INSULET CORP — Director's Dealing 2016

Dec 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSULET CORP (PODD)
CIK: 0001145197
Period of Report: 2016-12-02

Reporting Person: SULLIVAN PATRICK J (Director, CEO and Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-02	Common Stock	P	40000	$33.893	Acquired	261544	Direct

Footnotes

F1: The price reported represents the weighted average purchase price of the shares purchased. The shares were purchased at varying prices in the range of $33.089 to $34.000. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares purchased at each separate price.

F2: Includes an aggregate of 1,451 shares acquired under the Insulet Corporation 2007 Employee Stock Purchase Plan on the following dates: 777 shares on December 31, 2015 and 674 shares acquired on June 30, 2016.

F3: Includes 29,100 restricted stock units granted on March 2, 2015, which vest one-half of the total units on March 2, 2017 and one-half of the total units on March 2, 2018; 30,432 performance share units granted on April 1, 2015, which vest one-half of the total performance share units on April 1, 2017 and one-half of the total performance share units on April 1, 2018; and 42,720 restricted stock units granted on February 24, 2016, which vest one-third of the total units on February 24, 2017, one-third of the total units on February 24, 2018 and one-third of the total units on February 24, 2019. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.