STOCK TITAN

Tandem Diabetes (NASDAQ: TNDM) CLO RSUs vest, with shares withheld for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TANDEM DIABETES CARE INC (TNDM) reported that EVP & Chief Legal Officer Shannon Marie Hansen had 3,014 Restricted Stock Units vest and convert into an equal number of common shares on 2026-08-15. Of these, 1,535 shares were withheld at $22.72 per share to cover tax obligations, with no open‑market sales. A separate indirect holding of 1,935 common shares is reported in the Shannon M. Hansen Trust.

Positive

  • None.

Negative

  • None.
Insider Hansen Shannon Marie
Role EVP & Chief Legal Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit F3, F4, F5 1,097 $0.00 $0.00
Exercise Restricted Stock Unit F6, F4, F7 1,917 $0.00 $0.00
Exercise Common Stock 1,097 $0.00 $0.00
Tax Withholding Common Stock F1 559 $22.72 $13K
Exercise Common Stock 1,917 $0.00 $0.00
Tax Withholding Common Stock F1 976 $22.72 $22K
holding Common Stock F2 -- -- --
Holdings After Transaction: Restricted Stock Unit — 16,708 shares (Direct); Common Stock — 31,650 shares (Direct); Common Stock — 1,935 shares (Indirect, Shannon M. Hansen Trust)
Footnotes (7)
  1. F1. Shares withheld by the Issuer to satisfy tax withholding requirements upon the vesting of restricted stock units (RSUs). No shares were sold.
  2. F2. The securities are held by the Shannon M. Hansen Trust dated July 8, 2003, of which Shannon M. Hansen is the Trustee.
  3. F3. Awarded on May 23, 2024 pursuant to the Tandem Diabetes Care Inc. 2023 Long-Term Incentive Plan, as amended, and agreements related thereto (the 2023 Plan).
  4. F4. Each RSU represents a contingent right to receive either one share of common stock of the Issuer or cash in lieu thereof, at the Issuer's discretion, in accordance with the terms of the 2023 Plan.
  5. F5. One-third of the RSUs granted on May 23, 2024 vested on May 15, 2025, with the remaining RSUs vesting in eight (8) equal quarterly installments thereafter, subject to the terms of the 2023 Plan.
  6. F6. Awarded on May 30, 2025 pursuant to the 2023 Plan.
  7. F7. One-third of the RSUs granted on May 30, 2025 vested on May 15, 2026, with the remaining RSUs vesting in eight (8) equal quarterly installments thereafter, subject to the terms of the 2023 Plan.
RSUs vested and converted 3,014 shares Restricted Stock Units converting into common stock on 2026-08-15
Shares withheld for taxes 1,535 shares Shares withheld to satisfy tax withholding requirements on RSU vesting
Tax withholding price $22.72 per share Price used for shares withheld for tax obligations
Indirect trust holdings 1,935 shares Common stock held by the Shannon M. Hansen Trust
2024 RSUs exercised 1,097 RSUs RSUs awarded May 23, 2024 that vested and converted
2025 RSUs exercised 1,917 RSUs RSUs awarded May 30, 2025 that vested and converted
Restricted Stock Unit financial
"Shares withheld by the Issuer to satisfy tax withholding requirements upon the vesting of restricted stock units"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax withholding requirements financial
"Shares withheld by the Issuer to satisfy tax withholding requirements upon the vesting of restricted"
Long-Term Incentive Plan financial
"Awarded on May 23, 2024 pursuant to the Tandem Diabetes Care Inc. 2023 Long-Term Incentive Plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
indirect ownership financial
"The securities are held by the Shannon M. Hansen Trust dated July 8, 2003"

FAQ

What insider equity transactions did TNDM report for Shannon Hansen on this Form 4?

TNDM reported that Shannon Marie Hansen had 3,014 RSUs convert into common stock on 2026-08-15. Of these, 1,535 shares were withheld to satisfy tax obligations, and the remaining shares were retained, with no open-market sales disclosed.

Were any TNDM shares sold by Shannon Hansen in the open market?

No open-market sales were reported. The Form 4 states that 1,535 shares were withheld to satisfy tax withholding requirements upon RSU vesting. This is coded as a disposition (F) but reflects tax withholding, not discretionary selling into the market.

How many RSUs vested for Shannon Hansen at TNDM in this filing?

A total of 3,014 Restricted Stock Units vested and were converted into common stock. This consists of 1,097 RSUs from a 2024 award and 1,917 RSUs from a 2025 award, both granted under Tandem’s 2023 Long-Term Incentive Plan.

At what price were TNDM shares withheld for Shannon Hansen’s tax obligations?

Shares were withheld at a price of $22.72 per share to cover tax obligations on RSU vesting. In total, 1,535 shares were withheld at this price, reflecting a non-cash method of paying the associated tax liability.

What indirect TNDM holdings does Shannon Hansen report on this Form 4?

The filing reports an indirect holding of 1,935 shares of common stock held by the Shannon M. Hansen Trust. The footnote indicates that Shannon Hansen is the trustee of this trust, which holds these shares on an indirect basis.

Under which plan were the RSUs granted to Shannon Hansen at TNDM?

The RSUs were granted under Tandem’s 2023 Long-Term Incentive Plan. Awards dated May 23, 2024 and May 30, 2025 vest over time, with one‑third vesting on specified May dates and the remainder in eight equal quarterly installments thereafter.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
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*
Hansen Shannon Marie

(Last)(First)(Middle)
12400 HIGH BLUFF DRIVE

(Street)
SAN DIEGO CALIFORNIA 92130

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TANDEM DIABETES CARE INC [ TNDM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief Legal Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/15/2026M1,097A$031,268D
Common Stock08/15/2026F(1)559D$22.7230,709D
Common Stock08/15/2026M1,917A$032,626D
Common Stock08/15/2026F(1)976D$22.7231,650D
Common Stock1,935IShannon M. Hansen Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(3)(4)08/15/2026M1,097 (5) (5)Common Stock1,097$03,290D
Restricted Stock Unit(6)(4)08/15/2026M1,917 (7) (7)Common Stock1,917$013,418D
Explanation of Responses:
1. Shares withheld by the Issuer to satisfy tax withholding requirements upon the vesting of restricted stock units (RSUs). No shares were sold.
2. The securities are held by the Shannon M. Hansen Trust dated July 8, 2003, of which Shannon M. Hansen is the Trustee.
3. Awarded on May 23, 2024 pursuant to the Tandem Diabetes Care Inc. 2023 Long-Term Incentive Plan, as amended, and agreements related thereto (the 2023 Plan).
4. Each RSU represents a contingent right to receive either one share of common stock of the Issuer or cash in lieu thereof, at the Issuer's discretion, in accordance with the terms of the 2023 Plan.
5. One-third of the RSUs granted on May 23, 2024 vested on May 15, 2025, with the remaining RSUs vesting in eight (8) equal quarterly installments thereafter, subject to the terms of the 2023 Plan.
6. Awarded on May 30, 2025 pursuant to the 2023 Plan.
7. One-third of the RSUs granted on May 30, 2025 vested on May 15, 2026, with the remaining RSUs vesting in eight (8) equal quarterly installments thereafter, subject to the terms of the 2023 Plan.
Remarks:
/s/ Jerilyn Laskie, Attorney-in-Fact for Shannon M. Hansen08/18/2026
** Signature of Reporting PersonDate
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)