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OMNICELL INC

For the period ended Dec 31, 2023. Filed Feb 28, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 28, 2024

OMCL$35.90-3.9%Stored close · as of Nov 10, 2026

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Contents

Financial Statement Schedule II: Valuation and Qualifying Accounts F-

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Balance atBeginning of Period (1) · Charged (Credited) toCosts and Expenses (2) · AmountsWritten Off (3) · Other Adjustments (4) · Balance atEnd of Period (1)
(In thousands)
Accounts receivable and unbilled receivables$4,286$2,130$(2,079)$935$5,272
Long-term unbilled receivables30(4)——26
Net investment in sales-type leases265(37)——228
Total allowances deducted from assets$4,581$2,089$(2,079)$935$5,526
Accounts receivable and unbilled receivables$5,272$2,658$(2,551)$(226)$5,153
Long-term unbilled receivables269——35
Net investment in sales-type leases22880——308
Total allowances deducted from assets$5,526$2,747$(2,551)$(226)$5,496
Accounts receivable and unbilled receivables$5,153$2,726$(2,441)$126$5,564
Long-term unbilled receivables35(4)—31
Net investment in sales-type leases308(51)——257
Total allowances deducted from assets$5,496$2,671$(2,441)$126$5,852

(1)Allowance for credit losses.

(2)Represents amounts charged and credited for provisions for credit losses.

(3)Represents amounts written off from the allowance and receivable.

(4)Represents other adjustments, such as foreign currency translation and purchase price accounting adjustments in connection with acquisitions.

