Inogen Inc — Director's Dealing 2015

Feb 25, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Inogen Inc (INGN)
CIK: 0001294133
Period of Report: 2015-02-23

Reporting Person: Bauerlein Alison (EVP, Finance & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-23	Common Stock	M	14712	$0.60	Acquired	60287	Direct
2015-02-23	Common Stock	M	975	$2.40	Acquired	61262	Direct
2015-02-23	Common Stock	S	15687	$33.1039	Disposed	45575	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-23	Stock Option (right to buy)	$0.60	M	14712	Disposed	2020-02-24	Common Stock (14712)	Direct
2015-02-23	Stock Option (right to buy)	$2.40	M	975	Disposed	2018-03-27	Common Stock (975)	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 15,687 shares sold in the price range of $32.85 to $33.39 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: Subject to the reporting person's continuing service, sixty percent (60%) 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.

F4: Subject to the reporting person's continuing service, one forty-eighth (1/48th) of the 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 fourth (4th) anniversary of the vesting commencement date. The vesting commencement date for this option is January 1, 2008. This option is fully vested as of January 1, 2012.