Penumbra Inc — Director's Dealing 2017

Feb 1, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Penumbra Inc (PEN)
CIK: 0001321732
Period of Report: 2017-01-30

Reporting Person: Elsesser Adam (Director, Chairman, CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-30	Common Stock	M	8200	$1.26	Acquired	1244038	Direct
2017-01-30	Common Stock	S	4511	$70.50	Disposed	1239527	Direct
2017-01-30	Common Stock	S	3689	$70.99	Disposed	1235838	Direct
2017-01-31	Common Stock	M	9000	$1.26	Acquired	1244838	Direct
2017-01-31	Common Stock	S	8400	$71.24	Disposed	1236438	Direct
2017-01-31	Common Stock	S	600	$71.56	Disposed	1235838	Direct
2017-02-01	Common Stock	M	4200	$1.26	Acquired	1240038	Direct
2017-02-01	Common Stock	S	3399	$70.73	Disposed	1236639	Direct
2017-02-01	Common Stock	S	801	$71.56	Disposed	1235838	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-30	Stock Option (right to buy)	$1.26	M	8200	Disposed	2017-09-30	Common Stock (8200.0)	Direct
2017-01-31	Stock Option (right to buy)	$1.26	M	9000	Disposed	2017-09-30	Common Stock (9000.0)	Direct
2017-02-01	Stock Option (right to buy)	$1.26	M	4200	Disposed	2017-09-30	Common Stock (4200.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14144	Indirect

Footnotes

F1: The sales were effected pursuant to the Reporting Person's Rule 10b5-1 trading plan.

F2: This transaction was executed in multiple trades at prices ranging from $69.85 to $70.80. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: This transaction was executed in multiple trades at prices ranging from $70.85 to $71.25. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: This transaction was executed in multiple trades at prices ranging from $70.55 to $71.50. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F5: This transaction was executed in multiple trades at prices ranging from $71.55 to $71.60. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F6: This transaction was executed in multiple trades at prices ranging from $70.25 to $71.15. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F7: This transaction was executed in multiple trades at prices ranging from $71.30 to $71.70. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F8: Shares are held by the Siegel/Elsesser Revocable Trust.

F9: All shares are vested and exercisable.