−Removed: Omnicell, a leader in transforming the pharmacy care delivery model, is committed to solving the critical challenges inherent in medication management and elevating the role of clinicians within healthcare as an essential component of care delivery.
−Removed: Omnicell is focused on helping its customers to define and deliver a cost effective medication management strategy that is designed to equip and empower pharmacists and nurses to focus on patient care rather than administrative tasks, and to drive improved clinical, operational, and financial outcomes across all care settings.
−Removed: We are doing this with an industry-leading medication management infrastructure which includes robotics, smart devices, intelligent software, and expert services.
−Removed: This comprehensive set of solutions provides the critical foundation for customers to realize the industry vision of the Autonomous Pharmacy, a vision defined by pharmacy leaders for improving operational efficiencies and ultimately targeting zero-error medication management.
+Added: Omnicell, a leader in transforming the pharmacy and nursing care delivery model, is committed to solving the critical challenges inherent in medication management and elevating the role of clinicians within healthcare as an essential component of care delivery.
+Added: Omnicell is focused on helping its customers define and deliver a cost-effective medication management strategy designed to equip and empower pharmacists and nurses to focus on patient care rather than administrative tasks, and to drive improved clinical, operational, and financial outcomes across all care settings.
+Added: We are doing this with an industry-leading medication management infrastructure which includes robotics and smart devices, software workflows, expert services, and operational and optimization analytics.
+Added: This comprehensive set of solutions provides the critical foundation for customers to realize the Autonomous Pharmacy, an industry-wide vision defined by pharmacy leaders for improving operational efficiencies and ultimately targeting zero-error medication management.
Business Strategy
−Removed: spent a tota l of $634 bil lion on prescription drugs in 2022, an increase of 9% compared to 2021, and pr escription drugs impact the vast majority of patients in virtually all settings of care.
+Added: In 2023, the United States spent $723 billion on prescription drugs, a 13.6% increase from 2022.
+Added: This was the largest annual spending increase in 20 years and impacted patients in virtually all settings of care.
We believe there are significant challenges facing the practice of pharmacy today including, but not limited to, budget constraints, increased healthcare worker turnover rates, labor shortages, drug shortages, drug diversion, manual and error-prone processes, complex compliance requirements, and limited inventory visibility.
Each of these challenges may lead to poor medication management outcomes including, but not limited to, medication errors, adverse drug events, lack of patient adherence, and medication waste.
−Removed: We also recognize that these challenges may impact the timing of contracting for, or implementing, our products, solutions, or services.
+Added: We also recognize that these challenges may impact the timing of contracting for, or implementation of, our products, solutions, or services.
However, we believe that over time these significant challenges to the practice of pharmacy will drive demand for increased automation, visibility, insights, and improved medication management outcomes that our solutions are designed to enable.
Because of this, we believe that our solutions are well-positioned to address the evolving needs of healthcare institutions and therefore present opportunities for long-term growth.
−Removed: In an effort to address these challenges and deliver solutions to help drive positive medication management outcomes, we continue to make significant investments in our research and development efforts to further advance the industry vision of the Autonomous Pharmacy.
−Removed: Furthermore, we believe a combination of robotics, smart devices, intelligent software, and expert services is needed in every care setting where medications are managed.
−Removed: We are focused on delivering solutions to help our customers realize the industry vision of the Autonomous Pharmacy and drive positive medication management outcomes with outstanding customer experience through a mature channel in four market categories:
−Removed: • Point of Care.
+Added: In an effort to address these challenges and deliver solutions to help drive positive medication management outcomes, we continue to make significant investments in our research and development efforts to further advance the industry-defined vision of the Autonomous Pharmacy.
+Added: Furthermore, we believe a combination of robotics and smart devices, software workflows, expert services, and operational and optimization analytics is needed in every care setting where medications are managed.
+Added: We are focused on delivering solutions to help our customers realize the industry-defined vision of the Autonomous Pharmacy and drive positive medication management outcomes with outstanding customer experience through a mature channel in four market categories:
+Added: • Points of Care.
As a market leader, we expect to continue expansion into this product market as customers increase the use of our dispensing systems in more areas within their hospitals and increasingly in ambulatory care settings.
−Removed: However, we recognize that the current macroeconomic environment, with significant labor constraints, may impact our customers’ considerations in the near term when they are determining whether to implement new workflows that may affect those same stressed labor pools.
−Removed: As we are largely through the replacement cycle of our previous generation of automated dispensing systems, we are seeing demand moderate.
−Removed: We continue to invest in next-generation point of care enhancements and solutions and believe that customers will upgrade their current installed base over time as we deliver these new solutions to market.
+Added: Macroeconomic trends in our target market continue to improve as health system margins and volumes increase and stabilize in the post-pandemic environment.
+Added: This positive trajectory is expected to drive increased demand for system modernization through automation, software, and analytics.
+Added: We are seeing customers seek to maximize the value of existing automated dispensing system investments and continue to invest in next-generation enhancements and solutions for points of care.
+Added: We believe that customers will upgrade their current installed base over time as we deliver these new solutions to market.
We also believe there is an opportunity for us to expand this offering and define a new standard for dispensing systems in ambulatory settings.
−Removed: We believe our current solutions within the Point of Care market and new innovation and services will continue to help customers drive improved clinical and financial outcomes.
+Added: We believe our current solutions for Points of Care and new innovations and services will continue to help customers drive improved clinical and financial outcomes.
• Central Pharmacy and IV Compounding.
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Automating the central pharmacy dispensing process should enable customers to reallocate pharmacy labor, enhance dispensing accuracy and patient safety, and reduce medication waste and expirations.
−Removed: Likewise, the manual compounding of sterile IV preparations can be error-prone and create significant patient safety risks, and outsourcing sterile IV compounding could lead to increased medication costs and lack of access to needed medications as a result of being unable to source medications when they are required.
+Added: Likewise, the manual compounding of sterile IV preparations can be error-prone and create significant patient safety risks, and outsourcing sterile IV compounding could lead to increased medication costs and lack of access to needed medications due to an inability to source medications when they are required.
As a result, we believe IV automation provides a significant opportunity to enhance patient safety and reduce costs.
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We believe that a fully optimized specialty pharmacy operation represents one of the largest economic opportunities for hospitals and health systems.
−Removed: • Retail, Institutional, and Payer.
−Removed: We believe the Retail, Institutional, and Payer market represents a significant opportunity as healthcare evolves.
−Removed: Retail drug prescriptions represent 85% of all prescription drugs dispensed in the U.S., growing at a rate of 1.7% annually through 2022.
−Removed: Additionally, the COVID-19 pandemic accelerated the shift of outpatient care from hospitals and physician offices to other, more convenient settings, such as retail pharmacies and the home (including through telehealth technologies).
−Removed: New technologies and increased scope of practice for pharmacists appear to be spurring innovation and expansion of the provision of clinical services by retail pharmacies, which, combined with the move to value-based care, we believe will drive the adoption of our patient engagement solutions, that are intended to help providers (including pharmacists) and payers engage patients in new ways that are expected to improve outcomes, reduce the total cost of care, and lead to more profitable operations.
−Removed: Because of the complexity of relationships between payers and providers, as well as the large number of retail pharmacies, including a significant number of independent pharmacies, we believe a network of established relationships between payers, providers and pharmacies will continue to be important.
+Added: • Ambulatory Care.
+Added: We believe ambulatory care, especially the retail and institutional market, represents a significant opportunity as healthcare evolves.
+Added: Retail pharmacies are expected to fill 4.98 billion prescriptions in 2025 and grow at a compound annual growth rate of around 7.1%, which would result in an approximate $1.2 trillion market valuation by 2032.
+Added: Additionally, the shift of outpatient care from hospitals and physician offices to other, more convenient settings, such as retail pharmacies and the home continues to be a growing trend.
+Added: New technologies and increased scope of practice for pharmacists appear to be spurring innovation and expansion of the provision of clinical services by retail pharmacies.
+Added: We believe this development, combined with the move to value-based care, will drive the adoption of our patient engagement offerings.
+Added: These solutions are intended to help providers (including pharmacists) engage patients in new ways that are expected to improve outcomes, reduce the total cost of care, and lead to more profitable operations.
Products and Services
Our products and services span the evolving continuum of care, including inpatient, outpatient, and retail settings.
−Removed: We provide a range of point of care medication and supply dispensing systems, including automated systems.
+Added: We provide a range of points of care medication and supply dispensing systems, including automated systems.
We also offer advanced automation solutions including robotics designed to automate work, streamline workflows, and reduce human error.
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Our offerings include:
−Removed: Point of Care
−Removed: Our point of care automation solutions are designed to improve clinician workflows in patient care areas of the healthcare system, such as nursing units, patient wards, operating rooms, and emergency departments.
+Added: Points of Care
+Added: Our automation solutions for points of care are designed to improve clinician workflows in patient care areas of the healthcare system, such as nursing units, patient wards, operating rooms, and emergency departments.
Automated dispensing systems are an essential part of medication management because they are designed to safeguard medications, including controlled substances, and provide automation to track inventory.
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Our XT Series automated dispensing systems for medications and supplies, which are used in nursing units and other clinical areas of the hospital, are designed to support workflows specific to each area of the hospital, with various software and hardware options.
−Removed: Our Point of Care Service combines market-leading automation with expert services in an effort to improve solution adoption and optimization, enhance data-driven performance, and drive nursing and pharmacy efficiency.
+Added: Our Points of Care Service combines market-leading automation, software workflows, expert services, and operational and optimization analytics in an effort to improve solution adoption and optimization, enhance data-driven performance, and drive nursing and pharmacy efficiency.
For the operating room, we also offer specialized automated dispensing systems.
Our interoperability solutions enable integration of our automated dispensing systems with key electronic health record systems to streamline workflow and increase accuracy.
+Added: Our XT Amplify program is intended as a way for health systems to continue to introduce innovation even when challenged economically or operationally.
+Added: This multi-year innovation program is designed to maximize value for hospitals, health systems, and post-acute care facilities that have already invested in Omnicell’s XT Series automated dispensing system and are seeking to enhance the capabilities of these devices in an effort to improve clinical and operational outcomes even further.
+Added: The solutions in the XT Amplify program aim to enhance the performance and security of existing XT Series systems, extend item-level storage and tracking to refrigerated medications, and improve the management of medical supplies in both XT supply cabinets and open shelf locations.
+Added: One of the core components of XT Amplify program is XTExtend, a comprehensive console swap that is intended to provide a high level of security while enhancing the user experience.
Central Pharmacy and IV Compounding
−Removed: Our Central Pharmacy Dispensing Service offers a comprehensive service that is meant to help optimize medication dispensing, which combines advanced central pharmacy robotics, dispensing optimization tools, and remote and onsite experts to operate our equipment.
−Removed: Our Central Pharmacy Dispensing Service is designed to assist the customer in their goals of enhanced patient safety and dispensing accuracy, reduced medication waste and expirations, and optimized pharmacy labor and workflows.
−Removed: Our IV Compounding Service offers a comprehensive service that is intended to help optimize IV robotic compounding operations, which combines advanced IV robotics, clinical data that may be used to support extended expiration dates and reduce medication waste, and remote and onsite experts to operate the IV robotic equipment.
