Hansen Shannon Marie 4
4 · TANDEM DIABETES CARE INC · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Tandem (TNDM) EVP Shannon M. Hansen Converts RSUs; ESPP Buy
What Happened
- Shannon M. Hansen, EVP & Chief Legal Officer of Tandem Diabetes Care (TNDM), reported vesting/conversion of 10,201 derivative shares (reported as exercise/conversion) on 2026-05-15. The company withheld 5,192 shares to cover tax withholding obligations (payment entries total $66,561 at $12.82/share). She also acquired 1,886 shares through the company’s ESPP at $10.90/share for $20,557. Net new shares to her holdings from these transactions: 6,895 (10,201 converted − 5,192 withheld + 1,886 ESPP).
Key Details
- Transaction date: 2026-05-15 (Form 4 filed 2026-05-19; filing appears timely).
- Derivative conversions: 1,437 + 1,097 + 7,667 = 10,201 shares reported as exercised/converted (price reported $0.00).
- Tax withholding: 732 + 559 + 3,901 = 5,192 shares withheld at $12.82 each (total $66,561) — no open-market sale; shares withheld to satisfy tax obligations (F1).
- ESPP purchase: 1,886 shares @ $10.90 = $20,557 (voluntarily reported ESPP purchase for the Nov 18, 2025–May 15, 2026 period; F2).
- Shares owned after the transaction: not specified in the filing.
- Notable footnotes: holdings are in the Shannon M. Hansen Trust (F3); RSU awards originate from prior long-term incentive awards (awarded 2023–2025 with standard vesting schedules—F4–F10).
Context
- The $0.00 exercise/conversion entries and the withholding entries indicate RSU vesting/settlement with shares withheld to cover taxes (common, not an open-market sale). The ESPP purchase is a direct buy (more informative as a purchase signal). These transactions are routine compensation-related events and do not by themselves indicate a change in company outlook.
Insider Transaction Report
Form 4
Hansen Shannon Marie
EVP & Chief Legal Officer
Transactions
- Exercise/Conversion
Common Stock
2026-05-15+1,437→ 24,713 total - Tax Payment
Common Stock
[F1]2026-05-15$12.82/sh−732$9,384→ 23,981 total - Exercise/Conversion
Common Stock
2026-05-15+1,097→ 25,078 total - Tax Payment
Common Stock
[F1]2026-05-15$12.82/sh−559$7,166→ 24,519 total - Exercise/Conversion
Common Stock
2026-05-15+7,667→ 32,186 total - Tax Payment
Common Stock
[F1]2026-05-15$12.82/sh−3,901$50,011→ 28,285 total - Award
Common Stock
[F2]2026-05-15$10.90/sh+1,886$20,557→ 30,171 total - Exercise/Conversion
Restricted Stock Unit
[F4][F5][F6]2026-05-15−1,437→ 0 total→ Common Stock (1,437 underlying) - Exercise/Conversion
Restricted Stock Unit
[F7][F5][F8]2026-05-15−1,097→ 4,387 total→ Common Stock (1,097 underlying) - Exercise/Conversion
Restricted Stock Unit
[F9][F5][F10]2026-05-15−7,667→ 15,335 total→ Common Stock (7,667 underlying)
Holdings
- 1,935(indirect: By Trust)
Common Stock
[F3]
Footnotes (10)
- [F1]Shares withheld by Tandem Diabetes Care Inc. (the Company) to satisfy tax withholding requirements on vesting of restricted stock units (RSU). No shares were sold.
- [F10]RSU vest as to thirty-three percent (33%) of the total number of shares subject to the RSU on 5/15/2026, and the remaining shares shall vest in eight (8) equal quarterly installments thereafter.
- [F2]The reporting person is voluntarily reporting the acquisition of shares of common stock pursuant to the Tandem Diabetes Care, Inc. Amended and Restated 2013 Employee Stock Purchase Plan (ESPP), for the ESPP purchase period of November 18, 2025, through May 15, 2026. This transaction is also exempt under Rule 16b-3(c).
- [F3]The securities are held by the Shannon M. Hansen Trust dated July 8, 2003, of which Shannon M. Hansen is the Trustee.
- [F4]Awarded on May 25, 2023 pursuant to the Tandem Diabetes Care Inc. 2023 Long-Term Incentive Plan, as amended, and agreements related thereto (the 2023 Plan).
- [F5]Each RSU represents a contingent right to receive either one share of common stock of the Issuer or cash in lieu thereof, at the Issuer's discretion, in accordance with the terms of the 2023 Plan.
- [F6]RSU vest as to thirty-three percent (33%) of the total number of shares subject to the RSU on 5/15/2024, and the remaining shares shall vest in eight (8) equal quarterly installments thereafter.
- [F7]Awarded on May 23, 2024 pursuant to the 2023 Plan.
- [F8]RSU vest as to thirty-three percent (33%) of the total number of shares subject to the RSU on 5/15/2025, and the remaining shares shall vest in eight (8) equal quarterly installments thereafter.
- [F9]Awarded on May 30, 2025 pursuant to the 2023 Plan.
Signature
/s/ Shannon M. Hansen|2026-05-19