Omada Health, Inc.
For the period ended Sep 30, 2025. Filed Nov 7, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 7, 2025
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Item 5. Other Information
During the three months ended September 30, 2025, none of our directors or “officers” (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as follows:
On August 15, 2025, Sean Duffy, our Chief Executive Officer and a member of our board of directors, individually and through a trust under which he is a beneficiary, adopted a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 Plan”) for the sale of up to (i)591,275 shares of our common stock and (ii) the number of shares of our common stock Mr. Duffy will receive following the vesting of restricted stock units covering an aggregate of 27,138 shares of our common stock and the satisfaction of tax obligations in connection with such vesting (the total number of shares to be sold covered under clause (ii) is not yet determinable).The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or June 4, 2026.
On August 15, 2025, Steve Cook, our Chief Financial Officer, adopted a Rule 10b5-1 Plan for the sale of up to (i)380,942 shares of our common stock and (ii) the number of shares of our common stock Mr. Cook will receive following the vesting of restricted stock units covering an aggregate of 12,335 shares of our common stock and the satisfaction of tax obligations in connection with such vesting (the total number of shares to be sold covered under clause (ii) is not yet determinable). The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or June 4, 2026.
On August 15, 2025, Wei-Li Shao, our President, adopted a Rule 10b5-1 Plan for the sale of the number of shares of our common stock Mr. Shao will receive following the vesting of restricted stock units covering an aggregate of 14,802 shares of our common stock and the satisfaction of tax obligations in connection with such vesting (the total number of shares to be sold covered under clause (ii) is not yet determinable). The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or June 4, 2026.
On August 15, 2025, Craig Gracey, our Chief Accounting Officer, adopted a Rule 10b5-1 Plan for the sale of up to 20,833 shares of our common stock. The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or June 4, 2026.
No sales or transfer of shares of Company common stock or other securities may be made under the above Rule 10b5-1 Plans prior to the expiration of the restricted period set forth in the lock-up agreements.
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