OMNICELL, INC. — Director's Dealing 2013

Apr 26, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OMNICELL, Inc (OMCL)
CIK: 0000926326
Period of Report: 2013-03-05

Reporting Person: Taborga Jorge R. (Executive VP. Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-05	Common Stock	A	3750	—	Acquired	11293	Direct
2013-03-05	Common Stock	A	7500	—	Acquired	18793	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-05	Stock Option (Righ to Buy)	$18.55	A	7500	Acquired	2023-03-04	Common Stock (7500)	Direct

Footnotes

F1: Restricted Stock Unit shall vest semi-annually, over 4 years. The first vesting date shall be June 15, 2013 and the final vesting date shall be December 15, 2016.

F2: The performance-based restricted stock unit awards vest as to 25% of the shares on the date of the Compensation Committee meeting in 2014 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, 2014 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.

F3: Non-Qualified stock option under the 2009 Stock Plan.

F4: 1/4 of the shares subject to such option shall vest and become exercisable on the twelve-month anniversary of the Vesting Commencement Date and 1/48 of the shares subject to such option shall vest and become exercisable each month thereafter. The Vesting Commencement Date is March 5, 2013.