Njoku Nnamdi 4

What Happened

• Njoku Nnamdi, Chief Operating Officer of Omnicell, received 37,409 performance-based restricted stock units (RSUs) that vested on March 15, 2026 (acquired at $0.00). Using the reported disposition price, that award is roughly equivalent to $1.29M (37,409 × $34.40).
• To cover tax withholding on the vesting, 8,456 shares were surrendered/disposed at $34.40 per share for proceeds of $290,886. The award itself is not a purchase—it's vesting of previously granted performance RSUs.

Key Details

• Transaction dates/prices: 2026-03-15 — Award/acquisition of 37,409 RSUs @ $0.00; 2026-03-15 — Withholding/disposition of 8,456 shares @ $34.40 (proceeds $290,886).
• Shares owned after transaction: Not specified in the filing.
• Footnotes: F1 — These were performance-based RSUs granted 3/15/2025 tied to S&P 1000 Healthcare performance; on 3/5/2026 the committee certified 100% of target, triggering the award. F1 also notes 25% vested at the one-year anniversary and the remainder vests in equal quarterly installments over three years (May 15, Aug 15, Nov 15, Feb 15). F2 — The 8,456-share disposition reflects shares withheld to cover taxes.
• Filing timeliness: Report period 3/15/2026; filing date 3/17/2026 — filed within the typical 2-business-day insider reporting window.

Context

• This was a vesting/award event (not an open-market purchase or a motivated sale); the share withholding is a routine tax-withholding action commonly seen when RSUs vest.
• The award arose from prior performance targets (100% of target achieved), so the transaction reflects compensation payout tied to company performance rather than a direct trading decision by the insider.