Omada Health (NASDAQ: OMDA) CEO logs 9,266-share planned sale of common stock

Rhea-AI Filing Summary

Omada Health, Inc. reported an insider stock sale by Chief Executive Officer and director Sean P. Duffy. On December 10, 2025, he sold 9,266 shares of common stock at a weighted average price of $15.3657 per share in an open-market transaction coded S.

The sale was made under a Rule 10b5-1 trading plan adopted on August 15, 2025. After this transaction, Duffy beneficially owned 126,644 shares directly and 861,109 shares indirectly through family trusts for the benefit of his family members, and he disclaims beneficial ownership of the trust-held shares except to the extent of his pecuniary interest.

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^*

Duffy Sean P.

(Last) (First) (Middle)

C/O OMADA HEALTH, INC.

611 GATEWAY BLVD, SUITE 120

(Street)

SAN FRANCISCO CA 94080

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	12/10/2025		S(1)		9,266	D	$15.3657(2)	126,644	D
Common Stock								861,109	I	See footnote(3)

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. Transaction made pursuant to a 10b5-1 trading plan adopted by Sean P. Duffy on August 15, 2025.

2. This transaction was executed in multiple trades at prices ranging from $15.24 to $15.51. 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.

3. 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.

	/s/ Nathan Salha, as Attorney-in-Fact for Sean P. Duffy	12/12/2025
	** 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.

FAQ

What insider share sale did Omada Health (OMDA) disclose in this report?

The report discloses that CEO Sean P. Duffy sold 9,266 shares of Omada Health common stock on December 10, 2025 in an open-market transaction coded S.

Who is the insider involved in the Omada Health (OMDA) stock transaction and what is his role?

The insider is Sean P. Duffy, who serves as Chief Executive Officer and a director of Omada Health, Inc.

At what price were the Omada Health (OMDA) shares sold in this transaction?

The 9,266 shares were sold at a weighted average price of $15.3657 per share, based on multiple trades executed between $15.24 and $15.51.

Was the Omada Health (OMDA) CEO share sale made under a Rule 10b5-1 trading plan?

Yes. The filing states the transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Sean P. Duffy on August 15, 2025.

How many Omada Health (OMDA) shares does the CEO beneficially own after the sale?

After the sale, Sean P. Duffy beneficially owned 126,644 shares directly and 861,109 shares indirectly through family trusts, with beneficial ownership of the trust shares disclaimed except for his pecuniary interest.

How is indirect ownership described for the Omada Health (OMDA) CEO in this filing?

Indirect holdings are reported as shares held in family trusts for the benefit of the reporting person’s family members, and he disclaims beneficial ownership except to the extent of his pecuniary interest.