SEC Form 4/A · accession 0001179110-18-010845
OMNICELL, INC. · OMCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Randall A Lipps
Officer — Chairman, President and CEO · Director
Period of report
Jun 19, 2018
Accepted (ET)
Aug 23, 2018 · 6:58 pm EDT
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 StockF5 | Jun 19, 2018 | S | 9,483 | $52.0408 | D | 191,265 | D | |
| Common StockF4 | Jun 19, 2018 | M | 18,154 | $0.00 | A | 209,419 | D | |
| Common StockF3 | Jun 19, 2018 | S | 18,154 | $52.00 | D | 191,265 | D | |
| Common StockF8 | holding | — | — | — | 200,748 | D | ||
| Common StockF6,F1 | holding | — | — | — | 361,701 | I | In Trust with Wife | |
| Common StockF7,F2 | holding | — | — | — | 14,549 | 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 Options NQ (right to Buy)F4 | $25.08 | Jun 19, 2018 | M | 18,154 | D | Feb 4, 2015 | Feb 3, 2025 | Common Stock | 18,154 | 18,154 | D |
Explanation of responses
- F1Shares held in trust with Mr. Lipps' wife.
- F2Shares held in trust for the benefit of Mr. Lipps' children.
- F3The price reported in Column 4 is the exact price of $52.00 the shares sold. The reporting person undertakes to provide to Omnicell, Inc., any security holder of Omnicell, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading Plan.
- F5The price reported in Column 4 is the Average price of $52.0408. The shares sold between $51.35 to $52.25. The reporting person undertakes to provide to Omnicell, Inc., any security holder of Omnicell, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F6This amendment is being filed to correct the balance of shares held in trust with the reporting person's wife. This balance was incorrectly reported as 393,228 shares; however, the correct balance is 361,701 shares. As originally reported in a Form 4 filed on June 20, 2017, the reporting person sold 31,527 shares from this trust on June 19, 2017 pursuant to a Rule 10b5-1 trading plan. However, due to an administrative error, this reported sale was not correctly reflected in the balance of shares held in this trust in all Form 4s filed by the reporting person following the sale from July 28, 2017 through June 20, 2018.
- F7Reflects a transfer of 1,000 shares in June 2018 from this trust directly to the reporting person's child (who is no longer a minor) as the reporting person no longer has a reportable beneficial interest in such shares.
- F8This reflects the correct starting balance of directly owned shares which was incorrectly reported due to an administrative error in the original Form 4,filed on June 20, 2018.