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Employee Benefits and Share-Based Compensation | 12 Months Ended
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Dec. 31, 2025
Share-Based Payment Arrangement [Abstract] |
Employee Benefits and Share-Based Compensation | Employee Benefits and Share-Based Compensation Equity Incentive Plans 1997 Employee Stock Purchase Plan The Company has an Employee Stock Purchase Plan (“ESPP”), under which employees can purchase shares of its common stock based on a percentage of their compensation, but not greater than 15% of their earnings; provided, however, an eligible employee’s right to purchase shares of the Company’s common stock may not accrue at a rate which exceeds $25,000 of the fair market value of such shares for each calendar year in which such rights are outstanding. The purchase price per share must be equal to the lower of 85% of the fair value of the common stock at the beginning of a 24-month offering period or the end of each six-month purchasing period. 2009 Equity Incentive Plan The 2009 Equity Incentive Plan (“2009 Plan”), as amended, provides for the issuance of incentive stock options, RSAs, RSUs, PSUs, and other stock awards to the Company’s employees, directors, and consultants. RSUs generally vest over periods of up to four years, with one-fourth of the shares vesting one year from the vesting commencement date with respect to initial grants, and the remaining shares vesting in 12 equal quarterly installments thereafter. Awards of restricted stock to non-employee directors are granted on the date of the annual meeting of stockholders and vest in full on the date of the next annual meeting of stockholders, provided such non-employee director remains a director on such date. PSUs granted to the Company’s executives may include performance and market conditions. PSUs become eligible for vesting when certain market or performance conditions are met. PSUs generally vest over periods of up to four years, with one-fourth of the shares vesting approximately one year from the vesting commencement date with respect to initial grants and upon confirmation by the Compensation Committee that the performance target has been met, and the remaining shares generally vesting in equal semi-annual or quarterly installments over the remaining three years. Vesting is contingent upon continued service. Share-Based Compensation Expense The following table sets forth the total share-based compensation expense:
| Year Ended December 31,
| 2025 |  | 2024 |  | 2023
| (In thousands)
Cost of product and service revenues | $ | 4,896 |  |  | $ | 6,373 |  |  | $ | 8,288 |
Research and development | 3,765 |  |  | 4,441 |  |  | 6,941 |
Selling, general, and administrative | 35,841 |  |  | 28,502 |  |  | 40,071 |
Total share-based compensation expense | $ | 44,502 |  |  | $ | 39,316 |  |  | $ | 55,300 |
During the years ended December 31, 2025 and 2024, the Company capitalized approximately $2.4 million and $3.6 million, respectively, of non-cash share-based compensation expense to internal-use and external-use software development costs related to internal labor. The Company did not capitalize any material non-cash share-based compensation expense to inventory during the years ended December 31, 2025 and 2024. Income tax expense realized from share-based compensation was $4.4 million, $5.4 million, and $6.5 million for the years ended December 31, 2025, 2024, and 2023, respectively. Employee Stock Purchase Plan (“ESPP”) The following assumptions were used to value shares under the ESPP:
| Year Ended December 31,
| 2025 |  | 2024 |  | 2023
Expected life, years | 0.5 - 2.0 |  | 0.5 - 2.0 |  | 0.5 - 2.0
Expected volatility, % | 45.8% - 58.7% |  | 33.7% - 58.7% |  | 31.7% - 63.9%
Risk-free interest rate, % | 3.9% -5.2% |  | 1.5% -5.5% |  | 0.1% - 5.5%
Dividend yield, % | — | % |  | — | % |  | — | %
For the years ended December 31, 2025 and 2024, employees purchased approximately 612,000 and 524,000 shares of common stock, respectively, under the ESPP at a weighted-average price of $24.55 and $24.14, respectively. Stock Options There were no stock options granted during the years ended December 31, 2025 and 2024. During the year ended December 31, 2023, the Company granted 200,000 shares of options at the weighted-average fair value per share of options of $19.48. The following table summarizes the stock option activity under the 2009 Plan:
| Number of Shares |  | Weighted-Average Exercise Price |  | Weighted-Average Remaining Years |  | Aggregate Intrinsic Value
| (In thousands, except per share data)
Outstanding at December 31, 2024 | 1,760 |  |  | $ | 67.51 |  |  | 3.6 |  | $ | 2,619 |
Granted | — |  |  | — |  |  |  |  |
Exercised | (63) |  |  | 29.13 |  |  |  |  |
Expired | (344) |  |  | 72.55 |  |  |  |  |
Forfeited | — |  |  | — |  |  |  |  |
Outstanding at December 31, 2025 | 1,353 |  |  | $ | 68.10 |  |  | 3.2 |  | $ | 1,787 |
Exercisable at December 31, 2025 | 1,353 |  |  | $ | 68.10 |  |  | 3.2 |  | $ | 1,787 |
Vested and expected to vest at December 31, 2025 and thereafter | 1,353 |  |  | $ | 68.10 |  |  | 3.2 |  | $ | 1,787 |
