INSULET CORP — Director's Dealing 2014

Jun 10, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSULET CORP (PODD)
CIK: 0001145197
Period of Report: 2014-06-09

Reporting Person: Devlin Peter (Chief Commercial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-09	Common Stock	S	12314	$37.096	Disposed	67354	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 September 17, 2013.

F2: The price reported represents the weighted average sale price of shares sold. The shares were sold at varing prices in the range of $36.67 to $37.38. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.

F3: Includes 11,000 restricted stock units granted on April 1, 2012 which vest one-half of the total units on April 1, 2015 and one-half of the total units on April 1, 2016; 12,600 restricted stock units granted on March 1, 2013 which vest one-third of the total units on March 1, 2015, one-third of the total units on March 1, 2016 and one-third of the total units on March 1, 2017; 11,334 performance share units granted on March 1, 2013 which vest one-half of the total units on March 1, 2015 and one-half of the total units on March 1, 2016; and 10,000 restricted stock units granted on March 3, 2014 which vest one-third of the total units on March 3, 2015, one-third of the total units on March 3, 2016 and one-third of the total units on March 3, 2017. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.