Dexcom (DXCM) chair’s 10b5-1 sale leaves 382,482 shares held

Rhea-AI Filing Summary

Dexcom Executive Chair Kevin R. Sayer reported an open-market sale of 26,759 shares of Dexcom common stock on May 21, 2026 at $72.00 per share. The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted on February 18, 2026, which is designed to allow the orderly disposition of his shares over time.

Following this sale, Sayer directly owns 382,482 Dexcom shares, which include 106,972 unvested restricted stock units. These unvested units stem from grants made on March 8, 2024, 2025, and 2026, each scheduled to vest gradually through dates between 2027 and 2028.

Insider Trade Summary 10b5-1

Net Seller: 26,759 shares ($1,926,648)

Net Sell 1 txn

Insider SAYER KEVIN R

Role Executive Chair

Sold 26,759 shs ($1.93M)

Type	Security	Shares	Price	Value
Sale	Common Stock	26,759	$72.00	$1.93M

Holdings After Transaction: Common Stock — 382,482 shares (Direct)

Footnotes (1)

1. On February 18, 2026, Mr. Sayer adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Sayer. The shares set forth above were sold pursuant to the 10b5- 1 Plan. Included in this number are 106,972 unvested restricted stock units, 32,749 of which were granted on March 8, 2026 and shall vest through March 8, 2027, 56,993 of which were granted on March 8, 2025 and shall vest through March 8, 2028, and 17,230 of which were granted on March 8, 2024 and shall vest through March 8, 2027.

Key Figures

Shares sold: 26,759 shares Sale price: $72.00 per share Shares held after sale: 382,482 shares +4 more

7 metrics

Shares sold 26,759 shares Open-market sale on May 21, 2026

Sale price $72.00 per share Price for Dexcom common stock sold

Shares held after sale 382,482 shares Total direct ownership following transaction

Unvested RSUs included 106,972 units Unvested restricted stock units within post-sale holdings

2026 RSU grant 32,749 units Granted March 8, 2026; vesting through March 8, 2027

2025 RSU grant 56,993 units Granted March 8, 2025; vesting through March 8, 2028

2024 RSU grant 17,230 units Granted March 8, 2024; vesting through March 8, 2027

Key Terms

Rule 10b5-1 Plan, open-market sale, restricted stock units, unvested, +1 more

5 terms

Rule 10b5-1 Plan regulatory

"On February 18, 2026, Mr. Sayer adopted a 10b5-1 Plan."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

open-market sale financial

"transaction_action: "open-market sale" for the common stock transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

restricted stock units financial

"Included in this number are 106,972 unvested restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

unvested financial

"Included in this number are 106,972 unvested restricted stock units"

transaction code "S" regulatory

"transaction_code: "S" with description Sale in open market or private transaction"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 05/26/2026 - 04:19 PM Accepted by SEC EDGAR 05/26/2026 - 04:18 PM Learn about SEC filing dates

FAQ

What insider transaction did Dexcom (DXCM) report for Kevin R. Sayer?

Dexcom reported that Executive Chair Kevin R. Sayer sold 26,759 shares of common stock in an open-market transaction at $72.00 per share. The sale occurred on May 21, 2026, and was disclosed on a Form 4 insider trading report.

Was the Dexcom (DXCM) insider sale by Kevin Sayer part of a 10b5-1 plan?

Yes. The filing states that Kevin R. Sayer adopted a Rule 10b5-1 trading plan on February 18, 2026. The 26,759 shares sold on May 21, 2026 were executed pursuant to this pre-arranged plan, indicating the sale was scheduled in advance.

How many Dexcom (DXCM) shares does Kevin Sayer hold after this Form 4 sale?

After the reported sale, Kevin R. Sayer beneficially owns 382,482 Dexcom shares directly. This figure includes 106,972 unvested restricted stock units that are scheduled to vest over several years based on grants made in 2024, 2025, and 2026.

At what price did Kevin Sayer sell Dexcom (DXCM) shares in this transaction?

The Form 4 shows that Kevin R. Sayer sold 26,759 Dexcom common shares at a price of $72.00 per share. This was reported as an open-market or private transaction under transaction code “S” for a sale of non-derivative securities.

What restricted stock units are included in Kevin Sayer’s Dexcom (DXCM) holdings?

Sayer’s post-transaction holdings include 106,972 unvested restricted stock units. These comprise 32,749 units granted March 8, 2026 vesting through March 8, 2027, 56,993 units granted March 8, 2025 vesting through March 8, 2028, and 17,230 units granted March 8, 2024 vesting through March 8, 2027.

What does transaction code "S" mean in the Dexcom (DXCM) Form 4 filing?

In this Form 4, transaction code “S” indicates a sale of non-derivative securities. The filing further clarifies it as an open-market or private transaction, confirming that Kevin R. Sayer disposed of Dexcom common stock rather than acquiring additional shares.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SAYER KEVIN R

(Last) (First) (Middle)

6340 SEQUENCE DRIVE

(Street)

SAN DIEGO CALIFORNIA 92121

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DEXCOM INC [ DXCM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chair

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	05/21/2026		S		26,759(1)	D	$72	382,482(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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. On February 18, 2026, Mr. Sayer adopted a 10b5-1 Plan. This 10b5-1 Plan allows the orderly disposition of shares owned by Mr. Sayer. The shares set forth above were sold pursuant to the 10b5- 1 Plan.

2. Included in this number are 106,972 unvested restricted stock units, 32,749 of which were granted on March 8, 2026 and shall vest through March 8, 2027, 56,993 of which were granted on March 8, 2025 and shall vest through March 8, 2028, and 17,230 of which were granted on March 8, 2024 and shall vest through March 8, 2027.

Remarks:

	/s/ Jereme M. Sylvain, as Attorney-in-Fact for Kevin R. Sayer	05/26/2026
	** Signature of Reporting Person	Date
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.
* Form 4: SEC 1474 (03-26)