Smith Kevin P. 4

What Happened

• Kevin P. Smith, EVP, Business Development, General Counsel & Secretary of Inogen (INGN), reported multiple equity transactions. On Feb 27, 2026 he was granted 35,000 restricted stock units (RSUs). On Mar 1, 2026 he converted/exercised 14,005 RSUs into common shares; 6,276 of those shares were withheld to satisfy tax withholding (treated as a disposition) at $6.10 per share (withheld value $38,284). Also on Mar 1, 2026 he acquired 1,500 shares through the Company’s 2014 Employee Stock Purchase Plan at $6.10 per share (total $9,150).

Key Details

• Transaction dates and prices:
  • 2026-02-27: Grant of 35,000 RSUs (derivative award, $0 exercise price).
  • 2026-03-01: Conversion/exercise of 14,005 RSUs (reported at $0 for derivative conversion).
  • 2026-03-01: 6,276 shares withheld for tax at $6.10 (value $38,284).
  • 2026-03-01: ESPP purchase of 1,500 shares at $6.10 (value $9,150).
• Shares owned after transaction: Not specified in the provided filing details.
• Footnotes of note:
  • F1: ESPP purchase under the Company’s 2014 Employee Stock Purchase Plan.
  • F2: 6,276 shares were withheld to cover tax withholding on vested RSUs.
  • F3: Each RSU represents a contingent right to one share.
  • F4/F5: Vesting schedule — 1/3 of the RSUs vested on Mar 1, 2026; 1/3 will vest on Mar 1, 2027 and 1/3 each year thereafter, subject to continued service.
• Filing timeliness: Form 4 was filed Mar 3, 2026; no late-filing flag is indicated in the filing provided.

Context

• These transactions are largely routine compensation-related activity: a time-based RSU grant and the conversion/vesting of RSUs, with shares withheld to cover taxes (a common cashless mechanism). The ESPP purchase is an employee plan buy, not an open-market investment decision. Derivative/option entries here reflect RSUs converting into shares rather than a cash exercise of an option.