Sec Form 4 Filing - MOY JEFFREY @ DEXCOM INC - 2018-09-10

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
MOY JEFFREY
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)
SVP, Operations
(Last) (First) (Middle)
6340 SEQUENCE DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
09/10/2018
(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 09/10/2018 S 1,832 ( 1 ) D $ 143.7552 66,682 ( 2 ) D
Common Stock 09/10/2018 S 2,762 ( 1 ) D $ 143.7552 63,920 ( 2 ) D
Common Stock 09/10/2018 J V 17,386 ( 3 ) D $ 0 46,534 ( 2 ) D
Common Stock 09/10/2018 J V 17,386 ( 3 ) A $ 0 22,447 I by Trust ( 4 )
Common Stock 09/10/2018 S 5,736 ( 5 ) D $ 143.35 16,711 I by Trust ( 4 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MOY JEFFREY
6340 SEQUENCE DRIVE
SAN DIEGO, CA92121
SVP, Operations
Signatures
By: Kevin Sun For: Jeffrey C. Moy 09/12/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
( 2 )Included in this number are 46,534 unvested restricted stock units, 30,093 of which were granted on March 8, 2018 and shall vest through March 8, 2021, 10,941 of which were granted on March 8, 2017 and shall vest through March 8, 2020 and 5,500 of which were granted on March 8, 2016 and shall vest through March 8, 2019.
( 3 )Shares were transferred from direct ownership to ownership under the Moy Family Trust upon vesting of previously awarded restricted stock units.
( 4 )Shares are held by the Moy Family Trust U/A/D 12/09/2013, with respect to which the reporting person is a trustee.
( 5 )On May 29, 2018, Mr. Moy adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Moy. The shares set forth above were sold pursuant to the 10b5-1 Plan.

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