Tandem (TNDM) Insider Report: Carpenter RSU Vesting and Withholding Detailed
Rhea-AI Filing Summary
Rick A. Carpenter, Chief Technology Officer of Tandem Diabetes Care, Inc. (TNDM), reported multiple equity transactions on 08/15/2025. Two grants of restricted stock units (RSUs) vested, resulting in 1,437 and 898 shares being issued at $0 as part of long-term incentive awards. To satisfy tax withholding on vesting, the company withheld 730 and 457 shares; the withheld shares were not sold. After the reported transactions, the filing shows common stock beneficial ownership balances changing between 21,926 and 22,824 shares and derivative (RSU) balances of 4,311 and 6,281 shares as reported in the table. The RSUs were awarded under the 2023 Long-Term Incentive Plan and vest on a 33% initial schedule with subsequent quarterly installments.
Positive
- RSU vesting increased insider ownership with 1,437 and 898 shares issued at $0 as compensation-related vesting
- Clear disclosure that withheld shares were used solely for tax withholding and that no shares were sold
Negative
- Tax withholding reduced issued shares with 730 and 457 shares withheld, lowering the net increase in outstanding shares to the reporting person
Insights
TL;DR: Insider RSU vesting increased holdings modestly while shares were withheld for taxes; no open-market sales reported.
Carpenter received 2,335 shares through RSU vesting and had 1,187 shares withheld for tax withholding, per the filing. The transactions are compensation-related (vested RSUs) rather than discretionary sales, and the filing explicitly states no shares were sold. For investors this is a routine compensation event that modestly increases insider equity exposure; it does not reflect active cash-generation selling by the insider.
TL;DR: Vesting under the 2023 LTIP and tax-withholding are standard; disclosures appear complete and compliant.
The Form 4 identifies awards granted under the 2023 Long-Term Incentive Plan with vesting schedules and confirms shares were withheld to meet tax obligations. The signature is by an attorney-in-fact, and the explanatory footnotes clarify the nature of RSUs and vesting timing. From a governance perspective, the filing provides the necessary detail about award origin and withholding, consistent with Section 16 reporting expectations.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 1,437 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 898 | $0.00 | -- |
| Exercise | Common Stock | 1,437 | $0.00 | -- |
| Tax Withholding | Common Stock | 730 | $10.82 | $8K |
| Exercise | Common Stock | 898 | $0.00 | -- |
| Tax Withholding | Common Stock | 457 | $10.82 | $5K |
Footnotes (1)
- Shares withheld by Tandem Diabetes Care, Inc. (the Company) to satisfy tax withholding requirements on vesting of restricted stock units (RSU). No shares were sold. Awarded on May 25, 2023 pursuant to the Tandem Diabetes Care, Inc. 2023 Long-Term Incentive Plan, as amended, and agreements related thereto (the 2023 Plan). 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. RSU vest as to thirty-three percent (33%) of the total number of shares subject to the RSU on 5/15/2024, and the remaining shares shall vest in eight (8) equal quarterly installments thereafter. Awarded on May 23, 2024 pursuant to the 2023 Plan. RSU vest as to thirty-three percent (33%) of the total number of shares subject to the RSU on 5/15/2025, and the remaining shares shall vest in eight (8) equal quarterly installments thereafter.
