Bourque Michael J. 4

What Happened

• Michael J. Bourque, EVP, CFO & Treasurer of Inogen (INGN), had multiple transactions around March 1, 2026: he exercised/converted derivatives for 42,007 shares (25,000 + 17,007) at $0.00 exercise price, received vested/awarded restricted stock units totaling 67,875 shares (39,000 + 28,875), and purchased 874 shares under the Employee Stock Purchase Plan at $6.10 per share (cost $5,331). To cover tax withholding related to vested awards, 26,306 shares were withheld/disposed at $6.10 per share for aggregate proceeds reported of about $160,466.

Key Details

• Transaction dates and prices:
  • 2026-02-27: Grant/award of 39,000 restricted stock units (A) (vested/performance-based).
  • 2026-03-01: Grants/vests of 28,875 RSUs (A); exercises/conversions of 25,000 and 17,007 derivative shares (M) at $0.00; ESPP purchase of 874 shares at $6.10.
  • 2026-03-01: 3 withholding/disposition entries (F) totaling 26,306 shares withheld at $6.10 per share (reported proceeds ≈ $160,466).
• Shares owned after the transactions: not specified in this filing.
• Notable footnotes: ESPP purchase (F1); withholding to cover tax liabilities for time-based and performance-based RSU vesting (F2, F4); performance-based RSUs vested based on 2025 results (F3); each RSU converts to one share when settled (F5); vesting schedules described in F6–F8.
• Filing timeliness: Form 4 filed 2026-03-03 reporting transactions through 2026-03-01 (appears timely).

Context

• The pattern—conversion/exercise of derivative awards plus immediate share withholding to cover taxes—is a routine administration of vested RSUs and not an open-market sale. The zero exercise price on the derivative entries indicates conversion/settlement of RSUs or in-the-money awards rather than a cash purchase of stock. Performance-based RSUs vested on achievement of fiscal 2025 targets; other RSUs have future vesting schedules described in footnotes. This filing does not indicate a 10% owner transaction.