SEC Form 4 · accession 0001179110-15-002260
OMNICELL, INC. · OMCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
J Christopher Drew
Officer — Executive VP, Field Operations
Period of report
Feb 6, 2015
Accepted (ET)
Feb 10, 2015 · 5:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000926326
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 6, 2015 | A | 4,167 | $0.00 | A | 139,832 | D | |
| Common StockF3 | Feb 6, 2015 | A | 8,333 | $0.00 | A | 148,165 | D | |
| Common Stock | holding | — | — | — | 10,504 | I | In Trust for Family | |
| Common Stock | holding | — | — | — | 135,665 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $34.02 | Feb 6, 2015 | A | 12,500 | A | Feb 6, 2016 | Feb 5, 2025 | Common Stock | 12,500 | 12,500 | D |
Explanation of responses
- F1Shares shall vest semiannually over 48 months.
- F2Shares vest ratably over a 48 month period, with a 1 year cliff.
- F3The performance-based restricted stock unit awards vest as to 25% of the shares on the date of the Compensation Committee meeting in 2016 when the Committee reviews the performance-based metrics and determines if they were met or not with the remaining shares vesting on a semi-annual basis over a period of thirty-six months commencing on June 15, 2016 if the Company meets certain stock performance objectives compared to the NASDAQ Healthcare Index. The actual number of performance based stock awards that vest may be 0%, 50% or 100% of the numbers reflected above, depending upon the Company's performance.