March 3, 2025

Sean Duffy
Chief Executive Officer
Omada Health, Inc.
500 Sansome Street, Suite 200
San Francisco, CA 94111

       Re: Omada Health, Inc.
           Amendment No. 3 to Draft Registration Statement on Form S-1
           Submitted February 14, 2025
           CIK No. 0001611115
Dear Sean Duffy:

     We have reviewed your amended draft registration statement and have the
following
comments.

       Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

      After reviewing the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amendment No. 3 to Draft Registration Statement on Form S-1
Business
Omada GLP-1 Care Tracks, page 136

1.     We note your disclosure that "[m]embers in the Enhanced GLP-1 Care Track
reported
       a 12% average increase in self-efficacy at week 16 compared to the time
of
       enrollment, using a brief weight loss self-efficacy scale developed and
validated by an
       independent academic research team, reflecting improved self-confidence
in
       members    ability to lose weight and maintain healthy habits." Please
revise to briefly
       discuss the weight loss self-efficacy scale, clarify the time period of
the participation
       study and explain how it was validated by an independent academic
research team.
2.     We note your disclosure on page 138 that "[f]rom late February through
May 2024, all
 March 3, 2025
Page 2

       members in Omada for Prevention & Weight Health and Omada for
Hypertension that
       had enrolled at least two weeks prior and no more than six months prior
were offered
       the opportunity to receive GLP-1 therapy discontinuation program support
through the
       GLP-1 Care Track", and that "[t]his retrospective analysis reviewed data
received
       directly through participation in the program from all such members that
voluntarily
       opted into receiving GLP-1 discontinuation program support..." Please
revise to
       disclose the number of participants that enrolled in the discontinuation
program.
       Please contact Julie Sherman at 202-551-3640 or Li Xiao at 202-551-4391
if you have
questions regarding comments on the financial statements and related matters.
Please contact
Juan Grana at 202-551-6034 or Lauren Nguyen at 202-551-3642 with any other
questions.



                                                          Sincerely,

                                                          Division of
Corporation Finance
                                                          Office of Industrial
Applications and
                                                          Services
cc:   Kathleen M. Wells, Esq.