Restricted Stock Units (“RSUs”) The following table summarizes the RSU activity under the 2009 Plan:
| Number of Shares |  | Weighted-Average Grant Date Fair Value |  | Weighted-Average Remaining Years |  | Aggregate Intrinsic Value
| (In thousands, except per share data)
Outstanding at December 31, 2024 | 1,614 |  |  | $ | 54.58 |  |  | 1.6 |  | $ | 71,849 |
Granted | 994 |  |  | 32.13 |  |  |  |  |
Vested | (534) |  |  | 62.70 |  |  |  |  |
Forfeited | (413) |  |  | 49.86 |  |  |  |  |
Outstanding and unvested at December 31, 2025 | 1,661 |  |  | $ | 39.65 |  |  | 1.5 |  | $ | 75,261 |
The weighted-average grant date fair value per share of RSUs granted during the years ended December 31, 2025, 2024, and 2023 was $32.13, $40.35, and $63.74, respectively. The total fair value of RSUs that vested in the years ended December 31, 2025, 2024, and 2023 was $33.5 million, $34.1 million, and $38.0 million, respectively. As of December 31, 2025, total unrecognized compensation cost related to RSUs was $44.9 million, which is expected to be recognized over the remaining weighted-average vesting period of 2.7 years. Performance-Based Stock Unit Awards (“PSUs”) During the year ended December 31, 2024, the Company granted 177,069 PSUs to its executive officers, of which 176% became eligible for vesting upon the achievement of a certain level of shareholder return. During the year ended December 31, 2025, the Company granted 139,348 PSUs to its executive officers, of which 0% to 200% may become eligible for vesting depending on the level of shareholder return for the period from March 1, 2025 through March 1, 2026. The number of shares that vest at the end of the performance period depends on the percentile ranking of the total shareholder return for Omnicell stock over the performance period relative to the total shareholder return of certain companies in the healthcare sector of the S&P 400 and S&P 600 indexes. Stock price appreciation is calculated based on the trailing 20-day average stock price just prior to the first trading day of March in the grant year, compared to the trailing 20-day average stock price just prior to the first trading day of March in the year subsequent to the grant year. The following table summarizes the PSU activity under the 2009 Plan:
| Number of Shares |  | Weighted-Average Grant Date Fair Value
| (In thousands, except per share data)
Outstanding at December 31, 2024 | 177 |  |  | $ | 28.67 |
Granted (Awarded) | 139 |  |  | 32.66 |
Additional granted based on performance achievement | 135 |  |  | 28.67 |
Vested (Released) | (136) |  |  | 28.67 |
Forfeited | (21) |  |  | 28.67 |
Outstanding and unvested at December 31, 2025 | 294 |  |  | $ | 30.56 |
The weighted-average grant date fair value per share of PSUs granted during the years ended December 31, 2025, 2024, and 2023 was $32.66, $28.67, and $122.29, respectively. The total fair value of PSUs that vested in the years ended December 31, 2025, 2024, and 2023 was $3.9 million, $1.6 million, and $6.1 million, respectively. As of December 31, 2025, total unrecognized compensation cost related to PSUs was approximately $2.3 million, which is expected to be recognized over the remaining weighted-average vesting period of 2.1 years. Summary of Shares Reserved for Future Issuance under Equity Incentive Plans The Company had the following ordinary shares reserved for future issuance under its equity incentive plans as of December 31, 2025:
| Number of Shares
| (In thousands)
Stock options outstanding | 1,353 |
Non-vested restricted stock awards | 2,009 |
Shares authorized for future issuance | 3,857 |
ESPP shares available for future issuance | 2,114 |
Total shares reserved for future issuance | 9,333 |
401(k) Plan The Company has established a pre-tax savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended. The 401(k) Plan allows eligible employees in the United States to voluntarily contribute a portion of their pre-tax salary, subject to a maximum limit specified in the Internal Revenue Code. The Company generally matches 50% of employee contributions up to $3,000, annually. The Company’s contributions under this plan were $7.9 million, $7.5 million, and $7.9 million in the years ended December 31, 2025, 2024, and 2023, respectively.

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- Definition The entire disclosure for an entity's employee compensation and benefit plans, including, but not limited to, postemployment and postretirement benefit plans, defined benefit pension plans, defined contribution plans, non-qualified and supplemental benefit plans, deferred compensation, share-based compensation, life insurance, severance, health care, unemployment and other benefit plans. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 715 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/715/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 712 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/712/tableOfContent Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 710 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/710/tableOfContent Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent + Details
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