−Removed: Our IV Compounding Service is designed to assist customers in their goals of enhanced patient safety, reduced medication expense from outsourcing facilities and operating room medication waste, and improved supply chain control.
+Added: Our Central Pharmacy Dispensing Service combines advanced robotic technology, optimization software, and onsite and remote experts, which is intended to automate and optimize the most cumbersome aspects of the medication dispensing process.
+Added: This comprehensive service is designed to help health systems enhance patient safety and improve dispensing accuracy, reduce medication dispensing errors and waste, and streamline workflows to enable pharmacy labor resources to focus on higher value tasks.
+Added: The expansion of many health systems across broad geographic regions due to mergers and acquisitions activity and organic growth has created increased interest for many customers in the Centralized Services model for enterprise-wide medication distribution.
+Added: This model seeks to help create a more scalable and standardized environment but can be costly and time consuming for a health system to implement on its own.
+Added: Our Central Med Automation Service integrates advanced robotics and smart devices with innovative software and expert services in an effort to help health systems quickly establish and optimize a flexible and scalable Centralized Services Center that streamlines medication dispensing, reduces manual tasks, optimizes resource allocation, and standardizes processes throughout the health system.
+Added: Our IV Compounding Service seeks to help health systems reduce outsourcing costs, minimize operating room drug waste, improve patient safety, and gain supply chain control by bringing IV compounding in-house.
+Added: This solution combines advanced IV robotics, analytics tools, and onsite and remote experts in order to help optimize IV accuracy, sterility, and outcomes, while improving supply chain control.
Specialty Pharmacy and 340B
−Removed: Our Specialty Pharmacy Services offering includes a comprehensive set of technology, services, and expertise to provide a fully managed in-house specialty pharmacy delivered through a value-based commercial model.
−Removed: This solution is intended for health systems, federally qualified health centers, and provider groups to support on-site management of specialty pharmacy services, including payer contracting, staffing, assistance with licensing, 340B Program administration, and to assist with obtaining access to specialty medication and limited distribution drugs.
−Removed: This offering is designed to increase specialty growth and improve cost savings, improve access to limited distribution drugs, and increase physician utilization for targeted disease states.
+Added: Our Specialty Pharmacy Services offering provides a turnkey solution designed to help health systems establish, manage, and optimize an entity-owned specialty pharmacy.
+Added: This solution is delivered through a risk-share commercial model and is intended for health systems, federally qualified health centers, and provider groups to support onsite management of specialty pharmacy services, including payer contracting, staffing, licensing, and 340B program administration.
+Added: This offering is designed to drive specialty growth and cost savings, improve access to limited distribution drugs, and increase physician utilization for targeted disease states.
Inventory Optimization
−Removed: Our Inventory Optimization Service (formerly known as Omnicell One TM ), offers a comprehensive service that includes advanced software, robust benchmarking, predictive and prescriptive analytics, and clinical experts meant to help identify and execute on inventory optimization opportunities.
+Added: Our Inventory Optimization Service provides predictive and prescriptive analytics, robust benchmarking, workflow tools, and expert clinical resources to help pharmacy staff quickly pinpoint and address potential inventory issues and optimization opportunities.
Our Inventory Optimization Service is designed to provide greater medication inventory visibility as well as reduce medication waste and expirations, stockouts, and shortages.
Patient Engagement, Clinical and Financial Solutions
−Removed: Our EnlivenHealth brand offers a portfolio of products that are designed to digitally enable pharmacies with connected patient engagement, clinical, and financial workflows that are intended to result in an elevated patient-pharmacy experience, exceptional patient care, and enhanced financial performance.
−Removed: Our patient engagement solutions are designed to better educate, inform, and enrich patients’ lives with our personalized interactive voice response, outbound communications, and mobile app offerings.
+Added: Our EnlivenHealth brand extends beyond the inpatient setting and into ambulatory care.
+Added: This brand offers a portfolio of products designed to digitally enable retail and community pharmacies with connected patient engagement and clinical and financial workflows intended to elevate the patient-pharmacy experience and enhance financial performance.
+Added: Our patient engagement solutions are designed to better educate, inform, and enrich patients’ lives through personalized interactive voice response, outbound communications, and mobile app offerings.
We also enable digital delivery of medication information (medication guides, vaccine information sheets, and drug monographs) in an effort to unlock patient preferences, staff efficiency, and environmental value.
−Removed: Additionally, our clinical workflows help to enable pharmacies to accelerate health and wellness in their community through our targeted patient interventions, appointment scheduling, immunization, medication therapy management, medication synchronization, and Medicare plan comparison capabilities.
−Removed: Furthermore, our financial workflows are designed to streamline payments, cashflow and claims for durable medical equipment, vaccination, clinical care, and specialty drugs through our medical billing and reconciliation solutions.
−Removed: By leveraging these digitally enabled services, we strive to provide data-driven intelligence to optimize pharmacy operations continuously, driving operational and execution excellence, as well as patient adherence and outcomes.
−Removed: We advocate for a world where pharmacy teams stand at the forefront of healthcare, seeking to empower them to practice at the top of their license, and aiding them with their commitment to patient care, collaboration, and continuous learning.
+Added: Additionally, our clinical workflows help enable pharmacies to accelerate health and wellness in their community through targeted patient interventions, appointment scheduling, immunization, medication therapy management, medication synchronization, and Medicare plan comparisons.
+Added: Furthermore, our financial workflows are designed to streamline payments, cashflow, and claims for durable medical equipment, vaccination, clinical care, and specialty drugs through medical billing and reconciliation solutions.
+Added: These digitally enabled services provide data-driven intelligence to help optimize pharmacy operations, as well as patient adherence and outcomes.
Medication Adherence
−Removed: Our medication adherence solutions, which include our consumables and medication packaging systems, are used by institutional pharmacies serving long-term care and other sites outside the acute care hospital, as well as retail, community, and outpatient pharmacies, and are designed to improve pharmacy operations and patient adherence to prescriptions.
−Removed: Our single-dose automation solutions allow customers to fill and label a variety of patient-specific, single-dose medication blister packaging based on incoming prescriptions.
+Added: Our medication adherence solutions, which include consumables and medication packaging systems, are designed to improve pharmacy operations and patient adherence to prescriptions.
+Added: These solutions are used by institutional pharmacies serving long-term care and other non-acute healthcare facilities, as well as retail, community, and outpatient pharmacies.
+Added: Our single-dose automation solutions allow customers to fill and label a variety of patient-specific, single-dose medication blister packages based on incoming prescriptions.
Our fully automated and semi-automated filling equipment is designed specifically for institutional pharmacies with enough order volume to warrant automated packaging of medications.
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Professional, Technical, and Customer Success Services
−Removed: As the complexity of the introduction and implementation of new innovations increases for our health system customers, we also offer Professional Services, such as technology installation, program management, customer education and
−Removed: training, and change management services.
+Added: Our Professional Services offerings for health system pharmacies include technology installation, program management, customer education and training, change management services, and related offerings.
We view our customers as partners in the pursuit of better health outcomes for patients and improved satisfaction for the clinicians who serve them.
−Removed: We find that every engagement is an opportunity for us to help our customers reach their clinical and business objectives while we work with our customers to accelerate the recognition of value for their initiatives.
After Omnicell solutions are implemented, our Customer Success team provides support through remote and onsite experts who help customers fully adopt and optimize utilization of our solutions.
−Removed: Our technical services include post-installation technical support with phone and web-based support through our U.S.-based technical support centers, on-site service, parts, and access to software upgrades.
+Added: Our technical services include post-installation support and maintenance via phone and/or web, on-site service, parts, and access to software upgrades.
Product support is available through fixed-period service contracts and on a time-and-materials basis.
−Removed: On-site service is provided by our field service team.
+Added: Onsite service is provided by our field service team.
Retail Pharmacy and Hospital Automation Outside the United States
−Removed: Additional products sold outside the United States include robotic dispensing systems used in hospitals and retail pharmacies for handling the stocking and retrieval of boxed medications.
−Removed: For management of medical supplies, a specialized cabinet that uses radio frequency identification is also available, which is designed to improve the accuracy of inventory management.
+Added: Additional products sold outside the United States include automated dispensing systems used in hospitals and retail pharmacies for handling the stocking and retrieval of boxed medications.
+Added: For management of medical supplies, a specialized cabinet that uses radio frequency identification is also available, which is designed to improve picking and restocking workflows for nurses and surgeons.
Advancing Our Solutions
−Removed: With more than 30 years of experience delivering medication management solutions, Omnicell believes a combination of robotics, smart devices, intelligent software, and expert services, which we refer to as Advanced Services, will help deliver improved medication management outcomes.
−Removed: Advanced Services include services such as Central Pharmacy Dispensing Service, IV Compounding Service, Point of Care Service, EnlivenHealth solutions, Specialty Pharmacy Services, 340B solutions, Inventory Optimization Service, and other software solutions and licensing support.
−Removed: Because thousands of facilities utilize our solutions, we believe we can provide actionable insights to help customers better understand their medication usage and improve pharmacy supply chain management.
+Added: With more than 30 years of experience delivering medication management solutions, Omnicell believes combining robotics and smart devices, software workflows, expert services, and operational and optimization analytics will help deliver improved medication management outcomes.
+Added: Software as a Service (“SaaS”) and Expert Services (formerly Advanced Services) include services such as Central Pharmacy Dispensing Service, IV Compounding Service, Points of Care Service, EnlivenHealth solutions, Specialty Pharmacy Services, 340B solutions, Inventory Optimization Service, and other software solutions and licensing support.
+Added: Because thousands of facilities utilize our services and solutions, we believe we can provide actionable insights to help customers better understand their medication usage and improve pharmacy supply chain management.
We offer specialized services and analytics software designed to help healthcare facilities improve their bottom line and patient care by harnessing data from automation and other systems.
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Our Chief Operating Decision Maker (“CODM”) is our Chief Executive Officer.
−Removed: The CODM allocates resources and evaluates the performance of Omnicell at the consolidated level using information about our revenues, gross profit, income from operations, and other key financial data.
+Added: The CODM allocates resources and evaluates the performance of Omnicell at the consolidated level using our consolidated net income.
+Added: In addition, the CODM is provided with certain segment assets, primarily those that impact liquidity, as well as certain significant expenses.
All significant operating decisions are based upon an analysis of Omnicell as one operating segment, which is the same as our reporting segment.
Industry Background and Market
−Removed: We believe our solutions support the industry vision of the Autonomous Pharmacy, are strongly aligned with trends in the healthcare market, and are well-positioned to address the evolving needs of healthcare institutions.
+Added: We believe our solutions support the industry-defined vision of the Autonomous Pharmacy, are strongly aligned with trends in the healthcare market, and are well-positioned to address the evolving needs of healthcare institutions.
The healthcare industry continues to experience a significant degree of consolidation, with healthcare providers combining to create larger healthcare delivery organizations.
−Removed: We believe this trend has increased the market’s need for integrated medication management solutions on a single platform to help improve clinical and financial outcomes for both inpatient and outpatient settings.
