Statement of Changes in Beneficial Ownership (4)
March 10 2020 - 7:35PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
SAYER KEVIN R |
2. Issuer Name and Ticker or Trading Symbol
DEXCOM INC
[
DXCM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President, CEO and Chairman |
(Last)
(First)
(Middle)
6340 SEQUENCE DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/8/2020 |
(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/8/2020 | | A | | 25453 (1) | A | $0.001 | 216390 (2) | D | |
Common Stock | 3/9/2020 | | S | | 254 (3) | D | $261.6299 (4) | 216136 (2) | D | |
Common Stock | 3/9/2020 | | S | | 250 (3) | D | $262.0 | 215886 (2) | D | |
Common Stock | 3/9/2020 | | S | | 250 (3) | D | $263.15 | 215636 (2) | D | |
Common Stock | 3/9/2020 | | S | | 150 (3) | D | $264.7167 (5) | 215486 (2) | D | |
Common Stock | 3/9/2020 | | S | | 1152 (3) | D | $267.2062 (6) | 214334 (2) | D | |
Common Stock | 3/9/2020 | | S | | 1098 (3) | D | $268.0123 (7) | 213236 (2) | D | |
Common Stock | 3/9/2020 | | S | | 250 (3) | D | $269.0 | 212986 (2) | D | |
Common Stock | 3/9/2020 | | S | | 200 (3) | D | $271.46 (8) | 212786 (2) | D | |
Common Stock | 3/9/2020 | | S | | 2276 (3) | D | $272.5141 (9) | 210510 (2) | D | |
Common Stock | 3/9/2020 | | S | | 120 (3) | D | $273.0542 (10) | 210390 (2) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Represents a grant of restricted stock units that are exempt from Section 16 b-3 and are subject to vesting in three equal annual installments from the date of grant. Share units represent a contingent right to receive one share of DexCom, Inc. Common Stock. |
(2) | Included in this number are 76,187 unvested restricted stock units, 25,453 of which were granted on March 8, 2020 and shall vest through March 8, 2023, 23,886 of which were granted on March 8, 2019 and shall vest through March 8, 2022, and 26,848 of which were granted on March 8, 2018 and shall vest through March 8, 2021. |
(3) | On May 15, 2019, Mr. Sayer adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Sayer. The shares set forth above were sold pursuant to the 10b5-1 Plan. |
(4) | This transaction was executed in multiple trades at prices ranging from $261.00 to $261.80. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(5) | This transaction was executed in multiple trades at prices ranging from $264.29 to $264.93. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(6) | This transaction was executed in multiple trades at prices ranging from $266.71 to $267.66. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(7) | This transaction was executed in multiple trades at prices ranging from $267.99 to $268.11. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(8) | This transaction was executed in multiple trades at prices ranging from $271.00 to $271.99. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(9) | This transaction was executed in multiple trades at prices ranging from $272.00 to $272.99. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
(10) | This transaction was executed in multiple trades at prices ranging from $273.025 to $273.06. The price above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
SAYER KEVIN R 6340 SEQUENCE DRIVE SAN DIEGO, CA 92121 | X |
| President, CEO and Chairman |
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Signatures
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By: Jereme Sylvain For: Kevin R Sayer | | 3/10/2020 |
**Signature of Reporting Person | Date |
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