DEXCOM INC — Director's Dealing 2020

Sep 12, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DEXCOM INC (DXCM)
CIK: 0001093557
Period of Report: 2020-09-09

Reporting Person: Blackford Quentin S. (Chief Operating Officer & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-09-09	Common Stock	S	8010	$398.302	Disposed	61193	Direct
2020-09-09	Common Stock	S	3297	$398.302	Disposed	57896	Direct
2020-09-09	Common Stock	S	1579	$398.302	Disposed	56317	Direct
2020-09-10	Common Stock	S	523	$397.0311	Disposed	55794	Direct
2020-09-10	Common Stock	S	1300	$397.7618	Disposed	54494	Direct
2020-09-10	Common Stock	S	1594	$398.9827	Disposed	52900	Direct
2020-09-10	Common Stock	S	3017	$399.9124	Disposed	49883	Direct
2020-09-10	Common Stock	S	3157	$401.7911	Disposed	46726	Direct
2020-09-10	Common Stock	S	2159	$402.7195	Disposed	44567	Direct
2020-09-10	Common Stock	S	272	$403.8745	Disposed	44295	Direct
2020-09-10	Common Stock	S	171	$405.33	Disposed	44124	Direct

Footnotes

F1: Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.

F2: Included in this number are 43,950 unvested restricted stock units, 12,727 of which were granted on March 8, 2020 and shall vest through March 8, 2023, 9,216 of which were granted on March 8, 2019 and shall vest through March 8, 2022, 6,417 of which were granted on March 8, 2018 and shall vest through March 8, 2021 and 15,590 of which were granted on September 7, 2017 and shall vest through September 7, 2021.

F3: On December 9, 2019, Mr. Blackford adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Blackford. The shares set forth above were sold pursuant to the 10b5-1 Plan.

F4: This transaction was executed in multiple trades at prices ranging from $396.29 to $397.22. 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.

F5: This transaction was executed in multiple trades at prices ranging from $397.47 to $398.384. 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.

F6: This transaction was executed in multiple trades at prices ranging from $398.55 to $399.50. 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.

F7: This transaction was executed in multiple trades at prices ranging from $399.55 to $400.345. 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.

F8: This transaction was executed in multiple trades at prices ranging from $401.21 to $402.20. 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.

F9: This transaction was executed in multiple trades at prices ranging from $402.23 to $403.08. 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.

F10: This transaction was executed in multiple trades at prices ranging from $403.28 to $404.25. 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.