−Removed: Our portfolio of hardware, which we may refer to as connected devices;
−Removed: digital workflows;
−Removed: and experts, combined with innovation, is designed with this objective in mind.
+Added: We believe this trend has increased the market’s need for integrated medication management solutions on a unified platform to help improve clinical and financial outcomes for both inpatient and outpatient settings.
+Added: Our portfolio of robotics and smart devices;
+Added: software workflows;
+Added: expert services;
+Added: and operational and optimization analytics, combined with innovation, is designed with this objective in mind.
In addition, healthcare providers and facilities continue to be affected by significant economic and other pressures.
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Based on a 2022 report by the Health Care Cost Institute, the rise in prescription drug spending accounted for 39% of the total increase in annual spending per person from 2018 to 2022.
−Removed: In addition, the largest growth in spending for professional services—defined as payments to physicians and other clinical care team members for services provided in physician offices and hospitals—occurred among administered drugs, which accounted for the biggest share, at 76% of the total net cumulative increase in professional services spending from 2016 to 2020.
+Added: In addition, the second largest growth in spending for professional services—defined as payments to physicians and other clinical care team members for services provided in physician offices and hospitals—occurred among administered drugs, which accounted for 21% of the total net cumulative increase in professional services spending from 2018 to 2022.
+Added: While the cumulative growth in the average
+Added: price of professional services was 7% between 2018 and 2022, the average prices of physician-administered drugs grew the most at 47%.
Rising costs of labor, prescription drugs, and new medical technology all contribute to increased spending.
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While the overall storage and security of medications in hospitals have improved, there has been an increased focus on controlled substance management in recent years, particularly in light of the opioid crisis in the United States.
−Removed: According to a research report published by the Butler Center for Research in 2015, studies in the United States have shown that 10% to 15% of healthcare professionals misuse substances during their lifetime, with significantly higher levels of opioid abuse in particular.
+Added: HealthcareDiversion.org estimates that roughly 10% of all healthcare workers are anticipated to steal opioids and other substances from patients and hospitals at some point in their career.
Joint Commission surveyors are seeking more documentation from hospitals demonstrating that their medication policies and procedures are adequate to prevent illicit use of controlled substances.
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The 2023 American College of Healthcare Executives survey of hospital CEOs found that workforce challenges were their top concern, with 86% of survey respondents mentioning shortages of nurses and 87% citing shortages of technicians.
−Removed: As of the summer of 2022 there were more than 203,000 open registered nurse positions nationwide, more than twice the number just before the COVID-19 pandemic in January 2020, according to staffing firm Aya Healthcare.
+Added: While the nurse workforce rebounded after the pandemic, concerns of a nursing shortage remain as the workforce ages and a significant segment nears retirement age.
+Added: According to Health Resources & Services Administration (HRSA) health workforce projections, demand for registered nurses in 2036 is expected to exceed supply by 9%, indicating a potentially significant shortage of nurses in the coming years.
In addition, the shortage of pharmacy technicians, who are critical to clinical care in inpatient, outpatient and retail settings, is also acute.
−Removed: A nationwide survey conducted in May 2021 by the National Community Pharmacists Association found that nearly 90% of the survey’s 278 independent pharmacy owner/manager respondents said they couldn’t find pharmacy technicians to staff their pharmacies at an ideal capacity.
−Removed: In addition, a survey conducted by the American Society of Health-System Pharmacists found that vacancy rates for pharmacy technician positions averaged from 20% to 30%, and one in ten health systems surveyed reported pharmacy technician shortages of 41% or more in 2021.
−Removed: Healthcare workforce labor constraints have come at a time when admissions continue to fluctuate dramatically.
−Removed: In addition, even apart from the impact of the COVID-19 pandemic, patient volume is projected to rebound and exceed pre-pandemic levels.
−Removed: A 2021 McKinsey & Co.
−Removed: survey of the leaders of 100 large private-sector hospitals in the United States—which was conducted several months prior to the emergence of the COVID-19 Omicron variant—concluded that on average hospitals’ inpatient admissions have returned to 2019 levels.
−Removed: Furthermore, according to McKinsey, in 2024 health systems are expected to look to technology to gain end-to-end process improvement to drive value for patients and for their business, selectively employing technologies to promote efficiency and patient experience.
−Removed: Omnicell’s medication management infrastructure—incorporating technologies such as robotics, smart devices, intelligent software, and expert services—is designed to automate many labor-intensive medication management tasks.
+Added: A nationwide survey conducted in February 2024 by the National Community Pharmacists Association found that 67% of the survey’s 385 independent pharmacy owner/manager respondents said they were having a difficult time filling open staff positions.
+Added: Pharmacy technicians continue to be in the highest demand, with over 75% of respondents indicating that technician positions were difficult to fill.
+Added: In addition, a 2022 survey by the American Society of Health-System Pharmacists found that over 90% of hospitals faced shortages of experienced pharmacy technicians, with 64% using pharmacists to perform technician activities.
+Added: A 2023 survey by the American Society of Health-System Pharmacists found continued challenges with the pharmacy technician workforce, with a turnover rate of 25%.
+Added: Omnicell’s medication management infrastructure—incorporating technologies such as robotics and smart devices, software workflows, expert services and operational and optimization analytics—is designed to automate many labor-intensive medication management tasks.
We believe this will help healthcare providers optimize the use of existing pharmacy staff, which is expected to free up clinicians’ time for higher-value, patient-engaging activities, such as medication therapy management, immunizations, point-of-care testing, and disease state management.
Government Regulation
−Removed: Our global operations may be affected by complex state, federal, and international laws and regulations.
+Added: Our global operations may be affected by a variety of complex state, federal, and international laws and regulations.
These laws and regulations relate to healthcare (including medical devices and pharmaceuticals), privacy, data protection and information security, compliance, import and export, trade, healthcare fraud, waste and abuse (including anti-kickback and false claims laws), environmental standards, anti-corruption, anti-bribery, labor and employment, as well as other areas of focus.
+Added: Privacy and Security
We receive, store, and process personal information and other data from our customers, employees, and service providers.
−Removed: Our customers also use our products or services to obtain and store personal information, including personal health information, from their patients and customers.
−Removed: As a result, we or our customers are subject to various laws and regulations related to privacy, data protection, and information security.
−Removed: In the United States, these include federal health information privacy and security laws (such as the Health Information Portability and Accountability Act of 1996), various state and federal security breach notification laws, consumer protection laws, and state laws addressing privacy and security.
−Removed: Internationally, various foreign jurisdictions in which we operate, including the European Union (the “EU”), have established, or are developing, their own data privacy and security legal frameworks with which we or our customers are subject to including, for example, the UK and the EU’s General Data Protection Regulation (together, the “GDPR”).
+Added: Our customers also use our products or services to obtain and store their personal information, including protected health information (as defined by the Health Information Portability and Accountability Act of 1996 and its implementing regulations, collectively “HIPAA”), from their patients and customers and sometimes personal information of their employees.
+Added: As a result, we and our customers are subject to various laws and regulations related to privacy, data protection, and information security.
+Added: In the United States, these include federal health information privacy and security laws (such as HIPAA), various state and federal privacy and security breach notification laws, consumer protection laws, and individual state laws addressing privacy and security of personal and health information.
+Added: Internationally, various foreign jurisdictions in which we operate, including the European Union (the “EU”), have established, or are developing, their own data privacy and security legal frameworks with which we or our customers are subject to including, for example, the United Kingdom’s Data Protection Act 2018 (being the UK’s implementation of the General Data Protection Regulation), and the EU’s General Data Protection Regulation (the “GDPR”).
The GDPR imposes accountability and transparency requirements, data protection requirements, reporting obligations, and transfer restrictions.
−Removed: Additionally, data and digital services regulation continues to expand, particularly with respect to the artificial intelligence (“AI”) and automated decision making, which may further impact our or our customer’s business and regulatory compliance strategies.
−Removed: For example, AI regulation or regulatory guidance continues to emerge in response to President Biden’s Executive Order on Safe, Secure, and Trustworthy Artificial Intelligence issued on October 30, 2023.
+Added: Artificial Intelligence
+Added: Data and digital services regulation continues to expand, particularly with respect to the artificial intelligence (“AI”) and automated decision making, which may further impact our and our customer’s business and regulatory compliance strategies.
+Added: For example, AI regulation and regulatory guidance continues to emerge in response to President Biden’s Executive Order on Safe, Secure, and Trustworthy Artificial Intelligence issued on October 30, 2023.
+Added: In the U.S., in the 2024 legislative session, at least 45 states, Puerto Rico, and the Virgin Islands, introduced AI bills, and 31 states, Puerto Rico and the Virgin Islands adopted resolutions or enacted legislation impacting AI.
In the EU, a number of new laws related to digital data and AI have recently entered into force or have been proposed.
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The UK has not adopted formal legislation to regulate AI but has adopted guidelines in the form of a White Paper.
−Removed: The manufacture and sale of most of our current medication management solutions are not directly regulated by the FDA or the DEA.
−Removed: However, the pharmacy, dispensing, and compounding activities of other persons (our customers) that use our current medication management solutions may be subject to regulation by those agencies and by state boards of pharmacy.
−Removed: With respect to our products and solutions, we manufacture and develop specifications for products classified as Class I and Class II medical devices, which are subject to FDA regulation and require compliance with the FDA Quality System Regulation as well as medical device reporting.
−Removed: We also offer a sterile disposable product that required FDA 510(k) review and clearance prior to marketing and distribution.
−Removed: Products designated as medical devices are also subject to various other regulatory requirements, including as applicable, premarket clearance or approval, establishment registration and device listing, complaint handling, notification and repair, replace, refund, mandatory recalls, unique device identifier requirements, reports of removals and corrections, cybersecurity requirements, and post-marketing surveillance.
−Removed: We also provide services and solutions to independent and health system specialty pharmacies that may require us to observe U.S.
−Removed: Department of Health and Human Services regulations for credentialing of providers (pharmacists).
−Removed: These services and solutions may also be subject to DEA regulations concerning the management, storing, dispensing, and disposal of, and accounting for, controlled substances.
−Removed: Similarly, certain provisions of the Federal Food, Drug, and Cosmetic Act (“FDCA”) govern the approval, manufacture, handling, distribution, and tracking and tracing of pharmaceuticals.
−Removed: The FDCA also regulates which medications may be compounded, and how certain compounded medications may be manufactured, distributed, and dispensed.
−Removed: Companies engaged in distributing or dispensing compounded pharmaceuticals may be subject to a number of requirements enforced by the FDA or other regulators.
−Removed: These requirements may include compliance with United States Pharmacopoeia (“USP”) or National Formulary standards, certificates of analysis, facility registration, and compliance with current good manufacturing practice (“cGMP”).
+Added: Product Development, Manufacture and Sales
+Added: In the United States, the U.S.
+Added: Food and Drug Administration (“FDA”) regulates medical devices, pharmaceutical and biological products under the Federal Food, Drug, and Cosmetic Act (“FD&C Act”), the Public Health Service Act (“PHSA”), and their respective implementing regulations.
+Added: Medical devices, pharmaceuticals and certain products are subject to rigorous regulation by the FDA, federal, state and local statutes and regulations, including regulation by the U.S.
