Sec Form 4 Filing - LISTER JOHN @ DEXCOM INC - 2014-06-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LISTER JOHN
2. Issuer Name and Ticker or Trading Symbol
DEXCOM INC [ DXCM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. VP, General Counsel
(Last) (First) (Middle)
6340 SEQUENCE DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
06/12/2014
(Street)
SAN DIEGO, CA92121
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/12/2014 S 1,750 ( 1 ) D $ 36.13 115,908 ( 2 ) D
Common Stock 06/12/2014 M 1,750 A $ 4.58 117,658 D
Common Stock 06/12/2014 S 1,750 ( 1 ) D $ 36.13 115,908 ( 2 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Non-Qualified Stock Option (right to buy) $ 4.58 06/12/2014 M 1,750 05/19/2010 05/19/2019 Common Stock 1,750 $ 36.13 17,991 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LISTER JOHN
6340 SEQUENCE DRIVE
SAN DIEGO, CA92121
Sr. VP, General Counsel
Signatures
John D. Lister 06/13/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On December 11, 2013, Mr. Lister adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Lister. The shares set forth above were sold pursuant to the 10b5-1 Plan.
( 2 )Included in this number are 99,375 unvested restricted stock units, 65,000 of which were granted on March 8, 2014 and shall vest through March 8, 2017, 23,333 of which were granted on March 11, 2013 and shall vest through March 11, 2016, and 11,042 of which were granted on March 8, 2012 and shall vest through March 8, 2015.

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