INDEX TO EXHIBITS

Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date
2.1Securities Purchase Agreement, dated October 29, 2015, by and among Omnicell International, Inc., Omnicell, Inc., Aesynt Holding, L.P., Aesynt, Ltd., and Aesynt Holding Coöperatief U.A.8-K2.110/29/2015
2.2Stock Purchase Agreement, dated November 28, 2016, among Omnicell, Inc., Ateb, Inc., Ateb Canada Ltd., the related stockholders and optionholders, and the stockholders’ agent8-K2.111/29/2016
2.3Equity Purchase Agreement, dated August 11, 2020, by and among Omnicell, Inc., PSGH, LLC, BW Apothecary Holdings, LLC, the sellers identified therein and the sellers’ representative8-K2.18/12/2020
2.4Amendment No. 1, dated October 1, 2020, to Equity Purchase Agreement, by and among Omnicell, Inc. and the sellers’ representative10-Q2.210/30/2020
3.1Amended and Restated Certificate of Incorporation of Omnicell, Inc.8-K3.19/20/2001
3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Omnicell, Inc.10-Q3.28/9/2010
3.3Certificate of Designation of Series A Junior Participating Preferred Stock10-K3.23/28/2003
3.4Third Amended and Restated Bylaws of Omnicell, Inc.8-K3.110/21/2022
4.1Reference is made to Exhibits 3.1, 3.2, 3.3, and 3.4
4.2Form of Common Stock CertificateS-1/A4.17/24/2001
4.3Description of Omnicell, Inc.’s Securities Registered Pursuant to Section 12 of the Exchange Act10-K4.72/26/2020
4.4Indenture, dated as of September 25, 2020, by and between Omnicell, Inc. and U.S. Bank National Association, as Trustee8-K4.19/25/2020
4.5Form of Global Note, representing Omnicell, Inc.’s 0.25% Convertible Senior Notes due 2025 (included as Exhibit A to the Indenture filed as Exhibit 4.4)8-K4.29/25/2020
10.1*Omnicell, Inc Amended and Restated 1997 Employee Stock Purchase Plan, as amendedS-899.15/26/2023
10.2*Omnicell, Inc. 2009 Equity Incentive Plan, as amendedS-899.25/26/2023
10.3*Form of Restricted Stock Unit Award Agreement for the 2009 Equity Incentive Plan, as amended10-Q10.48/9/2012
10.4*Form of Performance Cash Award Grant Notice and Form of Performance Cash Award Agreement for the 2009 Equity Incentive Plan, as amended10-Q10.58/9/2012
10.5*Form of Restricted Stock Bonus Grant Notice and Form of Restricted Stock Bonus Agreement for 2009 Equity Incentive Plan, as amendedS-899.45/24/2018
10.6*Form of Option Grant Notice and Form of Option Agreement for 2009 Equity Incentive Plan, as amended8-K10.13/8/2019
10.7*Form of Option Grant Notice and Form of Global Option Agreement for 2009 Equity Incentive Plan, as amended10-Q10.17/31/2020
10.8*Form of Restricted Stock Unit Grant Notice and Form of Global Restricted Stock Unit Award Agreement for 2009 Equity Incentive Plan, as amended (July 2020)10-K10.92/24/2021
10.9*Form of Restricted Stock Unit Grant Notice and Form of Global Restricted Stock Unit Award Agreement for 2009 Equity Incentive Plan, as amended (February 2021)10-K10.102/24/2021
10.10*Omnicell, Inc. 2010 Quarterly Executive Bonus Plan8-K10.13/17/2010
Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date
10.11*Offer letter between Omnicell, Inc. and Peter J. Kuipers dated August 11, 201510-Q10.311/6/2015
10.12*Offer Letter between Omnicell, Inc. and Scott P. Seidelmann, dated March 29, 201810-K10.412/27/2019
10.13*Offer letter between Omnicell, Inc. and Christine Mellon dated February 12, 202110-K10.322/25/2022
10.14Lease Agreement, dated December 21, 2001, by and between TC Northeast Metro, Inc. and Aesynt Incorporated (formerly McKesson Automation Inc.)10-Q10.35/6/2016
10.15First Amendment to Lease, dated April 8, 2005, by and between Multi-Employer Property Trust and Aesynt Incorporated (formerly McKesson Automation Inc.)10-K10.242/24/2021
10.16Second Amendment to Lease, dated April 21, 2008, by and between NewTower Trust Company Multi-Employer Property Trust and Aesynt Incorporated (formerly McKesson Automation Inc.)10-K10.252/24/2021
10.17Third Amendment to Lease, dated January 11, 2011, between Cranberry Cochran Road, L.P., et al. and Aesynt Incorporated (formerly McKesson Automation Inc.)10-K10.262/24/2021
10.18Fourth Amendment to Lease, dated October 29, 2013, between McKnight Cranberry III, L.P. and Aesynt Incorporated (formerly McKesson Automation Inc.)10-K10.272/24/2021
10.19Fifth Amendment to Lease, dated April 28, 2017, between McKnight Cranberry III, L.P. and Aesynt Incorporated10-Q10.35/5/2017
10.20Sixth Amendment to Lease, dated November 11, 2019, between McKnight Cranberry III, L.P. and Aesynt Incorporated10-K10.392/26/2020
10.21Form of Convertible Note Hedge Confirmation8-K10.19/25/2020
10.22Form of Warrant Confirmation8-K10.29/25/2020
10.23*Promotion letter between Omnicell, Inc. and Corey J. Manley dated May 18, 202210K10.3103/01/2023
10.24*Offer Letter between Omnicell, Inc. and Nchacha E. Etta dated April 30, 202310Q10.308/04/2023
10.25*Form of Option Grant Notice and Form of Global Option Agreement for 2009 Equity Incentive Plan, as amended (May 2023)10Q10.408/04/2023
10.26*Omnicell, Inc. Executive Severance Plan10Q10.111/03/2023
10.27*Separation Agreement dated August 4, 2023 by and between Omnicell, Inc. and Peter J. Kuipers10Q10.211/03/2023
10.28*Form of Restricted Stock Unit Notice and Form of Global Restricted Stock Unit Award Agreement for 2009 Equity Incentive Plan, as amended (August 2023)10Q10.311/03/2023
10.29*Separation Agreement dated October 4, 2023 by and between Omnicell, Inc. and Christine M. Mellon10Q10.411/03/2023
10.30Second Amended and Restated Credit Agreement, dated as of October 10, 2023, among Omnicell, Inc., the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent8-K10.110/16/2023
10.31*Separation Agreement dated November 3, 2023 by and between Omnicell, Inc. and Scott P. Seidelmann8-K10.111/09/2023
10.32*+Form of Director and Officer Indemnity Agreement
21.1+Subsidiaries of the Registrant
23.1+Consent of Independent Registered Public Accounting Firm
Incorporated By Reference
Exhibit NumberExhibit DescriptionFormExhibitFiling Date
24.1+Power of Attorney (included on the signature pages hereto)
31.1+Certification of Chief Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a)
31.2+Certification of Chief Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a)
32.1+Certification of Chief Executive Officer and Chief Financial Officer, as required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350)
97.1+Compensation Clawback Policy
101.INS+Inline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH+Inline XBRL Taxonomy Extension Schema Document
101.CAL+Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF+Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB+Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE+Inline XBRL Taxonomy Extension Presentation Linkbase Document
104+Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
  • Indicates a management contract, compensation plan, or arrangement.

+Filed herewith.

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