+Added: Drug Enforcement Administration (“DEA”) and other governmental agency regulations in the United States and in foreign countries.
+Added: Noncompliance with applicable requirements can result in import detentions, fines, civil monetary penalties, injunctions, suspensions or losses of regulatory approvals or licenses, recall or seizure of products, operating restrictions, denial of export applications, governmental prohibitions on entering into supply contracts, and criminal prosecution.
+Added: Certain of our products and solutions are regulated by the FDA and require 510(k) clearance prior to commercialization and marketing.
+Added: The manufacture and sale of most of our current medication management solutions are not regulated by the FDA or the DEA.
+Added: However, the pharmacy, dispensing, and compounding activities of other persons (our customers) that use our current medication management solutions may be subject to regulation by those agencies and by individual state boards of pharmacy.
+Added: With respect to our products and solutions, we manufacture and develop specifications for products classified as Class I and Class II medical devices, which are subject to FDA regulation and require compliance with certain FDA regulations and requirements, including the FDA Quality System Regulation as well as FDA regulations for medical device reporting.
+Added: We also offer a sterile consumable product that required FDA 510(k) review and clearance prior to marketing and distribution.
+Added: Products designated as medical devices are also subject to various other regulatory requirements, including as applicable, FDA premarket clearance or approval;
+Added: establishment registration and device listing;
+Added: complaint handling;
+Added: notification and repair, replace, refund;
+Added: mandatory recalls;
+Added: unique device identifier requirements;
+Added: reports of removals and corrections;
+Added: cybersecurity requirements;
+Added: and post-marketing surveillance.
+Added: Similarly, certain provisions of the FD&C Act govern the approval, manufacture, handling, distribution, and tracking and tracing of pharmaceuticals.
+Added: The FD&C Act also regulates which medications may be compounded, and how certain
+Added: compounded medications may be manufactured, distributed, and dispensed.
+Added: Companies engaged in distributing or dispensing compounded pharmaceuticals may be subject to a number of requirements enforced by the FDA or other U.S.
+Added: regulatory agencies.
+Added: These requirements may include compliance with United States Pharmacopoeia (“USP”) and National Formulary standards, certificates of analysis, facility registration, and compliance with current good manufacturing practice (“cGMP”).
Furthermore, our customers may also be subject to other laws, rules, or regulations that apply to dispensers and licensing and other requirements under laws governing, and regulations promulgated by, state boards of pharmacy, including those, as applicable, that apply to compounding facilities.
−Removed: In the United States, even though we do not bill Medicare, Medicaid, or other government or commercial third-party payers, our relationships with pharmacies, healthcare providers, physicians, pharmaceutical manufacturers, and third-party payers can subject us or our customers to healthcare fraud and abuse regulation and enforcement by both the federal government and the states in which we conduct our business.
−Removed: The healthcare fraud and abuse laws and regulations that may impact our or our customers’ operations include but are not limited to:
−Removed: • The federal Anti-Kickback Statute, which prohibits, among other things, knowingly and willfully soliciting, receiving, offering, or paying any remuneration (including any kickback or bribe), directly or indirectly, overtly or covertly, in
−Removed: cash or in kind, to induce, or in return for, either the referral of an individual, or the purchase, lease, order, arranging for, or recommending the purchase, lease, or order of any item or service for which payment may be made, in whole or in part, under federal healthcare programs like Medicare or Medicaid.
+Added: Additionally, our services and solutions may also be subject to DEA regulations, and applicable state regulations (including states boards of pharmacy), concerning the management, storing, dispensing, and disposal of, and accounting for, controlled substances.
+Added: Credentialing and Reimbursement
+Added: We also provide services and solutions to independent and health system specialty pharmacies that may require us to observe U.S.
+Added: Department of Health and Human Services (“DHHS”) regulations for credentialing of providers (pharmacists).
+Added: In the United States we are neither enrolled in nor participate under Medicare or any state Medicaid program, and do not submit claims on our behalf to Medicare, Medicaid, or other government or commercial third-party payers for reimbursement.
+Added: Healthcare Regulations
+Added: Our current and future arrangements with healthcare professionals, consultants, customers and third-party payors expose us to broadly applicable healthcare regulation and enforcement by the U.S.
+Added: federal government and the states and foreign governments in which we conduct our business, such as fraud and abuse, and transparency and health information privacy rules and regulations.
+Added: The most common healthcare laws and regulations that may impact our or our customers’ operations include but are not limited to:
+Added: • The federal Anti-Kickback Statute, a criminal law which prohibits, among other things, knowingly and willfully soliciting, receiving, offering, or paying any “remuneration” (including any kickback or bribe), directly or indirectly, overtly or covertly, in cash or in kind, to induce, or in return for, either the referral of an individual, or the purchase, lease, order, arranging for, or recommending the purchase, lease, or order of any item or service for which payment may be made, in whole or in part, under federal healthcare programs (like Medicare or Medicaid).
A person or entity can be found guilty of violating the statute without actual knowledge of the statute or specific intent to violate it.
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Although there are a number of statutory exceptions and regulatory safe harbors to the federal Anti-Kickback Statute protecting certain common business arrangements and activities from prosecution or regulatory sanctions, the exceptions and safe harbors are drawn narrowly, and practices that involve remuneration to those who prescribe, purchase, or recommend pharmaceutical and biological products, may be subject to scrutiny if they do not fit squarely within an exception or safe harbor.
−Removed: Our or our customers’ practices may not in all cases meet all of the criteria for safe harbor protection from anti-kickback liability.
−Removed: • The federal civil and criminal false claims laws, including the civil False Claims Act (“FCA”), which prohibits, among other things:
+Added: Our or our customers’ practices may not in all cases meet all of the criteria for safe harbor protection from Anti-Kickback Statute liability.
+Added: • Federal civil and criminal false claims laws, including the civil False Claims Act (“FCA”), which prohibits, among other things:
(i) knowingly presenting, or causing to be presented, claims for payment of government funds that are false or fraudulent;
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or (iv) knowingly concealing or knowingly and improperly avoiding, decreasing, or concealing an obligation to pay money to the federal government.
+Added: Under the FCA it is illegal to submit claims for payment to Medicare or Medicaid that an individual knows or should know are false or fraudulent;
+Added: no specific intent to defraud is required.
+Added: The civil FCA defines "knowing" to include not only actual knowledge but also instances in which the person acted in deliberate ignorance or reckless disregard of the truth or falsity of the information.
+Added: Filing false claims may result in fines of up to three times the programs' loss plus $11,000 per claim filed.
+Added: Under the civil FCA, each instance of an item or a service billed to Medicare or Medicaid counts as a claim.
+Added: The fact that a claim results from a kickback or is made in violation of the Stark Law (as defined herein) also may render it false or fraudulent, creating liability under the civil FCA as well as the Anti-Kickback Statute or Stark Law.
Private individuals, commonly known as “whistleblowers,” can bring FCA qui tam actions, on behalf of the government and may share in amounts paid by the entity to the government in recovery or settlement.
−Removed: In addition, a claim including items or services resulting from a violation of the federal Anti-Kickback Statute constitutes a false or fraudulent claim for purposes of the FCA.
+Added: In addition, as noted above, a claim including items or services resulting from a violation of the federal Anti-Kickback Statute
+Added: constitutes a false or fraudulent claim for purposes of the FCA.
Moreover, entities can be held liable under the FCA even when they do not submit claims directly to government payers if they are deemed to “cause” the submission of false or fraudulent claims.
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Such per-claim penalties are currently set at $13,508 to $27,018 per false claim or statement for penalties assessed after January 30, 2023, with respect to violations occurring after November 2, 2015.
−Removed: Criminal penalties, including imprisonment and criminal fines, are also possible for making or presenting a false, fictitious or fraudulent claim to the federal government.
−Removed: • The federal Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), which, among other things, prohibits knowingly and willfully executing, or attempting to execute, a scheme to defraud any healthcare benefit program, including private third-party payers, and prohibits (i) knowingly and willfully falsifying, concealing, or covering up a material fact or making any materially false, fictitious, or fraudulent statement or representation and (ii) making or using any false writing or document knowing the same to contain any materially false, fictitious, or fraudulent statement or entry in connection with the delivery of or payment for healthcare benefits, items, or services.
+Added: Under the criminal FCA penalties for submitting false claims include imprisonment and criminal fines;
+Added: the OIG also may impose administrative civil monetary penalties for false or fraudulent claims.
+Added: • HIPAA imposes criminal liability and civil monetary penalties for executing a scheme to defraud any health care benefit program or making false statements relating to health care matters.
+Added: HIPAA, which, among other things, prohibits knowingly and willfully executing, or attempting to execute, a scheme to defraud any healthcare benefit program, including private third-party payers, and prohibits (i) knowingly and willfully falsifying, concealing, or covering up a material fact or making any materially false, fictitious, or fraudulent statement or representation and (ii) making or using any false writing or document knowing the same to contain any materially false, fictitious, or fraudulent statement or entry in connection with the delivery of or payment for healthcare benefits, items, or services.
Similar to the federal Anti-Kickback Statute, a person or entity can be found guilty of violating the HIPAA fraud provisions without actual knowledge of the statute or specific intent to violate it.
+Added: In addition to the fraud and abuse considerations, in relation to the HIPAA Security Rule, the DHHS, in January 2025, issued a Notice of Proposed Rulemaking (“Proposed Rule”) aiming to strengthen cybersecurity protections and better defend against cyber threats targeting the U.S.
+Added: health care system.
+Added: The Proposed Rule attempts to strengthen the requirements of the HIPAA Security Rule by clarifying and revising definitions and removing the distinction between “required” and “addressable” implementation specifications.
+Added: The Proposed Rule adds new implementation requirements to better help ensure that HIPAA-regulated entities implement compliance activities consistent with industry standard best practices, such as the NIST Cybersecurity Framework.
+Added: Regulated entities would be required to document, in writing, all HIPAA Security Rule policies and procedures.
+Added: At this point, the future of the Proposed Rule is unclear, as the newly elected U.S.
+Added: administration will likely determine whether to move forward with the rulemaking process.
• The Federal Civil Monetary Penalties Law, which authorizes the imposition of substantial civil monetary penalties against an entity that engages in activities including, among others (i) knowingly presenting, or causing to be presented, a claim for services not provided as claimed or that is otherwise false or fraudulent in any way;
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or (iv) failing to report and return a known overpayment.
−Removed: • Analogous U.S.
−Removed: state and local laws and regulations, such as state anti-kickback and false claims laws, which may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payers, including private insurers.
−Removed: • Federal laws, regulations, and guidance that govern communications and marketing to Medicare enrollees and establish limits on compensation paid for lead generation activities, including the Centers for Medicare and Medicaid Services (“CMS”) Medicare Communications and Marketing Guidelines (“MCMG”).
−Removed: • The 340B Program, which requires pharmaceutical manufacturers participating in Medicaid to sell covered outpatient drugs at discounted prices to specified health care organizations (called 340B covered entities), including, but not limited to:
+Added: The Office of Inspector General (“OIG”) of the DHHS may seek civil monetary penalties and sometimes exclusion for a wide variety of conduct and is authorized to seek different amounts of penalties and assessments based on the type of violation at issue.
