Statement of Changes in Beneficial Ownership (4)
August 31 2021 - 4:38PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Leal James |
2. Issuer Name and Ticker or Trading Symbol
TANDEM DIABETES CARE INC
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TNDM
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP, Operations |
(Last)
(First)
(Middle)
C/O TANDEM DIABETES CARE, INC., 11075 ROSELLE STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/27/2021 |
(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/27/2021 | | M | | 309 | A | $0 | 3905 | D | |
Common Stock | 8/27/2021 | | F(1) | | 154 | D | $0 | 3751 | D | |
Common Stock | 8/27/2021 | | M(2) | | 1667 | A | $51.50 | 5418 | D | |
Common Stock | 8/27/2021 | | S(3) | | 1500 | D | $110.59 (4) | 3918 | D | |
Common Stock | 8/27/2021 | | S(3) | | 167 | D | $111.12 | 3751 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Unit (5) | (6) | 8/27/2021 | | M | | 309 | | (7) | (7) | Common Stock | 309.0 | $0 | 3407 | D | |
Stock Option | $51.5 | 8/27/2021 | | M | | 1667 | | (8) | (9) | Common Stock | 1667.0 | $51.50 | 30000 | D | |
Explanation of Responses: |
(1) | 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. |
(2) | Represents shares of common stock received upon exercise of a stock option award. |
(3) | The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2020. |
(4) | The price reported reflects the weighted average price per share of multiple transactions with prices per share ranging between $110.00 to $110.98. The Reporting Person undertakes to provide the Securities and Exchange Commission (the "SEC"), the issuer, and any security holder full information regarding the number of shares and the prices at which the shares were sold. |
(5) | Granted pursuant to the Tandem Diabetes Care, Inc. 2013 Stock Incentive Plan (the 2013 Plan). |
(6) | Each RSU represents a contingent right to receive one share of common stock of the Company. |
(7) | RSU vested as to twenty-five percent (25%) of the total number of shares subject to the RSU on 5/27/2021, and the remaining shares shall vest in twelve (12) equal quarterly installments thereafter. |
(8) | The options vested as to twenty-five (25%) of the underlying shares on 2/15/2020, and the remaining shares shall vest in thirty-six (36) equal monthly installments thereafter, subject to the terms of Tandem Diabetes Care, Inc. 2013 Stock Incentive Plan, as amended, and the agreements related thereto (the "2013 Plan"). |
(9) | The expiration date for these options is 10 years from the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Leal James C/O TANDEM DIABETES CARE, INC. 11075 ROSELLE STREET SAN DIEGO, CA 92121 |
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| SVP, Operations |
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Signatures
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s/ David B. Berger, Attorney-in-Fact for James A. Leal | | 8/31/2021 |
**Signature of Reporting Person | Date |
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