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  4. [Form 4] TANDEM DIABETES CARE INC Insider Trading Activity

CFO at Tandem Diabetes (NASDAQ: TNDM) logs RSU vesting, tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Tandem Diabetes Care EVP & CFO Leigh Vosseller reported the vesting and exercise of restricted stock units into common stock, along with related tax withholding transactions. On February 17, 2026, 1,503 and 1,495 restricted stock units were converted into common shares at $0.00 per share. To cover tax obligations, 619 and 616 common shares were withheld at $18.95 per share, and a footnote states that no shares were sold. Following these transactions, Vosseller held 39,411 common shares directly and 25,580 common shares indirectly through the Leigh A. Vosseller Trust.

Positive

  • None.

Negative

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Insider Vosseller Leigh
Role EVP & CHIEF FINANCIAL OFFICER
Type Security Shares Price Value
Exercise Restricted Stock Unit 1,503 $0.00 --
Exercise Restricted Stock Unit 1,495 $0.00 --
Exercise Common Stock 1,503 $0.00 --
Tax Withholding Common Stock 619 $18.95 $12K
Exercise Common Stock 1,495 $0.00 --
Tax Withholding Common Stock 616 $18.95 $12K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 1,503 shares (Direct); Common Stock — 39,151 shares (Direct); Common Stock — 25,580 shares (Indirect, Leigh A. Vosseller Trust)
Footnotes (1)
  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. The securities are held by the Leigh A. Vosseller Trust dated January 17, 2010, of which Leigh Vosseller is the Trustee. 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.
Form 4 Insider Transactions: What Each Field Means →
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
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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*
Vosseller Leigh
(Last) (First) (Middle)
12400 HIGH BLUFF DRIVE
(Street)
SAN DIEGO CA 92130
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TANDEM DIABETES CARE INC [ TNDM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & CHIEF FINANCIAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/17/2026 M 1,503 A $0 39,151 D
Common Stock 02/17/2026 F 619(1) D $18.95 38,532 D
Common Stock 02/17/2026 M 1,495 A $0 40,027 D
Common Stock 02/17/2026 F 616(1) D $18.95 39,411 D
Common Stock 25,580 I Leigh A. Vosseller 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit(3) (4) 02/17/2026 M 1,503 (5) (5) Common Stock 1,503 $0 1,503 D
Restricted Stock Unit(6) (4) 02/17/2026 M 1,495 (7) (7) Common Stock 1,495 $0 7,478 D
Explanation of Responses:
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.
2. The securities are held by the Leigh A. Vosseller Trust dated January 17, 2010, of which Leigh Vosseller is the Trustee.
3. 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).
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. 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.
6. Awarded on May 23, 2024 pursuant to the 2023 Plan.
7. 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.
Remarks:
/s/ Shannon M. Hansen, Attorney-in-Fact for Leigh A. Vosseller 02/19/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Tandem Diabetes Care (TNDM) CFO Leigh Vosseller report on this Form 4?

Leigh Vosseller reported RSU vesting, share issuance, and related tax withholding. Restricted stock units converted into common shares at $0.00 per share, and some shares were withheld at $18.95 solely to satisfy tax obligations, with a footnote clarifying that no shares were actually sold.

Were any Tandem Diabetes Care (TNDM) shares sold by the CFO in this filing?

No shares were sold in this Form 4. A footnote explains that shares were withheld by Tandem Diabetes Care Inc. to satisfy tax withholding requirements upon RSU vesting. The transactions coded "F" represent tax-withholding dispositions, not open-market sales or discretionary selling by the executive.

How many Tandem Diabetes Care (TNDM) shares did the CFO acquire through RSU vesting?

RSU exercises converted 1,503 and 1,495 units into common shares. These derivative transactions were reported at $0.00 per share, reflecting the nature of restricted stock unit settlement under the company’s long-term incentive plan, rather than an open-market purchase at a prevailing stock price.

What is the CFO’s direct and indirect ownership in Tandem Diabetes Care (TNDM) after these transactions?

After the reported activity, the CFO directly held 39,411 common shares. An additional 25,580 common shares were reported as indirectly owned through the Leigh A. Vosseller Trust, where Vosseller serves as Trustee, consolidating both direct and trust-based positions in the ownership disclosure.

Why were Tandem Diabetes Care (TNDM) shares withheld at $18.95 in this Form 4?

Shares were withheld at $18.95 to cover tax liabilities from RSU vesting. Transactions coded "F" show 619 and 616 common shares delivered back to the company at that price, a standard mechanism for satisfying withholding obligations without requiring separate cash payments by the executive.

How are the reported Tandem Diabetes Care (TNDM) RSUs structured and vesting for the CFO?

The RSUs were granted under the 2023 Long-Term Incentive Plan. Footnotes describe vesting schedules where thirty-three percent of the RSUs vest on specified May 15 dates, with the remaining shares vesting in eight equal quarterly installments, aligning equity awards with multi-year service and performance.