+Added: Penalties range from $10,000 to $50,000 per violation.
+Added: states have laws and regulations analogous to Federal fraud and abuse laws, such as individual state anti-kickback, fee-splitting and false claims laws, which may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payers, including private insurers.
+Added: • Various Federal laws, regulations, and agency issued guidance documents govern communications and marketing, including to Medicare enrollees, and establish limits on (or prohibit) compensation paid for lead generation activities, including the Centers for Medicare and Medicaid Services (“CMS”) Medicare Communications and Marketing Guidelines (“MCMG”).
+Added: The OIG has issued fraud alerts addressing commission based sales agent arrangements, highlighting fraud and abuse concerns in relation to same.
+Added: • The Health Resources & Services Administration’s 340B Program requires pharmaceutical manufacturers participating in Medicaid to sell covered outpatient drugs at discounted prices to specified health care organizations (called 340B covered entities), including, but not limited to:
sole community hospitals, critical access hospitals, rural referral centers, and certain disproportionate share hospitals serving low-income and indigent patients.
−Removed: These 340B covered entities are responsible for certain statutory obligations, such as a prohibition on duplicate discounts and on diversion, and are required to have certain policies and
−Removed: records regarding their compliance with the 340B Program.
+Added: These 340B covered entities are responsible for certain statutory obligations, such as a prohibition on duplicate discounts and on diversion, and are required to have certain policies and records regarding their compliance with the 340B Program.
340B covered entities may be audited with respect to their 340B Program compliance.
−Removed: • The federal Stark Law (“Stark Law”), also known as the physician self-referral law, which prohibits a physician from referring Medicare patients to an entity (including pharmacies) for the furnishing of “designated health services,” if the physician or a member of the physician’s immediate family has a direct or indirect “financial relationship” with the entity, unless a specific exception applies.
+Added: • The Physician Self-Referral Law, commonly referred to as the “Stark Law,” prohibits the submission, or causing the submission, of claims in violation of the law's restrictions on referrals.
+Added: The Stark Law prohibits a physician from referring Medicare patients to an entity (including pharmacies) for the furnishing of “designated health services,” if the
+Added: physician or a member of the physician’s immediate family has a direct or indirect “financial relationship” with the entity, unless a specific exception applies.
+Added: Financial relationships include both ownership/investment interests and compensation arrangements.
The law further prohibits the entity from billing for any services that arise out of such prohibited referrals.
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Designated health services include outpatient prescription drug services;
−Removed: The prohibition applies regardless of the rationale for the financial relationship and the reason for ordering the service.
−Removed: Therefore, intent to commit an illegal act is not required in order for the government to prove that a physician has violated the Stark Law.
+Added: clinical laboratory services;
+Added: physical therapy, occupational therapy, and outpatient speech-language pathology services;
+Added: radiology and certain other imaging services;
+Added: radiation therapy services and supplies;
+Added: durable medical equipment and supplies;
+Added: parenteral and enteral nutrients, equipment, and supplies;
+Added: prosthetics, orthotics, and prosthetic devices and supplies;
+Added: home health services;
+Added: outpatient prescription drugs;
+Added: and inpatient and outpatient hospital services .
+Added: The Stark Law is a strict liability statute thus the prohibition applies regardless of the rationale for the financial relationship and the reason for ordering the service.
+Added: Therefore, intent to commit an illegal act is not required in order for the government to prove a violation of the Stark Law.
Additionally, some states have enacted statutes and regulations similar to the Stark Law, but which may be applicable to the referral of patients regardless of their payer source and which may apply to different types of services.
These state laws may contain statutory and regulatory exceptions that are different from those of the federal law and that may vary from state to state.
−Removed: • The federal payment transparency tracking and reporting requirements known as the Physician Payments Sunshine Act, implemented as the Open Payments Program, which requires certain manufacturers of drugs, devices, biologics and medical supplies, among others, to report annually to CMS information related to payments and other transfers of value made by that entity to U.S.-licensed physicians (defined to include doctors, dentists, optometrists, podiatrists and chiropractors), physician assistants, nurse practitioners, clinical nurse specialists, anesthesiologist assistants, certified registered nurse anesthetists, certified nurse midwives, and teaching hospitals, as well as ownership and investment interests held by physicians and their immediate family members.
−Removed: Furthermore, our operations are impacted by trade regulations in many countries that govern the import of raw materials and finished products, and we are also subject to laws and regulations that seek to prevent corruption and bribery in the marketplace (including the U.S.
−Removed: Foreign Corrupt Practices Act and the United Kingdom Bribery Act) as well as laws and regulations pertaining to healthcare fraud, waste, and abuse, including, as applicable, state and federal anti-kickback and false claims laws in the United States.
−Removed: Since we manufacture and sell our products outside of the United States, certain products of a local nature and variations of product lines must also meet other state and local regulatory requirements.
+Added: • Per the Exclusion Statute the OIG is legally required to exclude from participation in all Federal health care programs individuals and entities convicted of certain types of criminal offenses, including felony convictions for other health-care-related fraud, theft, or other financial misconduct.
+Added: If a person or entity is excluded by OIG from participation in the Federal health care programs, then Medicare, Medicaid, and other Federal health care programs, such as TRICARE and the Veterans Health Administration, will not pay for items or services that are furnished, ordered, or prescribed.
+Added: • The Physician Payments Sunshine Act, as known as “Open Payments”, is a national disclosure program created by the Affordable Care Act that increases transparency into financial relationships between the health care industry and physicians or teaching hospitals.
+Added: Certain manufacturers of drugs, devices, biologics and medical supplies, among others, are required to report annually to CMS information related to payments and other transfers of value made by that entity to U.S.-licensed physicians (defined to include doctors, dentists, optometrists, podiatrists and chiropractors), physician assistants, nurse practitioners, clinical nurse specialists, anesthesiologist assistants, certified registered nurse anesthetists, certified nurse midwives, and teaching hospitals, as well as ownership and investment interests held by physicians and their immediate family members.
+Added: The CMS collects data annually, and makes it publicly available and searchable online at openpaymentsdata.cms.gov.
+Added: Individual states have their own “sunshine act reporting laws” which vary from state to state.
+Added: Foreign Corrupt Practices Act or FCPA, and other anti-corruption laws and regulations (including the United Kingdom Bribery Act) pertaining to financial relationships and interactions with foreign government officials, which prohibit U.S.
+Added: companies and their employees, officers, and representatives from paying, offering to pay, promising, or authorizing the payment of anything of value to any foreign government official (including, potentially, healthcare professionals in countries in which we may sell products), government staff member, political party, or political candidate to obtain or retain business or to otherwise seek favorable treatment.
+Added: Some state laws require medical device and pharmaceutical companies to comply with industry voluntary compliance guidelines (such as the AdvaMed Code of Ethics and PhRMA Code), or the relevant compliance guidance promulgated by the federal government, in addition to requiring manufacturers to report information related to payments to physicians and other health care providers or marketing expenditures to the extent that those laws impose requirements that are more stringent than the Physician Payments Sunshine Act.
+Added: In addition, state and local laws may require the registration of sales representatives.
+Added: State and foreign laws also govern the privacy and security of health information in some circumstances, many of which differ from each other in significant ways and often are not preempted by HIPAA, thus complicating compliance efforts.
+Added: Violations of any of such laws, or any other governmental regulations that apply to us, may subject us to significant penalties, including, without limitation, civil, criminal and administrative penalties, judicial sanctions, which could include, among other actions, refusal to approve pending applications, withdrawal of an approval, a clinical hold, warning letters, product recalls or withdrawals from the market, product seizures, total or partial suspension of production or distribution injunctions, damages, fines, restitution, disgorgement, or other civil or criminal penalties, as well as additional reporting requirements and oversight if the company becomes subject to a corporate integrity agreement or similar agreement to resolve allegations of non-compliance with these laws, the curtailment or restructuring of our operations, refusals of government contracts, exclusion from participation in federal and state healthcare programs (if we were so participating) and imprisonment, any of which could adversely affect our ability to operate our business.
+Added: Considerations
+Added: Since we manufacture and sell our products outside of the United States, certain products of a local nature and variations of product lines must also meet the applicable national, provincial, state and local regulatory requirements of the applicable country (“ex-U.S.
+Added: regulatory requirements”).
Additional risks are inherent to conducting business outside the United States, including more robust information governance and environmental regulations in the European Union, expropriation, nationalization, and other governmental actions.
−Removed: Demand for many of our existing and new products is, and will continue to be, affected by the extent to which local regulatory requirements increase our risk and/or expense to do business in those countries.
+Added: Demand for many of our existing and new products is, and will continue to be, affected by the extent to which ex-U.S.
+Added: regulatory requirements increase our risk and/or expense to do business in those countries.
Compliance with the laws and regulations applicable to our global operations is costly and requires sufficient resources to actively maintain various governance, risk, and compliance systems in several areas to enable us to keep abreast of the constantly evolving legal and regulatory landscape both in the United States and abroad.
−Removed: These areas include, without limitation, FDCA and FDA, Controlled Substances Act and DEA regulations, state board of pharmacy regulations, and laws and regulations regarding quality, privacy, information governance and security, and environmental, health and safety.
+Added: These areas include, without limitation, FDCA and FDA, Controlled Substances Act and DEA regulations, individual state boards of pharmacy regulations, and laws and regulations regarding quality, privacy, information governance and security, and environmental, health and safety.
We expect that there will continue to be U.S.
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Recent Acquisition s
−Removed: In addition to our own organic development, we have, from time to time, acquired businesses and technologies that expand our product lines and are strategic fits for our business, and we expect to continue to seek to acquire businesses, technologies, or products in the future.
−Removed: For more information, refer to Item 7, Management’s Discussion of Analysis and Financial Condition and Results of Operations , under the heading “Acquisitions.”
+Added: In addition to our own organic development, we have, from time to time, acquired businesses and technologies that expand our product lines and are strategic fits for our business, and although no acquisitions were completed in 2023 or 2024, we expect to continue to seek to acquire businesses, technologies, or products in the future.
Sales and Distribution
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Approximately 91% of our revenue was generated in this market for the year ended December 31, 2024.
−Removed: Our sales force is organized by geographic region in the United States and Canada, with account management executives dedicated to our customers in the top 300 U.S.
−Removed: health systems and health system executives focused on generating new business.
−Removed: Our sales in the United States and Canada are primarily made direct to end-user customers with the exception of some distribution of medication adherence consumables in parts of Canada.
−Removed: Outside of the
−Removed: United States and Canada, we have direct sales employees in the United Kingdom, France, Germany, the United Arab Emirates, Belgium, and Australia.
−Removed: For other geographies, we generally sell through distributors and resellers.
+Added: Our sales force is organized by customer segment in the United States and Canada, with strategic and key account managers assigned to our top health systems;
+Added: account executives, assigned to smaller health systems and healthcare facilities;
+Added: and health system executives and solution experts focused on generating new business.
+Added: Our sales in the United States and Canada are primarily made direct to end-user customers with the exception of some distribution of medication adherence consumables and automation in parts of Canada.
