Inogen Inc — Director's Dealing 2014

Oct 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Inogen Inc (INGN)
CIK: 0001294133
Period of Report: 2014-10-28

Reporting Person: Wilkinson Scott (EVP, Sales and Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-28	Common Stock	M	8270	$0.60	Acquired	8270	Direct
2014-10-28	Common Stock	S	8270	$22.4075	Disposed	0	Direct
2014-10-29	Common Stock	M	10063	$0.60	Acquired	10063	Direct
2014-10-29	Common Stock	S	10063	$22.4162	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-28	Stock Option (right to buy)	$0.60	M	4077	Disposed	2019-02-10	Common Stock (4077)	Direct
2014-10-28	Stock Option (right to buy)	$0.60	M	4193	Disposed	2020-02-24	Common Stock (4193)	Direct
2014-10-29	Stock Option (right to buy)	$0.60	M	4256	Disposed	2019-02-10	Common Stock (4256)	Direct
2014-10-29	Stock Option (right to buy)	$0.60	M	5807	Disposed	2020-02-24	Common Stock (5807)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 17, 2014.

F2: Represents the weighted average share price of an aggregate total of 8,270 shares sold in the price range of $22.25 to $22.56 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: Represents the weighted average share price of an aggregate total of 10,063 shares sold in the price range of $22.25 to $23.16 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: Subject to the reporting person's continued service, twenty-five percent (25%) of the shares subject to the option vested and became exercisable on the one year anniversary of the vesting commencement date, and thereafter, one thirty-sixth (1/36th) of the remaining shares subject to the option vested each month on the same day as the vesting commencement date, such that the shares subject to the option became fully vested and exercisable on the fourth (4th) anniversary of the vesting commencement date. The vesting commencement date for this option is February 10, 2009.

F5: Subject to the reporting person's continuing service, thirty nine percent (39%) of the shares subject to the option shall vest and become exercisable on the vesting commencement date, and thereafter, one thirtieth (1/30th) of the remaining shares subject to the option shall vest each month on the same day as the vesting commencement date, such that the shares subject to the option shall become fully vested and exercisable on the thirty (30) month anniversary of the vesting commencement date. The vesting commencement date for this option is February 24, 2010.