Smith Kevin Raymond Merrill 4

What Happened

• Kevin Raymond Smith, CEO, President and a director of Inogen (INGN), received multiple equity awards and completed derivative conversions on Feb 27–Mar 1, 2026, and had shares withheld/surrendered to cover tax and exercise obligations. Key items: 90,000 performance-based restricted stock units (RSUs) vested (awarded 2/27/2026); several derivative conversions/exercises added shares (28,334 and 30,012 shares listed); a small ESPP purchase of 685 shares at $6.10 ($4,179); and a total of 44,585 shares were surrendered/withheld at $6.10 to satisfy tax/exercise liabilities, producing roughly $271,968 in value.
• These were largely awards/vestings and conversions (acquisitions) with routine tax-withholding disposals rather than open-market sell orders. The disposals are labeled as tax/exercise payments (code F), not necessarily indicative of a directional market bet.

Key Details

• Transaction dates and prices:
  • 2026-02-27: Grant/award — 90,000 RSUs (acquired, $0 per share) (performance-based).
  • 2026-03-01: Multiple exercise/conversion entries (M) and award vesting resulting in acquisitions of 32,725; 28,334; and 30,012 shares at $0.
  • 2026-03-01: ESPP purchase — 685 shares @ $6.10 (cost $4,179).
  • 2026-03-01: Tax/exercise-related dispositions — 16,374; 13,700; 14,511 shares @ $6.10, totaling ~$271,968.
• Shares owned after the transactions: not specified in the provided filing data.
• Notable footnotes:
  • F1: 685 shares via the 2014 Employee Stock Purchase Plan (ESPP).
  • F2/F5/F8: 90,000 RSUs were performance/time-based restricted stock units that vested (each RSU converts to one share).
  • F3/F4: The reported disposals were shares withheld to satisfy the reporting person’s tax withholding liability in connection with vested RSUs (i.e., tax withholding, not necessarily open-market sales).
  • F6/F7/F8: Vesting schedules indicated (1/3rd vesting on stated annual vesting dates going forward).
• Filing timeliness: Form 4 was filed 2026-03-03 reporting transactions on 2026-02-27 and 2026-03-01 — appears to be reported within the usual SEC two-business-day window.

Context

• The M-code (exercise/conversion) and A-code (award/grant) entries reflect RSU vesting and derivative-to-share conversions; many were recorded at $0 per share because they are conversions of previously granted awards, not cash purchases.
• The F-code disposals were shares withheld/surrendered to cover tax or exercise obligations — a common administrative step and not the same as an open-market sale that would signal a liquidity-driven trade.
• For retail investors, the most informative items here are the large RSU vesting (90,000 performance RSUs) and the fact that the CEO’s activity was mainly award-related rather than large voluntary sales.