OMNICELL, INC. — Director's Dealing 2018

Aug 23, 2018

SEC Form 4/A — Form 4/A

Issuer: OMNICELL, Inc (OMCL)
CIK: 0000926326
Period of Report: 2018-06-19

Reporting Person: LIPPS RANDALL A (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-19	Common Stock	S	9483	$52.0408	Disposed	191265	Direct
2018-06-19	Common Stock	M	18154	—	Acquired	209419	Direct
2018-06-19	Common Stock	S	18154	$52.00	Disposed	191265	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-19	Stock Options NQ (right to Buy)	$25.08	M	18154	Disposed	2025-02-03	Common Stock (18154)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	200748	Direct
Common Stock	361701	Indirect
Common Stock	14549	Indirect

Footnotes

F1: Shares held in trust with Mr. Lipps' wife.

F2: Shares held in trust for the benefit of Mr. Lipps' children.

F3: The price reported in Column 4 is the exact price of $52.00 the shares sold. The reporting person undertakes to provide to Omnicell, Inc., any security holder of Omnicell, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading Plan.

F5: The price reported in Column 4 is the Average price of $52.0408. The shares sold between $51.35 to $52.25. The reporting person undertakes to provide to Omnicell, Inc., any security holder of Omnicell, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: This amendment is being filed to correct the balance of shares held in trust with the reporting person's wife. This balance was incorrectly reported as 393,228 shares; however, the correct balance is 361,701 shares. As originally reported in a Form 4 filed on June 20, 2017, the reporting person sold 31,527 shares from this trust on June 19, 2017 pursuant to a Rule 10b5-1 trading plan. However, due to an administrative error, this reported sale was not correctly reflected in the balance of shares held in this trust in all Form 4s filed by the reporting person following the sale from July 28, 2017 through June 20, 2018.

F7: Reflects a transfer of 1,000 shares in June 2018 from this trust directly to the reporting person's child (who is no longer a minor) as the reporting person no longer has a reportable beneficial interest in such shares.

F8: This reflects the correct starting balance of directly owned shares which was incorrectly reported due to an administrative error in the original Form 4,filed on June 20, 2018.