+Added: Outside of the United States and Canada, we have direct sales employees in the United Kingdom, France, Germany, and Australia.
+Added: For other geographies such as the Middle East, Asia, and Latin America, we sell through distributors.
+Added: In addition, our international team handles direct sales, installation, and service for hospital healthcare facilities in the United Kingdom, Germany, and France, and for community pharmacies in the United Kingdom, Germany, and Australia.
+Added: Sales, installation, and service to healthcare facilities are handled through distribution partners in other parts of Europe, Asia, Australia, the Middle East, and Latin America.
+Added: Our products are available in a variety of languages including Traditional Chinese, Simplified Chinese, Croatian, Dutch, French, German, Japanese, Korean, Swedish, and Spanish.
Our foreign operations are discussed in Note 3, Revenues, and Note 7, Property and Equipment , of the Notes to Consolidated Financial Statements and Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations , of this Annual Report on Form 10-K.
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To initiate the selling process, the sales representative generally contacts the chief financial officer, chief pharmacy officer, chief information officer, chief nursing officer, director of pharmacy, director of nursing, director of information technology, director of materials management, or other decision makers, and actively engages with each group within the healthcare facility about the economic, safety, efficiency, and compliance benefits of our solutions relative to competing methods of managing medications or medical and surgical supplies.
+Added: In addition, particularly with respect to certain of our European customers, we also may discuss the environmental, social, governance, or sustainability aspects of our products or services.
We contract with Group Purchasing Organizations (“GPOs”), each of which functions as a purchasing agent on behalf of member hospitals and other healthcare providers.
−Removed: Pursuant to the terms of GPO agreements, each member contracts directly with us and can purchase our product at pre-negotiated contract terms and pricing.
−Removed: These GPO contracts are typically for multiple years with options to renew or extend for up to two years and some of which can be terminated by either party at any time.
−Removed: Our current most significant GPO contracts include Vizient, Inc., Premier Inc., and HealthTrust Purchasing Group.
+Added: Pursuant to the terms of GPO agreements, each member contracts directly with us and can purchase our products under pre-negotiated contract terms and pricing.
+Added: These GPO contracts are typically for
+Added: multiple years with options to renew or extend for up to two years and some of which can be terminated by either party at any time.
+Added: Our current most significant GPO contracts include Vizient, Inc., Premier Inc., HealthTrust Purchasing Group, and Advocate Health Supply Chain Alliance.
We also have a Federal Supply Schedule contract with the Department of Veterans Affairs (the “GSA Contract”), allowing the Department of Veterans Affairs, the Department of Defense, and other federal government customers to purchase our products.
−Removed: Some of our contracts with these organizations are terminable at the convenience of either party.
The accounts receivable balances are with individual members of the GPOs and federal agencies that purchase under the GSA Contract, and therefore no significant concentration of credit risk exists.
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Our clinical and technical consulting team supports our sales force by working with our customers to identify potential solutions intended to help them achieve their desired outcomes.
−Removed: Our Professional Services team assists customers with the technology installations of our solutions, including configuring our systems to address the specific needs of each individual customer.
+Added: Our Professional Services team assists customers with the implementation of our solutions, including configuring our systems to address the specific needs of each individual customer.
After the solutions are implemented, our Customer Success team provides remote and onsite experts who help our customers fully adopt and optimize utilization of our solutions in an effort to achieve their desired clinical and business outcomes.
−Removed: We offer telephone and web-based technical support through our U.S.-based technical support centers.
+Added: We offer telephone and web-based technical support and issue resolution through our U.S.-based technical support centers.
Our support centers are staffed 24 hours a day, 365 days a year.
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In addition, our customers can enable access to allow us to remotely monitor system performance of certain products.
−Removed: Where applicable, this suite of support tools is designed to proactively monitor certain system status and can alert service personnel to potential problems to preempt system failure.
−Removed: In addition, our international team handles direct sales, installation, and service for healthcare facilities in the United Kingdom, France, and Germany, and for non-acute customers in Australia.
−Removed: Sales, installation, and service to healthcare facilities is handled through distribution partners in other parts of Europe, Asia, Australia, the Middle East, South Africa, and South America.
−Removed: Our products are available in a variety of languages including Traditional Chinese, Simplified Chinese, Japanese, Korean, French, Swedish, Dutch, Spanish, and German.
+Added: Where applicable, this suite of support tools is designed to proactively monitor certain system statuses and can alert service personnel to potential problems to preempt system failure and reduce unplanned downtime.
+Added: Our field engineers deliver on-site services for hardware-related issues and are deployed to customer sites based on solution expertise and geographic proximity to customers.
+Added: Additional support to our field services is provided by certified external partners as needed.
Manufacturing and Inventory
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Many of the sub-assemblies and components we use are provided by third-party contract manufacturers or other suppliers.
−Removed: A portion of these contract manufacturers and other suppliers are based in Asia.
+Added: The majority of these contract manufacturers and other suppliers are based in Asia and the U.S.
We and our partners test these sub-assemblies and perform inspections to assure the quality and reliability of our products.
−Removed: While many components of our systems are standardized and available through multiple sources, certain
−Removed: components or subsystems are fabricated by a sole supplier according to our specifications, schedules, and customer requirements, or are only available from limited sources.
+Added: While many components of our systems are standardized and available through multiple sources, certain components or subsystems are fabricated by a single supplier according to our specifications, schedules, and customer requirements, or are only available from limited sources.
Our medication adherence product manufacturing process consists of fabrication and assembly of equipment and mechanized process manufacturing of consumables.
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Our arrangements with contract manufacturers generally set forth quality, cost, and delivery requirements, as well as manufacturing process terms, such as continuity of supply, inventory management, capacity flexibility, quality and cost management, oversight of manufacturing, and conditions for the use of our intellectual property.
−Removed: Our manufacturing organization procures components and schedules production based on the backlog of customer orders.
+Added: Our operations organization procures components and schedules production based on the backlog of customer orders.
Installation of equipment and software typically occurs anywhere between three weeks to 12 months after the initial order is received.
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We believe our industry-leading medication management infrastructure products and services compare favorably with the offerings of our competitors, particularly with respect to the medication management outcomes that we have helped enable our customers to achieve across the continuum of care, from inpatient to outpatient, in each setting of care where medications are managed.
−Removed: We believe we have a strongly differentiated outcome-centric approach to medication management that combines robotics, smart devices, software, and expert services.
+Added: We believe we have a strongly differentiated outcome-centric approach to medication management that combines robotics and smart devices, software workflows, expert services, and operational and optimization analytics.
Intellectual Property and Proprietary Technology
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Research and Development
−Removed: Our research and development efforts generally begin with customer collaboration.
−Removed: The insight that we gain through this collaboration helps us to develop solutions to address the unmet needs and challenges faced by our customers.
−Removed: We continue to make significant investments in enhancing the value of our XT Series automated dispensing systems through both hardware and software upgrades.
−Removed: We are also making significant investments in helping our customers in the realization of the industry vision of the Autonomous Pharmacy, in particular, on our cloud-based platform and in the migration of our customers from an on-premise infrastructure to our cloud-based platform.
−Removed: We are also investing in the further development of technology-enabled
−Removed: software and services including further enhancements to our Advanced Services offerings, as well as continuing to build software that is designed to enable scaling of our current service offerings.
−Removed: In addition, our robotic automation capabilities continue to evolve, while we work to further enhance new-to-market solutions, as well as new solutions currently in development.
−Removed: We have also begun work on longer-term solutions that we believe will benefit our cloud platform offerings.
−Removed: The results of our research and development efforts will further drive the advancement of our cloud-based offerings and accelerate the realization of the industry vision of the Autonomous Pharmacy.
+Added: Our research and development efforts start with collaborating with our customers.
+Added: The insights we gain from this collaboration help us develop solutions that are designed to address the customer’s unmet needs and challenges.
+Added: We continue to invest significantly in enhancing the value of our XT Series automated dispensing systems through both hardware and software upgrades.
+Added: Additionally, we are making substantial investments to help our customers realize the industry-defined vision of the Autonomous Pharmacy.
+Added: This includes focusing on our cloud-based platform and assisting customers in migrating from on-premise infrastructure to our cloud-based platform.
+Added: We are also investing in further development of technology-enabled software and services, including enhancements to our SaaS and Expert Services offerings and building software designed to scale our current service offerings.
+Added: Our robotic automation capabilities are also evolving as we work to enhance and develop new solutions.
+Added: We have started the migration of our solutions to OmniSphere, our next generation, cloud native, software workflow engine and data platform.
+Added: OmniSphere is designed to seamlessly integrate enterprise robotics and smart devices across the medication management continuum of care.
+Added: The results of our research and development efforts are expected to drive the advancement of our cloud-based offerings and accelerate the realization of the industry-defined vision of the Autonomous Pharmacy.
Business under Government Contracts
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government customer.
+Added: Furthermore, on January 20, 2025, President Donald J.
+Added: Trump announced an executive order establishing the “Department of Government Efficiency” to reform federal government processes, maximize government efficiency and productivity and reduce government expenditures.
+Added: As a result, there are uncertainties and pressures surrounding the U.S.
+Added: federal government’s budget and budgetary priorities, as well as pressures on government expenditures.
If any of our government-owned or government-run hospital customers decide to terminate their agreements early for any reason, we would not derive the expected financial benefits from any such customer.
For additional information regarding these leases, see the risk factor captioned “ Our U.S.
−Removed: government lease agreements are subject to annual budget funding cycles and mandated changes, which may affect our ability to recognize revenues and sell receivables based on such leases , ” under Item 1A “Risk Factors ”.
+Added: government lease
+Added: agreements are subject to annual budget funding cycles and mandated changes, which may affect our ability to recognize revenues and sell receivables based on such leases , ” under Item 1A “Risk Factors ”.
+Added: In addition, certain of our state or other municipal-run hospital customers may also be subject to annual funding cycles or have contracts that are terminable at the convenience of the applicable state or other municipal-run hospital customer.
+Added: Should any of these customers not receive their annual funding or decide to terminate their agreements early for any reason, we would not derive the expected financial benefits from any such customer.
Financing Practices Relating to Working Capital
We assist healthcare facilities in financing their purchases of our systems by offering multi-year, non-cancelable lease payment terms.
−Removed: We typically sell the majority of the multi-year lease receivables (other than those associated with our Advanced Services, as described further below) to third-party leasing finance companies, although our ability to sell these receivables may be influenced by the perception of our customers’ ability to pay, or other restrictions, which may be influenced by factors outside of our control.
−Removed: As part of our Advanced Services offering, we provide equipment and software at the inception of the contract period, which is accounted for as a multi-year sales-type lease.
+Added: We typically sell the majority of the multi-year lease receivables (other than those associated with our SaaS and Expert Services , as described further below) to third-party leasing finance companies, although our ability to sell these receivables may be influenced by the perception of our customers’ ability to pay, or other restrictions, which may be influenced by factors outside of our control.
+Added: As part of our SaaS and Expert Services offering, we provide equipment and software at the inception of the contract period, which is accounted for as a multi-year sales-type lease.
These agreements are generally multi-year and non-cancellable.
−Removed: We typically retain these lease receivables for such Advanced Services in-house and service them for the duration of the associated service term.
