Form 4: Tandem Diabetes Care EVP Reports Stock Transactions
Insider Transaction Report
Shannon Marie Hansen, EVP & Chief Legal Officer of Tandem Diabetes Care, reported recent acquisitions of common stock through an ESPP and RSU vestings, alongside tax-related dispositions.
Summary
- Shannon Marie Hansen, EVP & Chief Legal Officer, reported multiple transactions involving Tandem Diabetes Care Inc. common stock on November 17, 2025.
- Acquired 800 shares of common stock at $15.59 per share through the company's Employee Stock Purchase Plan (ESPP).
- Acquired 530 shares of common stock at $0 per share from the vesting of Restricted Stock Units (RSUs) awarded on February 15, 2022.
- Acquired 1,437 shares of common stock at $0 per share from the vesting of RSUs awarded on May 25, 2023.
- Acquired 1,096 shares of common stock at $0 per share from the vesting of RSUs awarded on May 23, 2024.
- Disposed of a total of 1,098 shares (190, 515, and 393 shares) at $18.61 per share to satisfy tax withholding requirements related to RSU vestings, with no shares sold by the reporting person.
- Following these transactions, Hansen directly owns 21,474 shares of common stock and indirectly owns 1,935 shares through the Shannon M. Hansen Trust.
- Remaining derivative securities include 531, 2,874, and 6,581 Restricted Stock Units from various awards.
Sentiment
Score: 5
Explanation: The filing reports routine executive compensation transactions (ESPP purchases and RSU vestings) and associated tax withholdings. These are standard and expected events, indicating neither significant positive nor negative sentiment for the company's operational or financial performance.
Positives
- Acquisition of 800 shares through the ESPP indicates continued investment by an executive in the company.
- Vesting of Restricted Stock Units (RSUs) represents the successful achievement of prior compensation milestones.
Negatives
- Disposition of shares for tax withholding purposes, while standard, reduces the executive's direct share count.
Future Outlook
NA
Management Comments
- 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 May 16, 2025, through November 17, 2025. This transaction is also exempt under Rule 16b-3(c).
- 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.
Industry Context
This filing reports routine executive stock transactions and does not provide information directly related to broader industry trends or competitive landscape within the diabetes care sector.
Related Party Transactions
- The indirect ownership of 1,935 shares by the Shannon M. Hansen Trust dated July 8, 2003, where Shannon M. Hansen is the Trustee, constitutes a related party holding.
Stakeholder Impact
- Shareholders: Provides transparency regarding executive stock ownership and compensation practices.
- Employees: Reflects the operation of employee stock plans (ESPP) and executive incentive programs (RSUs).
Key Dates
| Date | Description |
|---|---|
| 2003-07-08 | Date of Shannon M. Hansen Trust establishment. |
| 2022-02-15 | Date of RSU award under the 2013 Stock Incentive Plan. |
| 2023-02-15 | First vesting date for RSUs awarded on February 15, 2022 (25% of total shares). |
| 2023-05-25 | Date of RSU award under the 2023 Long-Term Incentive Plan. |
| 2024-05-15 | First vesting date for RSUs awarded on May 25, 2023 (33% of total shares). |
| 2024-05-23 | Date of RSU award under the 2023 Long-Term Incentive Plan. |
| 2025-05-15 | First vesting date for RSUs awarded on May 23, 2024 (33% of total shares). |
| 2025-05-16 | Start of ESPP purchase period. |
| 2025-11-17 | Transaction date for ESPP acquisition, RSU vestings, and tax withholdings; End of ESPP purchase period. |
| 2025-11-19 | Signature date of the reporting person. |
Keywords
Tandem Diabetes Care, TNDM, SEC Form 4, Insider Trading, Stock Transactions, ESPP, RSU, Executive Compensation, Shannon Marie Hansen, Common Stock
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