DEXCOM INC — Director's Dealing 2016

Aug 11, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DEXCOM INC (DXCM)
CIK: 0001093557
Period of Report: 2016-08-09

Reporting Person: GREGG TERRANCE H (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-09	Common Stock	S	2168.0	$91.0	Disposed	451486	Direct
2016-08-09	Common Stock	S	35000.0	$91.1035	Disposed	182464	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11461	Indirect

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 69,547 unvested restricted stock units, 34,000 of which were granted on March 8, 2016 and will vest on March 8, 2017 and 35,547 unvested restricted stock units granted on March 8, 2014, 5,078 of which shall vest each month through March 8, 2017.

F3: This transaction was executed in multiple trades at prices ranging from $91.00 to $91.35. 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.

F4: Shares are held by the Gregg Family Trust U/A/D 12/23/1998, with respect to which the reporting person is a trustee.