+Added: We typically retain these lease receivables for such SaaS and Expert Services in-house and service them for the duration of the associated service term.
For additional information regarding these financing activities, refer to Note 1, Organization and Summary of Significant Accounting Policies , of the Notes to Consolidated Financial Statements in this Annual Report on Form 10-K.
Backlog is the dollar amount of bookings that have not yet been recognized as revenue.
−Removed: Bookings for those Advanced Services contracts without a minimum commitment are not included in backlog.
+Added: Bookings for those SaaS and Expert Services contracts without a minimum commitment are not included in backlog.
In addition, dependent upon counterparty or credit risk, which is evaluated at the time of contract signing, for a given multi-year subscription contract we may reduce the portion of the contractual commitment booked at a given time, and these excluded amounts are not included in backlog.
−Removed: A majority of our connected devices and software license products are installable and recognized as revenues within twelve months of booking.
+Added: A majority of our connected devices and software license products are installable and recognized as revenues within twelve months of booking, while service revenues from SaaS and Expert Services are recorded over the contractual term.
Larger or more complex implementations such as software-enabled connected devices for Central Pharmacy, including, but not limited to, our Central Pharmacy Dispensing Service and IV Compounding Service, are often installed and recognized as revenue between 12 and 24 months after booking.
−Removed: Service revenues from Advanced Services are recorded over the contractual term.
+Added: We consider backlog that is expected to be converted to revenues in more than twelve months to be long-term backlog.
+Added: We believe a majority of long-term product backlog will be convertible into revenues in 12 to 24 months.
+Added: Long-term SaaS and Expert Services backlog typically represents multi-year subscription agreements (usually with contractual terms of two to seven years, some of which have not yet been implemented) that will be converted to revenue over the contractual term.
Due to industry practice that allows customers to change order configurations with limited advance notice prior to shipment and as customer installation schedules may change, backlog as of any particular date may not necessarily indicate the timing of future revenue.
However, we do believe that backlog is an indication of a customer’s willingness to install our solutions and revenue we expect to generate over time.
−Removed: We consider backlog that is expected to be converted to revenues in more than twelve months to be long-term backlog.
−Removed: We believe a majority of long-term product backlog will be convertible into revenues in 12-24 months.
−Removed: Long-term Advanced Services backlog typically represents multi-year subscription agreements (usually with contractual terms of 2-7 years, some of which have not yet been implemented) that will be converted to revenue over the contractual term.
−Removed: The chart below further summarizes our backlog:
+Added: Going forward, we will no longer be reporting SaaS and Expert Services backlog information, as these revenue streams will be captured by the new Annual Recurring Revenue (“ARR”) metric, which we will begin utilizing as a key performance metric for our business, and is described in further detail in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations under the heading “Our Business – 2025 Product Bookings and Annual
+Added: Recurring Revenue – Annual Recurring Revenue.”
+Added: The chart below summarizes our total backlog under the definition of bookings in use through 2024:
(In thousands)
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Product backlog $ 646,508 $ 610,832
−Removed: Advanced Services backlog (1)
+Added: SaaS and Expert Services backlog (1)
554,788 531,854
2 unchanged sentences
Long-term product backlog 199,096 232,896
−Removed: Short-term Advanced Services backlog (1)
+Added: Short-term SaaS and Expert Services backlog (1)
$ 93,113 $ 72,455
−Removed: Long-term Advanced Services backlog (1)
+Added: Long-term SaaS and Expert Services backlog (1)
461,675 459,399
_________________________________________________
−Removed: (1) Includes only the value of Advanced Services non-cancelable contracts with minimum commitments.
+Added: (1) Includes only the value of SaaS and Expert Services non-cancelable contracts with minimum commitments.
+Added: Starting in 2025, we will utilize product bookings as a key performance metric for our business.
+Added: The new product bookings metric is described in greater detail in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations under the heading “Our Business – 2025 Product Bookings and Annual Recurring Revenue – Product Bookings.” For comparative purposes, the table below summarizes our backlog as of December 31, 2024 under the new definition of product bookings that we will utilize to determine product backlog going forward beginning in 2025:
+Added: (In thousands)
+Added: Total product backlog (1)
+Added: Short-term product backlog $ 447,344
+Added: Long-term product backlog 199,096
+Added: _________________________________________________
+Added: (1) Product backlog is the dollar amount of product bookings that have not yet been recognized as revenue.
+Added: A majority of our connected devices and software license products are installable and recognized as revenues within twelve months of booking.
+Added: Larger or more complex implementations such as software-enabled connected devices for Central Pharmacy, including, but not limited to, our Central Pharmacy Dispensing Service and IV Compounding Service, are often installed and recognized as revenue between 12 and 24 months after booking.
+Added: Due to industry practice that allows customers to change order configurations with limited advance notice prior to shipment and as customer installation schedules may change, backlog as of any particular date may not necessarily indicate the timing of future revenue.
+Added: However, we do believe that backlog is an indication of a customer’s willingness to install our solutions and revenue we expect to generate over time.
+Added: We consider backlog that is expected to be converted to revenues in more than twelve months to be long-term backlog.
+Added: We believe a majority of long-term product backlog will be convertible into revenues in 12-24 months.
Environmental, Social, and Governance (“ESG”) Initiatives
We view Omnicell as a purpose-driven company with a social mission:
−Removed: Our goal of fundamentally transforming the pharmacy care delivery model is designed to dramatically improve health outcomes and lower healthcare costs for everyone.
+Added: Our goal of transforming pharmacy care through outcomes-centric innovation is designed to optimize clinical and business outcomes across all settings of care.
Our teams are motivated by knowing that our work to improve medication management across the continuum of care has a tangible, real-world impact on healthcare workers, patients, and communities.
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In April 2024, we published our 2023 ESG Report, which highlights our approach to being responsible corporate citizens and describes and updates our contributions and work towards achieving a more sustainable future.
−Removed: We define corporate responsibility through four strategic pillars – Environmental, Social, Governance, and Innovation.
We adhere to internationally-recognized Organisation for Economic Co-operation and Development guidance for the responsible sourcing of raw materials and continually work to enhance the sustainability attributes of our products and improve the sustainability of our designs.
−Removed: In addition, we seek to ensure access to high-quality, equitable, and integrated care for all patients worldwide.
−Removed: Furthermore, we are focused on elevating our diversity, equity, inclusion, and belonging initiatives at the Company, and creating a culture of inclusivity, engagement, and well-being for our employees.
−Removed: There continues to be evolving and increasing expectations from regulators, customers, investors, and employees with respect to reducing and limiting greenhouse gas emissions, without a consistent framework in which to operate globally.
−Removed: The enhanced stakeholder focus on matters relating to ESG activities requires deliberate, conscientious efforts to effect change while the reporting frameworks are still being finalized, both in the United States and abroad.
+Added: addition, we seek to ensure access to high-quality, equitable, and integrated care for all patients worldwide.
+Added: Furthermore, we are focused on creating a culture of care, engagement, and well-being for all of our employees.
+Added: There continues to be evolving and increasing expectations from regulators, customers, investors, and employees with respect to reducing and limiting greenhouse gas emissions and a focus on matters relating to ESG activities, which requires deliberate, conscientious efforts to effect change.
We are carefully studying ways we can contribute to realize a 1.5° Celsius future by 2030, reduce waste in our product design and manufacturing processes and develop product end-of-life solutions, as well as enhance our social and governance initiatives, taking cues from our internal and external stakeholders, internal assessments, and direction from the Corporate Governance Committee of Omnicell’s Board of Directors.
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We continually seek to innovate and improve our business practices as we strive to build “A Better Way.”
−Removed: More information on our ESG initiatives and a copy of our 2022 ESG Report are available on our corporate website, www.omnicell.com, under the “About Us―Corporate Responsibility” tab.
+Added: More information on our ESG initiatives and a copy of our 2023 ESG Report are available on our corporate website, www.omnicell.com, under the “Company ESG” tab.
We are not including the information contained on, or that can be accessed through, this website as part of, or incorporating it by reference into, this Annual Report on Form 10-K.
Human Capital Management
−Removed: As of December 31, 2023, we had approximately 3,650 employees worldwide (with approximately 3,040 located in either the United States or Canada), excluding individuals who are classified as temporary or contractors, which is a decrease of approximately 580 employees since December 31, 2022.
−Removed: The decrease in employee headcount reflects the impact of restructuring initiatives the Company announced in November 2022 and November 2023.
−Removed: We currently conduct our employee engagement survey (the “Employee Engagement Survey”) twice annually, and starting in 2024, we will move to conducting the Employee Engagement Survey once annually.
−Removed: We most recently completed the Employee Engagement Survey via the Glint platform in September 2023 and achieved an overall employee satisfaction score of 68, which is below the benchmark average score of similarly-sized global companies identified by Glint that use the Glint platform.
−Removed: While our score is below the benchmark, we believe that through our continued investment in talent, processes and acting on employee feedback we were able to increase our employee satisfaction score by three points from the score we achieved at the beginning of 2023.
−Removed: We believe this intra-year increase reflects improved employee relations and that Omnicell is generally viewed by our employees as a good place to work.
+Added: As of December 31, 2024, we had approximately 3,670 employees worldwide (with approximately 3,100 located in either the United States or Canada), excluding individuals who are classified as temporary or contractors.
+Added: We administer an annual employee engagement survey (“OmniVoices Engagement Survey”) using an external third-party platform.
+Added: The overall purpose of the survey is to gain employee feedback and take action on the feedback in order to continue Omnicell’s journey of building a Culture of Care.
+Added: For 2024, we achieved an overall employee satisfaction score of 73.
+Added: We believe that our ongoing investment in strengthening Omnicell’s Culture of Care, Communication, Cross-collaboration, and Recognition programs, along with our commitment to acting on employee feedback, contributed to an increase of 5 points in our employee satisfaction score since the September 2023 survey (previously 68).
+Added: To further embed our Culture of Care aspirations, the People Organization established a Culture Catalyst team, comprised of employees and leaders across the business.
+Added: The purpose of this highly engaged group of employees was to lead the creation and execution of a series of culture sprints with employees, with the ultimate goal of defining Omnicell’s Culture of Care aspirations with a ground up approach.
+Added: This led to the creation of a Culture Statement that resonates with more than 80% of Omnicell’s global employee base, across all levels, and serves as the north star of what makes us, uniquely us.
+Added: In addition, this team, under the guidance of the People Organization leadership team, has tackled several barriers with solutions to ensure that all Omnicell employees are able to Walk the Talk to bring our Guiding Principles to life, established Ask Me Anything sessions to create two-way dialogue between leaders and employees, and to provide practical tools that will foster better collaboration and a One Team mindset.
Compensation and Benefits
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We offer market-competitive pay and a comprehensive benefits package.
−Removed: • Our quarterly bonus program is designed to incentivize our employees to focus on work that will further our strategic priorities.
−Removed: • We offer reward and recognition programs that embed our guiding principles into our culture and everything we do, allowing for peer-to-peer recognition and motivating our employees to continually work to advance our promise, our purpose, and our guiding principles.
