DEXCOM INC — Director's Dealing 2013

Jun 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DEXCOM INC (DXCM)
CIK: 0001093557
Period of Report: 2013-06-10

Reporting Person: Pacelli Steven Robert (EVP, Strategy & Corp. Dev.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-06-10	Common Stock	D	2765	$22.031	Disposed	213513	Direct
2013-06-11	Common Stock	S	5000	$22.31	Disposed	208513	Direct

Footnotes

F1: These shares were sold to cover the Company's tax withholding obligation that accrued in connection with the vesting of restricted stock units previously granted.

F2: Included in this number are 143,361 unvested restricted stock units, 71,621 of which were granted on March 11, 2013 and shall vest through March 11, 2016, 47,747 of which were granted on March 8, 2012 and shall vest through March 8, 2015, and 23,993 of which were granted on March 8, 2011 and shall vest through March 8, 2014.

F3: This transaction was executed in multiple trades at prices ranging from $22.30 to $22.34. 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 issurer full information regarding the number of shares and prices at which the transactions were effected.