Form 4: Omada Health CEO Duffy Reports Significant RSU Grant

Omada Health CEO Sean P. Duffy reported the acquisition of 323,529 restricted stock units and updated his beneficial ownership.

Summary

• Sean P. Duffy, Chief Executive Officer and Director of Omada Health, Inc., reported a transaction on March 5, 2026.
• He acquired 323,529 restricted stock units (RSUs) of Common Stock, where each RSU entitles him to receive one share of Common Stock upon vesting.
• The RSUs vest in quarterly increments, with 1/16th vesting on each quarterly anniversary measured from March 1, 2026, leading to full vesting on the fourth anniversary of this date.
• This transaction was made pursuant to a Rule 10b5-1(c) plan.
• Following this reported transaction, Mr. Duffy directly beneficially owns 441,127 shares of Common Stock.
• He also indirectly beneficially owns 861,109 shares held in family trusts, disclaiming beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this RSU grant as a moderately positive event, as it aligns the CEO's incentives with long-term shareholder value, though it introduces future dilution.

Positives

• The grant of 323,529 restricted stock units (RSUs) to the CEO aligns management's interests with long-term shareholder value creation.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading strategy designed to comply with insider trading regulations and enhance transparency.

Negatives

• The future vesting of 323,529 restricted stock units will result in dilution for existing shareholders.

Risks

• Future dilution of existing shareholders' equity due to the vesting of 323,529 restricted stock units granted to the CEO.

Future Outlook

Not applicable. This filing reports an insider transaction and does not contain forward-looking statements or guidance regarding the company's future performance.

Industry Context

Not applicable. This Form 4 filing details an individual insider transaction and does not provide information relevant to broader industry trends or competitor analysis.

Corporate Governance

Related Party Transactions

• 861,109 shares are indirectly beneficially owned through family trusts for the benefit of the Reporting Person's family members. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest.

Stakeholder Impact

• Shareholders: Potential future dilution from the vesting of 323,529 restricted stock units.
• Management (CEO): Increased long-term equity incentive and alignment with company performance.

Next Steps

• Vesting of 1/16th of the 323,529 restricted stock units on each quarterly anniversary from March 1, 2026, until fully vested on the fourth anniversary.

Key Dates

Keywords

Omada Health, OMDA, Sean P. Duffy, Restricted Stock Units, RSU, Insider Transaction, Form 4, Beneficial Ownership, CEO Compensation, Equity Grant, Rule 10b5-1