−Removed: • Our quarterly performance review process is designed to enable our talent to reach their optimum levels of contribution to Omnicell’s business strategies, facilitates regular employee feedback, and supports our pay-for-performance philosophy.
+Added: • Our bonus program is designed to incentivize our employees to focus on work that will further the delivery of our annual priorities.
+Added: • We offer reward and recognition programs that embed our guiding principles into our Culture of Care and everything we do, allowing for peer-to-peer recognition and motivating our employees to continually work to advance our promise, our purpose, and our guiding principles.
+Added: • Our quarterly performance review process (Aspire) is designed to enable our talent to reach their optimum levels of contribution to Omnicell’s business strategies, facilitates regular employee feedback, and supports our pay-for-performance philosophy.
Health and Wellness
−Removed: • We offer a comprehensive wellness program designed to promote a healthy lifestyle, including on-site gym facilities, on-site bio-metric screening, and health coaching.
−Removed: In addition to making physical health a priority, we offer mental health counseling and resources, financial coaching, and Teladoc Health services (i.e., telephone health services).
+Added: • We offer a comprehensive wellness program designed to promote a healthy lifestyle, including on-site gym facilities, lifestyle spending rewards, on-site bio-metric screening, and employee assistance/health coaching.
+Added: In addition to making physical health a priority, we offer mental health counseling and resources, financial coaching, and Virtual Health services (i.e., video/telephone health services).
Employee Development
• Our Organizational Development function plays a strategic role in helping us develop and retain talent through an array of developmental experiences for employees to enable them to reach their highest level of performance and potential at Omnicell.
−Removed: We strive to develop career growth opportunities while delivering consistent learning and development experiences across all roles, functions, and locations.
−Removed: Our engagement survey scores in employee growth opportunities and career path, both landing above industry benchmarks, as measured by the Employee Engagement Survey platform, reflect our commitment to employee development.
−Removed: • We invest in our employees’ learning through robust training programs via Omnicell University and leadership development curriculums, including our Guiding Principles in Action training series, Change Leadership Enablement series, New Manager Lead Program, and coaching engagements.
−Removed: All employees also have access to LinkedIn Learning for their “on-demand” learning needs.
−Removed: In 2023 we created self-paced learning journeys with an emphasis on key capabilities needed for Omnicell’s future success.
−Removed: • Our approach to talent development is designed to enable our organizational transformation by aligning how we lead across all levels.
−Removed: Most recently, we launched The Lead Program, prioritizing early managers and new managers in our revenue-generating organizations with the intention to scale across multiple leader levels in 2024.
−Removed: • We have also launched a Change Leadership Enablement curriculum to better equip our leaders as they navigate high levels of organizational change.
−Removed: This includes live instructor-led workshops by level, toolkits, and self-guided resources to help leaders engage their employees and teams, practice resilience, and lead our organizations into the future.
−Removed: • We also launched our THRIVE Senior Leadership Talent Review and Succession Process, which facilitates dialogue to identify top and high potential talent, align aspirations, bolster our leadership pipeline through succession planning, and support readiness via individual development plans.
−Removed: • In order to further develop our leaders, we launched a consistent 360 feedback methodology for all people leaders in the organization and complemented it with development planning cohorts who complete individual development planning activities with peer coaching support.
−Removed: • In 2023, we automated Talent Management activities by implementing Oracle, a cloud-based human resources management software program, which includes Talent Profiles to capture employees’ internal mobility interests and facilitates internal job searches.
+Added: We strive to deliver consistent learning and career growth development opportunities and experiences across all roles, functions, and locations.
+Added: Our engagement scores in employee growth opportunities and career path, both landing above industry benchmarks, as measured by the OmniVoices Engagement Survey platform, reflect our commitment to employee development.
+Added: • Our approach to employee development is designed to enable our Enterprise Strategy by unleashing the potential of our people.
+Added: In 2024, we continued core programs including 360 Development Cohorts for People Leaders, Career Development Workshops and Elevate Learning Library in Omnicell University for all employees and scaled the Lead Program to develop all People Leaders in strategic capabilities (Leadership Imperatives) intended to create an exceptional employee experience and workplace culture.
+Added: To further embed a focus on continuous learning, we set up a working group comprised of training professionals across the organization to develop a common set of modern learning principles to create a more cohesive learning experience across all employee touchpoints.
+Added: • In 2024, we built on the foundations of our THRIVE Senior Leadership Talent Review and Succession Process, which facilitates cross-functional identification of top talent, succession planning, and individual development planning.
+Added: We utilized this process to enhance our leadership profile by assessing talent against the Leadership Imperatives and created Success Profiles for Senior Leadership roles.
+Added: This is expected to lead to more accurate top talent identification and targeted successor development plans in an effort to accelerate readiness for critical roles.
+Added: As a result of the process, the Senior Leadership team was able to have a holistic view of the talent landscape and create a Talent Action plan.
+Added: • We continued to align our Leadership Development offerings to support our Talent Philosophy – Performance – Accountability – Transparency – Differentiation – Development.
+Added: To this end, we implemented people leader enablement programs including Performance Mindset Training, Leader as Coach Workshop, and Executive level courses in Visual Storytelling and High Stakes Communication.
+Added: To increase effectiveness, each program included practical tools that are accessible at the point of need, such as in OPTIC as part of the Aspire Performance Review process.
Recruiting and Retention
−Removed: • We are expanding the role of our talent acquisition team into the role of talent advisor.
+Added: • We continue to expand the role of our talent acquisition team into the role of talent partner.
+Added: Our goal is to deliver strategic counsel and insights that support business leaders in making informed decisions about workforce planning and development, ultimately driving organizational growth and innovation through the power of talent.
This transformation goes beyond traditional recruitment, as we integrate ourselves deeply within the business framework.
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This collaboration enhances our ability to not only align our talent acquisition strategies with Omnicell’s overarching business objectives, but also to proactively address future talent needs.
−Removed: Leveraging digital recruiting platforms, social media engagement, and university partnerships, we’re not just expanding our employer brand but also ensuring a talent pipeline that is both diverse and attuned to the evolving dynamics of our industry.
−Removed: Our commitment is to deliver strategic counsel and insights that support business leaders in making informed decisions about workforce planning and development, ultimately driving organizational growth and innovation through the power of talent.
−Removed: • We implemented a new applicant tracking module to enhance recruiting efforts and better leverage the existing capital system investment.
−Removed: This enhancement is intended to enable faster and better decisions, save time for value-added work, improve ease of job posting, and more efficiently manage the talent acquisition experience.
−Removed: Diversity, Equity, Inclusion, and Belonging (“DEIB”)
−Removed: • At Omnicell, our ongoing commitment is to foster a positive, supportive, inclusive, and diverse work environment.
−Removed: This involves valuing each individual for their differences and recognizing the entirety of the person beyond just their work identity.
−Removed: • In 2022, we developed a long-term DEIB data strategy as an integral component of our three-year plan.
−Removed: In 2023, we took a significant step forward by launching an internal self-identification campaign, with broadened gender options to elevate inclusivity within our organization.
−Removed: By anchoring our DEIB strategy in data, we anticipate gaining insights into areas for enhancement and achieving a more precise measurement of the effectiveness of our human resources processes and diversity programs.
−Removed: • Our external-facing aspirational long-term DEIB strategy includes supporting vendor/supplier diversity as well as strategies aimed at ensuring our products and services are inclusive and accessible.
−Removed: We also believe we have a role in advocating for health equity and fair and equal access to medication and medication management support.
−Removed: • In 2023, we introduced four Employee Impact Groups (“EIGs”)—based on diverse employee characteristics—Black Inclusion B.R.A.I.N., The Proud Collective (LGBTQ+), BREATHE (Mental Health & Disability Inclusion), and Women in Technology (WIT).
−Removed: These groups empower our employees to advocate for marginalized communities and serve as thought leaders, contributing valuable insights to shape our DEIB vision and strategy.
−Removed: We believe that the EIG model generates sustained momentum and, coupled with our comprehensive DEIB strategy, reflects our unwavering commitment to employee diversity, equity, and inclusion.
−Removed: Our EIG Advisory Council comprises Executive Sponsors for each EIG, with program support from our people organization.
+Added: Through these efforts, we have deployed a workforce strategy designed to identify and hire strategic talent for critical roles in key locations.
+Added: Leveraging digital recruiting platforms, social media engagement, and university partnerships, we are not just expanding our employer brand, but also working to create a talent pipeline that is both diverse and attuned to the evolving dynamics of our industry.
+Added: • Our commitment to a robust and thoughtful hiring process is unwavering.
+Added: We understand that candidates are our customers, and we strive to provide them with a positive and engaging experience.
+Added: By treating candidates with the same respect and attention as we do our customers, we build strong relationships and attract the right talent.
+Added: • We have enhanced our recruiting efforts to enable faster and better decisions, save time for value-added work, improve ease of job posting, and more efficiently manage the talent acquisition experience.
+Added: Diversity, Equity, Inclusion, and Belonging
+Added: At Omnicell, our ongoing commitment is to foster a positive, supportive, inclusive, and diverse work environment across the entire Omnicell enterprise.
+Added: We are building and cultivating a work environment that is welcoming and engaging for every employee regardless of age, religion, race, ethnic origin, gender identification, sexual orientation, veteran status, or disability.
+Added: This commitment also extends to (i) our suppliers as we continue to pursue opportunities to partner with an array of different suppliers and small businesses;
+Added: and (ii) our products and services as we seek to ensure they are inclusive and acceptable.
+Added: In addition, we are dedicated to advocating for health access for all and striving to ensure fair and equal access to medication and comprehensive medication management support.
Available Information
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Etta 54 Executive Vice President and Chief Financial Officer
+Added: 48 Executive Vice President and Chief Operating Officer
Manley 47 Executive Vice President and Chief Legal and Administrative Officer
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in accounting from George Mason University and an MBA in finance from Howard University.
+Added: Nnamdi Njoku joined Omnicell in October 2024 as Executive Vice President and Chief Operating Officer.
+Added: Prior to joining Omnicell, Mr.
+Added: Njoku served as President – Sports Medicine, Surgical, Upper Extremities and Restorative Therapies of Zimmer Biomet Holdings, Inc., a global medical technology leader, from March 2023 to September 2024.
+Added: From April 2022 to March 2023, Mr.
+Added: Njoku served as Senior Vice President & President – Neuromodulation at Medtronic, Inc., a subsidiary of Medtronic plc, a leading global healthcare technology company (“Medtronic”).
+Added: Prior to that, he served as President – Mechanical Circulatory Support from August 2019 to March 2022, as Vice President & General Manager – Transformative Solutions from February 2018 to August 2019 and as Vice President, Surgical Synergy from September 2017 to October 2018 at Medtronic.
+Added: From August 2005 to August 2017, Mr.
+Added: Njoku held executive operational roles of increasing responsibility at Medtronic.
+Added: Prior to Medtronic, Mr.
+Added: Njoku served in operational roles of increasing responsibility at UnitedHealth Group and Deloitte Consulting.
+Added: Njoku received a Bachelor of Arts degree in business administration from the University of St.
+Added: Thomas and an MBA from Cornell University.
Manley joined Omnicell in April 2021 as Vice President and General Counsel.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.