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INSMED Inc Director's Dealing 2013

May 28, 2013

30150_dirs_2013-05-28_9b044705-945b-499b-85d1-e7a2f4404b94.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSMED INC (INSM)
CIK: 0001104506
Period of Report: 2013-05-23

Reporting Person: Drechsler Andrew T (Chief Financial Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-05-23 Stock Option-Right to Buy $12.44 A 30000 Acquired 2023-05-23 Common Stock (30000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option-Right to Buy $6.65 2022-11-07 Common Stock (175000) 175000 Direct
Stock Option-Right to Buy $6.90 2023-03-20 Common Stock (50000) 50000 Direct

Footnotes

F1: These options shall become exercisable with respect to 25% of the shares of common stock subject to this grant on November 7, 2013, the first anniversary of the date of grant, and with respect to an additional 12.5% of the shares of common stock subject to this grant on each sixth month anniversary of November 7, 2013 thereafter through November 7, 2016.

F2: These options shall become exercisable upon the fulfillment of certain performance criteria.

F3: These options shall become exercisable with respect to 25% of the shares of common stock subject to this grant on May 23, 2014, the first anniversary of the date of grant, and with respect to an additional 12.5% of the shares of common stock subject to this grant on each sixth month anniversary of May 23, 2014 thereafter through May 23, 2017.