INSULET CORP — Director's Dealing 2018

Feb 16, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INSULET CORP (PODD)
CIK: 0001145197
Period of Report: 2018-02-13

Reporting Person: Petrovic Shacey (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-13	Common Stock	A	17088	—	Acquired	93592	Direct
2018-02-14	Common Stock	A	6711	—	Acquired	100303	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-14	Employee Stock Option (Right to Buy)	$74.50	A	17487	Acquired	2028-02-14	Common Stock (17487)	Direct

Footnotes

F1: The 17,088 performance share units were granted on February 24, 2016, and the Compensation Committee of the Board of Directors determined on February 13, 2018 that the performance share units were earned based on the performance of the Company. The full award remains subject to time-based vesting in accordance with the following schedule: one-half of the performance share units vest on the second anniversary of the date of grant and one-half of the performance share units vest on the third anniversary of the date of grant. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.

F2: Includes 13,522 restricted stock units granted on February 22, 2017, which vest one-third of the total units on February 22, 2018, one-third of the total units on February 22, 2019, and one-third of the total units on February 22, 2020; 2,271 performance share units granted on April 1, 2015, which vest on April 1, 2018; and 14,240 restricted stock units granted on February 24, 2016, which vest one-half of the total units on February 24, 2018 and one-half of the total units on February 24, 2019, subject to continued employment. Vested shares will be delivered to the reporting person as soon as practicable following a vesting date.

F3: Includes an aggregate of 2,148 shares acquired under the Insulet Corporation 2007 Employee Stock Purchase Plan on the following dates: 712 shares on December 31, 2015, 674 shares on June 30, 2016 and 762 shares on May 31, 2017.

F4: The 6,711 restricted stock units 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.

F5: 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.