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Omada Health (OMDA) director Jonathan D. Root report in this Form 4?

Jonathan D. Root reported receiving 882 restricted stock units of Common Stock from Omada Health as a director compensation award. The RSUs were granted in lieu of cash retainer fees under the Non-Employee Director Compensation Program.

Is the Omada Health (OMDA) Form 4 transaction a stock purchase or a compensation grant?

The filing shows a compensation grant, not an open-market stock purchase. The 882 shares were awarded as restricted stock units under the Non-Employee Director Compensation Program, replacing cash retainer fees normally paid to the director.

How many Omada Health (OMDA) shares does Jonathan D. Root hold after this grant?

After receiving 882 restricted stock units, Jonathan D. Root directly holds 180,175 shares of Omada Health Common Stock. This figure reflects his position following the reported compensation-related equity award to him as a non-employee director.

What are the key terms of the restricted stock units granted by Omada Health (OMDA)?

Each RSU granted to the director represents the right to receive one share of Omada Health Common Stock. Settlement occurs on a date the director selects under the Program or as otherwise provided by the Program’s terms for director compensation.

Why did Omada Health (OMDA) grant RSUs instead of cash to its director?

The 882 RSUs were granted in lieu of retainer fees under Omada Health’s Non-Employee Director Compensation Program. This program allows non-employee directors to receive equity awards instead of cash, aligning their compensation more closely with shareholder interests.