4/A: Omada Health Exec Restates Ownership Filing

Omada Health's Chief Financial Officer, Steven L. Cook, has filed a Form 4/A to correct previously omitted stock option exercise details.

Summary

• Steven L. Cook, Chief Financial Officer of Omada Health, Inc., filed an amended Form 4 (Form 4/A) on July 8, 2026, to correct an omission in a prior filing dated June 30, 2026.
• The amendment rectifies the inadvertent omission of stock option exercise transactions.
• These exercises were part of same-day exercise-and-sale transactions, with the sales having been reported on the original Form 4.
• The omission led to an understatement of the securities beneficially owned following the sales.
• The filing details the acquisition of common stock through the exercise of stock options on June 26, 2026, and June 29, 2026, at prices of $8.28 and $8.01 per share, respectively.
• A sale of 33,000 shares of common stock occurred on June 26, 2026, at a weighted average price of $19.8924.
• Another sale of 17,950 shares occurred on June 29, 2026, at a price of $21.0678.
• The filing also clarifies the vesting schedule for certain stock options, with full vesting occurring on the fourth anniversary of the Vesting Commencement Date of February 1, 2024.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, primarily a procedural correction of a previous filing error without new strategic information or significant financial performance indicators.

Positives

• The company has a mechanism (10b5-1 trading plan) for executives to manage stock sales.
• The executive is actively managing their stock options and participating in the company's stock.
• The correction of the filing demonstrates a commitment to accurate reporting.

Negatives

• An omission in a previous SEC filing led to an understatement of beneficial ownership.
• The executive sold shares at prices significantly higher than the exercise prices of the options.

Risks

• Potential for further errors in SEC filings, impacting investor confidence.
• The sale of shares by a key executive could be interpreted negatively by the market, although it was part of a pre-planned strategy.

Future Outlook

The filing does not contain forward-looking statements or guidance. It is a report of past transactions.

Management Comments

• The 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.
• Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on March 14, 2026.
• 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.
• 100% of the shares subject to the option are fully vested and exercisable.
• 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.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard for executives and directors to report changes in their stock holdings. The use of a 10b5-1 plan by Omada Health's CFO is a common practice to pre-arrange stock sales, providing an affirmative defense against insider trading allegations. The restatement indicates a procedural error rather than a change in strategy.

Stakeholder Impact

• Shareholders: The correction clarifies beneficial ownership, ensuring accurate reporting. The sales themselves, executed under a 10b5-1 plan, are pre-determined and do not necessarily signal a negative outlook on the company's future performance.

Next Steps

• The reporting person will continue to adhere to the terms of their 10b5-1 trading plan.
• The company will ensure future filings are accurate and complete.

Key Dates

Keywords

Form 4/A, Omada Health, Steven L. Cook, Stock Options, Beneficial Ownership, SEC Filing, Insider Trading, 10b5-1 Plan, Stock Sale, Executive Compensation