SEC Form 4 · accession 0001179110-19-002030
OMNICELL, INC. · OMCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nhat H Ngo
Officer — EVP, Marketing, S & B D
Period of report
Feb 13, 2019
Accepted (ET)
Feb 15, 2019 · 7:49 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 StockF2 | Feb 13, 2019 | A | 3,041 | $0.00 | A | 34,073 | D | |
| Common StockF3 | Feb 13, 2019 | A | 3,496 | $0.00 | A | 37,569 | D | |
| Common Stock | holding | — | — | — | 31,032 | 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)F1 | $78.91 | Feb 13, 2019 | A | 12,759 | A | Feb 13, 2020 | Feb 12, 2029 | Common Stock | 12,759 | 12,759 | D |
Explanation of responses
- F1Shares shall vest ratably over 48 month period, with a year cliff.
- F2Restricted Stock Units shall vest semiannually on 6/15 and 12/15 for a period of 4 years.
- F3The Performance-based restricted stock unit awards vest as to 25% of the shares on the date of the Compensation Committee meeting in 2020 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, 2020 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.