DEXCOM INC — Director's Dealing 2017

Mar 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DEXCOM INC (DXCM)
CIK: 0001093557
Period of Report: 2017-03-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-08	Common Stock	A	30887	$0.0010	Acquired	470732	Direct
2017-03-10	Common Stock	D	1661	$77.5506	Disposed	469071	Direct
2017-03-10	Common Stock	D	14512	$77.5506	Disposed	454559	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11461	Indirect
Common Stock	55882	Indirect

Footnotes

F1: Represents 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.

F2: Included in this number are 30,877 unvested restricted stock units which were granted on March 8, 2017 and shall vest on March 8, 2018.

F3: 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.

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.