SEC Form 4 · accession 0001093557-15-000072

DEXCOM INC · DXCM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Jorge A Valdes

Officer — CTO

Period of report

Mar 8, 2015

Accepted (ET)

Mar 11, 2015 · 7:43 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001093557

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Mar 8, 2015	A	45,000	$0.001	A	163,748	D
Common Stock^F3,F2	Mar 8, 2015	J	11,937	$59.59	D	151,811	D
Common Stock^F3,F2	Mar 8, 2015	J	23,667	$59.59	D	128,144	D
Common Stock	Mar 9, 2015	M	8,244	$13.45	A	136,388	D
Common Stock^F4,F5,F2	Mar 9, 2015	S	8,244	$58.7735	D	128,144	D
Common Stock^F3,F6	Mar 8, 2015	J	11,937	$59.59	A	85,620	I	by Trust
Common Stock^F3,F6	Mar 8, 2015	J	23,667	$59.59	A	109,287	I	by Trust
Common Stock^F7,F6	Mar 9, 2015	S	5,712	$59.2446	D	103,575	I	by Trust
Common Stock^F4,F6	Mar 9, 2015	S	926	$59.87	D	102,649	I	by Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-Qualified Stock Option (right to buy)	$13.45	Mar 9, 2015	M	8,244	D	Nov 1, 2006	Nov 1, 2015	Common Stock	8,244	24,731	D

Explanation of responses

F1Represents a grant of restricted stock units that are exempt from Section 16 b-3 and are subject to vesting over a 36 month period from the date of grant as follows: 1/3 shall vest 12 months from the Grant Date, and the remaining balance shall vest in four equal installments over the following 24 months. Share units represent a contingent right to receive one share of DexCom, Inc. common stock.
F2Included in this number are 128,144 unvested restricted stock units, 45,000 of which were granted on March 8, 2015 and shall vest through March 8, 2018, 47,333 of which were granted on March 8, 2014 and shall vest through March 8, 2017, and 35,811 of which were granted on March 11, 2013 and shall vest through March 11, 2016.
F3Shares were transferred from direct ownership to ownership under the Valdes-Lopez-Calleja Family Trust upon vesting of previously awarded restricted stock units.
F4On November 10, 2014, Mr. Valdes adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Valdes. The shares set forth above were sold pursuant to the 10b5-1 Plan.
F5This transaction was executed in multiple trades at prices ranging from $58.45 to $59.25. 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.
F6Shares are held by the Valdes-Lopez-Calleja Family Trust U/A/D 05/18/2011, with respect to which the reporting person is a trustee.
F7This transaction was executed in multiple trades at prices ranging from $59.23 to $59.25. 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.