INSULET CORP — Director's Dealing 2018

Feb 28, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSULET CORP (PODD)
CIK: 0001145197
Period of Report: 2018-02-24

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
2018-02-24	Common Stock	F	21763	$75.55	Disposed	270650	Direct
2018-02-24	Common Stock	F	6330	$75.55	Disposed	264320	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	100000	Indirect

Footnotes

F1: This transaction represents the withholding of shares received upon the vesting of restricted stock units to cover the associated tax obligations.

F2: Includes 14,550 restricted stock units granted on March 2, 2015, which vest on March 2, 2018; 15,216 performance share units granted on April 1, 2015, which vest on April 1, 2018; 14,240 restricted stock units granted on February 24, 2016, which vest on February 24, 2019; 12,022 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; 51,266 performance share units granted on February 24, 2016, which vest on February 24, 2019; and 12,081 restricted stock units granted on February 14, 2018, which vest as to 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. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.

F3: Includes an aggregate of 2,213 shares acquired under the Insulet Corporation 2007 Employee Stock Purchase Plan on the following dates: 777 shares on December 31, 2015, 674 shares acquired on June 30, 2016 and 762 shares acquired on May 31, 2017.