News & Events

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On April 30, 2026, DexCom, Inc. (“Dexcom”) issued a press release announcing its financial results for the quarter ended March 31, 2026 and certain other information. A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this Item 2.02, including Exhibit 99.1 hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. As previously reported on the Current Report on Form 8-K filed on July 30, 2025, Kevin R. Sayer notified the Board of Directors (the “Board”) of DexCom, Inc. (“Dexcom” or the “Company”) of his intent to retire from his role as Chief Executive Officer effective January 1, 2026. In connection with his retirement, on July 25, 2025, the Board appointed…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On February 26, 2026, the Board of Directors (the “Board”) of DexCom, Inc. (“Dexcom” or the “Company”), pursuant to the Amended and Restated Bylaws of the Company, increased the size of the Board to twelve directors and appointed Albert F. (“Rick”) Osterloh, IV as a director effective immediately. Mr. Osterloh will hold office for a term expiring a…

RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On February 12, 2026, DexCom, Inc. (“Dexcom”) issued a press release announcing its financial results for the quarter and year ended December 31, 2025 and certain other information. A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this Item 2.02, including Exhibit 99.1 hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. Effective September 14, 2025, Kevin R. Sayer, Chief Executive Officer (principal executive officer) and Chairman of the Board of DexCom, Inc. (“Dexcom” or the “Company”) is taking a temporary medical leave of absence. Accordingly, effective September 14, 2025, Dexcom’s Board of Directors (the “Board”) appointed Jacob S. Leach, President and Chief O…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On March 10, 2025, DexCom, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial Form 8-K”) to announce, among other things, the appointment of Ms. Renée Galá to the Company’s board of directors (the “Board”), effective March 6, 2025. At the time the Initial Form 8-K was filed, the Board had not yet determined on which Board committ…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. (b) On May 1, 2025, Karen Dahut, a director of DexCom, Inc. (the “Company”), resigned from the Board of Directors (the “Board”) of the Company and all committees thereof effective May 8, 2025. Ms. Dahut’s resignation was not the result of any disagreement between Ms. Dahut and the Company, its management, the Board or any committee thereof, or with…

of Form 8-K dated March 21, 2025, of DexCom, Inc. and are in agreement with the statements contained in the first paragraph insofar as related to the date of notification of our dismissal as the Company’s independent registered public accounting firm and in the second through fourth paragraphs therein. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ Ernst & Young LLP

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. As previously disclosed, DexCom, Inc. (the “Company”) has been involved in global patent litigation with Abbott Diabetes Care, Inc. (“Abbott”) and its affiliates. Both the Company and Abbott have accused the other of infringing certain patents, and each party has filed counterclaims and actions to invalidate the other party’s patents. On December 20, 2024, the Company and Abbott entered into a settlement and patent cross license agreement (the “Agre…

OTHER EVENTS. On October 31, 2023, DexCom, Inc. (the “Company”) entered into an accelerated share repurchase agreement (“ASR Agreement”) with Bank of America, N.A. (“BofA”) to repurchase shares of its common stock, par value $0.001 per share (“Common Stock”) in an aggregate notional amount of up to $500.0 million (the “ASR Transaction”). Under the ASR Agreement, the Company made an initial payment to BofA of $500.0 million, and received an initial delivery of approximately 4.7 million shares…

OTHER EVENTS. On October 24, 2023, our Board of Directors authorized and approved a share repurchase program of up to $500.0 million of our outstanding common stock, par value $0.001 per share (“Common Stock”), with a repurchase period ending no later than October 31, 2024 (the “Share Repurchase Program”). Repurchases of our Common Stock under the Share Repurchase Program may be made from time to time, on the open market, in privately negotiated transactions or by other methods, at our discre…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On August 25, 2022, the Board of Directors (the “Board”) of DexCom, Inc. (the “Company”) promoted Jacob S. Leach to Executive Vice President, Chief Operating Officer, effective August 25, 2022. There are no arrangements between Mr. Leach and any other person pursuant to which he was selected to become the Executive Vice President, Chief Operating O…

OTHER EVENTS. On August 1, 2022, DexCom, Inc. (the “Company”) entered into an accelerated share repurchase agreement (“ASR”) with JPMorgan Chase Bank, National Association (“JPMorgan”) to repurchase shares of its common stock, par value $0.001 per share (“Common Stock”) in an aggregate notional amount of up to $700.0 million. Under the ASR, the Company made an initial payment to JPMorgan of $700.0 million, and received an initial delivery of approximately 3.0 million shares of its Common Stoc…

OTHER EVENTS. On July 26, 2022, a duly authorized committee of our Board of Directors authorized and approved a share repurchase program of up to $700 million of our outstanding common stock, with a repurchase period ending no later than June 30, 2023 (the “Share Repurchase Program”). Repurchases of our common stock under the Share Repurchase Program may be made from time to time, on the open market, in privately negotiated transactions or by other methods, at our discretion, and in accordanc…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On July 5, 2022, DexCom, Inc. (“ Dexcom ”) received notice from Chad M. Patterson of his intention to resign as Executive Vice President, Global Marketing of Dexcom effective on July 15, 2022, in order to pursue another employment opportunity. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly ca…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On December 15, 2021, the Compensation Committee (the “Committee”) of the Board of Directors of DexCom, Inc. (the “Company”) approved the following grants of restricted stock units (the “RSUs”) to certain of our named executive officers under the Company’s Amended and Restated 2015 Equity Incentive Plan (the “Plan”) to incentivize employee retentio…

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On October 13, 2021, DexCom, Inc. (“ DexCom ”) entered into a Second Amended and Restated Credit Agreement (the “ Amended Credit Agreement ”) with JPMorgan Chase Bank, N.A. (“ JPMorgan ”), as administrative agent, Bank of America N.A., Silicon Valley Bank, UniCredit Bank AG, New York Branch, and Santander Bank, N.A., amending and restating that certain Amended and Restated Credit Agreement (the “ Existing Credit Agreement ”) dated December 19, 2018,…

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. DEXCOM, INC. By: /s/ Patrick M. Murphy Patrick M. Murphy Executive Vice President and Chief Legal Officer Date: October 14, 2021

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. (e) On September 9, 2021, the Compensation Committee (the “ Committee ”) of the Board of Directors (the “ Board ”) of DexCom, Inc. (“ DexCom ” or “ Company ”) approved the termination of the Amended and Restated Executive Change of Control & Severance Agreements by and between the Company and select executive officers, including Kevin R. Sayer, Dex…

DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On September 8, 2021, DexCom, Inc. (“ Dexcom ”) received notice from Quentin Blackford of his intention to resign as Chief Operating Officer of Dexcom effective on September 17, 2021, in order to pursue another employment opportunity. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this…

Other Events. On June 30, 2021, DexCom, Inc. (the “Company”) initiated litigation against Abbott Diabetes Care, Inc. (“Abbott”) for infringement of certain of the Company’s patents (the “Litigation”). Abbott previously sued the Company for patent infringement in United States District Court for the District of Delaware on August 11, 2005 (the “Prior Litigation”). The parties settled the Prior Litigation on July 2, 2014 with a Settlement and License Agreement, which contained a covenant not to…