Explanation of Responses:
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1)
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The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on August 11, 2016.
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2)
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Shares purchased through Employee Stock Purchase Plan.
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3)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.14 to $121.31, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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4)
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These securities are Restricted Stock Units.
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5)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.14 to $121.70, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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6)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.00 to $121.99, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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7)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $122.00 to $122.15, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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8)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.04 to $122.03, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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9)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $122.04 to $122.10, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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10)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.97 to $121.96, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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11)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.99 to $122.18, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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12)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.75 to $122.13, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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13)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.87 to $122.19, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
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14)
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Twenty-five percent of the shares shall vest on each of the first, second,third, and fourth anniversaries of the grant date . Fifty percent of the vested shares shall become exercisable if, during the term of the option, the closing price of the Company's common stock is equal to or more than one-hundred and twenty-five percent of the exercise price per share for thirty consecutive trading days. The remaining fifty percent of the vested shares shall become exercisable if, after the date of award and on or before the expiration date, the closing price of the Company's common stock is equal to or more than one-hundred and fifty percent of eh exercise price for 30 consecutive trading days.
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15)
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Transaction is the exercise of a derivative security; see Column 2.
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16)
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Options vest and are exercisable as to 25% of the underlying grant one year after the date of grant and in equal monthly installments thereafter for three additional years.
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