SAYER KEVIN R 4

What Happened
Kevin R. Sayer, Executive Chair and Director of DexCom, received a grant of 32,749 restricted stock units (RSUs) on March 8, 2026 (transaction code A). To satisfy tax withholding related to the net settlement of RSUs, 32,498 shares were withheld by the issuer at a reported value of $68.10 per share, totaling $2,213,114 (transaction code F). The RSUs are reported at $0.00 because they are contingent rights to receive common stock upon vesting.

Key Details

• Transaction date: March 8, 2026; Form 4 filed March 10, 2026.
• Grant: 32,749 RSUs (A) — exempt from Section 16b-3; these RSUs vest on March 8, 2027 (per footnote).
• Withholding: 32,498 shares withheld at $68.10/share to cover tax obligations (F), amounting to $2,213,114. The withholding was done by the issuer and "does not represent a sale by the Reporting Person" (footnote F2).
• Reported unvested RSUs included in holdings: 106,972 total unvested RSUs — 32,749 (granted 3/8/2026, vest 3/8/2027), 56,993 (granted 3/8/2025, vest through 3/8/2028), and 17,230 (granted 3/8/2024, vest through 3/8/2027). The filing does not provide a separate total of all beneficially owned vested shares.
• No indication in the filing that this was a late report.

Context
This was an RSU grant (compensation/award), not an open-market purchase or sale. The tax-related withholding is a common administrative action when RSUs vest or are net-settled and should not be interpreted as an open-market sale by the insider. The RSUs vest over time as noted, so the shares are not immediately liquid until vesting occurs.