07/08/2026 | Press release | Distributed by Public on 07/08/2026 18:17
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $8.28 | 06/26/2026 | M(1) | 13,573 | (4) | 07/19/2031 | Common Stock | 13,573 | $ 0 | 319,759 | D | ||||
| Stock Option (Right to Buy) | $8.01 | 06/26/2026 | M(1) | 19,427 | (5) | 02/08/2034 | Common Stock | 19,427 | $ 0 | 20,834 | D | ||||
| Stock Option (Right to Buy) | $8.28 | 06/29/2026 | M(1) | 17,950 | (4) | 07/19/2031 | Common Stock | 17,950 | $ 0 | 301,809 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Cook Steven L. C/O OMADA HEALTH, INC. 611 GATEWAY BLVD, SUITE 120 SOUTH SAN FRANCISCO, CA 94080 |
Chief Financial Officer | |||
| /s/ Nathan Salha, as Attorney-in-Fact for Steven L. Cook | 07/08/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This Form 4/A restates in its entirety the original Form 4 filed on 6/30/2026 to report exercise transactions that were inadvertently omitted from the original filing. The exercises reported herein were part of same-day exercise-and-sale transactions, and the corresponding sales were timely reported in the original Form 4. Due to the omission of these exercise transactions, the amount of securities beneficially owned following the sales was understated. The amount of securities beneficially owned has been adjusted in Box 5 of Table I of this Form 4/A to correct the aforementioned error. |
| (2) | Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026. |
| (3) | This transaction was executed in multiple trades at prices ranging from $19.6727 to $20.078. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
| (4) | 100% of the shares subject to the option are fully vested and exercisable. |
| (5) | 1/48th of the shares subject to the option vest on each monthly anniversary measured from February 1, 2024 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date. |