Sec Form 3 Filing - Jain Mudit K. @ Inspire Medical Systems, Inc. - 2018-05-02

FORM 3 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Jain Mudit K. 2. Issuer Name and Ticker or Trading Symbol Inspire Medical Systems, Inc. [ INSP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O INSPIRE MEDICAL SYSTEMS, INC., 9700 63RD AVENUE NORTH, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 05/02/2018 (Street) MAPLE GROVE, MN55369 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

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 Series B Convertible Preferred Stock ( 2 ) ( 1 ) ( 1 ) Common Stock 741,494 I See footnote ( 5 ) Series C Convertible Preferred Stock ( 3 ) ( 1 ) ( 1 ) Common Stock 419,663 I See footnote ( 5 ) Series D Convertible Preferred Stock ( 3 ) ( 1 ) ( 1 ) Common Stock 195,465 I See footnote ( 5 ) Series E Convertible Preferred Stock ( 4 ) ( 1 ) ( 1 ) Common Stock 272,391 I See footnote ( 5 ) Series F Convertible Preferred Stock ( 3 ) ( 1 ) ( 1 ) Common Stock 466,494 I See footnote ( 5 ) Stock Option (Right to Buy) $ 16 ( 6 ) 05/02/2028 Common Stock 17,296 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Jain Mudit K. C/O INSPIRE MEDICAL SYSTEMS, INC. 9700 63RD AVENUE NORTH, SUITE 200 MAPLE GROVE, MN55369 X X Signatures /s/ Richard Buchholz, as Attorney-in-Fact for Mudit K. Jain 05/02/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of Series B, Series C, Series D, Series E and Series F Convertible Preferred Stock (collectively, the "Convertible Preferred Stock") have no expiration date and are convertible, at the option of the holder, into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Issuer's Sixth Amended and Restated Certificate of Incorporation (as amended, the "Certificate of Incorporation")). The shares of Convertible Preferred Stock will automatically convert into shares of Common Stock at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Certificate of Incorporation) immediately prior to the closing of the Issuer's initial public offering. ( 2 )Shares of Series B Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1855 conversion rate. ( 3 )Shares of Series C, Series D and Series F Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1504 conversion rate. ( 4 )Shares of Series E Convertible Preferred Stock are convertible into shares of Common Stock at a 1-for-0.1728 conversion rate. ( 5 )These shares are held of record by Synergy Life Science Partners, LP ("Synergy"). Synergy Venture Partners, LLC ("SVP LLC") serves as the sole General Partner of Synergy. As such, SVP LLC possesses sole voting and investment control over the securities owned by Synergy, and may be deemed to have indirect beneficial ownership of the securities held by Synergy. SVP LLC, however, owns no securities of the Issuer directly. Mr. Jain, a director of the Issuer, is a Manager of SVP LLC and shares voting and dispositive power over the shares held by Synergy. Mr. Jain disclaims beneficial ownership of the shares held by Synergy except to the extent of his proportionate pecuniary interest therein. ( 6 )The option vests and becomes exercisable on May 2, 2019, subject to the Reporting Person's continuous service to the Issuer through such date; provided the option will not vest if the Issuer's initial public offering does not close.

Remarks: Exhibit List: Exhibit 24 - Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.