SEC Form 4 · accession 0001179110-18-001773
OMNICELL, INC. · OMCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randall A Lipps
Officer — Chairman, President and CEO · Director
Period of report
Feb 6, 2018
Accepted (ET)
Feb 8, 2018 · 12:47 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 StockF4 | Feb 6, 2018 | A | 55,088 | $0.00 | A | 224,206 | D | |
| Common Stock | holding | — | — | — | 169,118 | D | ||
| Common StockF1 | holding | — | — | — | 393,228 | I | In Trust with Wife | |
| Common StockF2 | holding | — | — | — | 15,549 | I | In Trust for Children |
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)F3 | $44.25 | Feb 6, 2018 | A | 161,678 | A | Feb 6, 2019 | Feb 6, 2028 | Common Stock | 161,678 | 161,678 | D |
Explanation of responses
- F1Shares held in trust with Mr. Lipps' wife.
- F2Shares held in trust for the benefit of Mr. Lipps' children.
- F3Shares shall vest ratably over 48 month period, with a year cliff.
- F4The Performance-based restricted stock unit awards vest as to 25% of the shares on the date of the Compensation Committee meeting in 2019 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, 2019 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.