INSULET CORP — Director's Dealing 2018

May 18, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSULET CORP (PODD)
CIK: 0001145197
Period of Report: 2018-05-16

Reporting Person: Abdel-Malek Aiman (EVP & Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-16	Common Stock	M	2394	$31.20	Acquired	28027	Direct
2018-05-16	Common Stock	F	866	$86.16	Disposed	27161	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-16	Employee Stock Option (Right to Buy)	$31.20	M	2394	Disposed	2026-03-28	Common Stock (2394)	Direct

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2018.

F2: Includes 4,674 restricted stock units granted on March 28, 2016, which vest on March 28, 2019; 4,006 performance share units granted on March 28, 2016, which vest on March 28, 2019; 2,885 restricted stock units granted on February 22, 2017, which vest one-half of the total units on February 22, 2019 and one-half of the total units on February 22, 2020; and 2,685 restricted stock units granted on February 14, 2018, which vest one-third of the total units on February 14, 2019, one-third of the total units on February 14, 2020 and one-third of the total units on February 14, 2021, subject to continued employment. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.

F3: Constitutes previously owned shares to cover the exercise price of the option being exercised through a stock swap.

F4: This option is subject to a four-year vesting period with 25% of the total award vesting one year after the grant date and the remainder vesting in equal quarterly installments each quarter thereafter for 12 quarters, subject to continued employment.