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DXCM · DEXCOM INC

279 filings

8-K

DXCM 8-K Current Reports

DEXCOM INC - 279 current reports

Filing record · 2016–202610-K1110-Q328-K134

DXCM filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 134 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Jun ’16Jun ’16
  2. Restructuring8-K · Feb ’19Feb ’19
  3. Leadership change8-K · Dec ’21Dec ’21
  4. Leadership change8-K · Oct ’25Oct ’25
Showing 1-50 of 279 filings
8-K
Leadership ChangesRegulation FDExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Sep 14, 2026)

DexCom, Inc. (DXCM) filed a Form 8-K on September 14, 2026 to report an executive promotion. The Board appointed Jereme Sylvain, the Company's Executive Vice President and Chief Financial Officer, to the additional role of Executive Vice President, Chief Operating Officer and Chief Financial Officer, effective September 14, 2026. Under the Offer Letter signed September 11, 2026, Mr. Sylvain's annual base salary is $767,000, with an annual target bonus of 75% of base salary. He remains eligible for annual equity awards under the Amended and Restated 2015 Equity Incentive Plan and participates in the Severance & Change in Control Plan as an executive officer. The filing does not disclose any new equity grants, sign-on payments, or changes to his compensation beyond the stated base and target bonus. In the expanded role, Mr. Sylvain will oversee Dexcom's global operations and quality teams, per the accompanying press release (Exhibit 99.1). CEO Jake Leach described the move as a way to scale the company more effectively. Mr. Sylvain has been with Dexcom since 2018 and has served as CFO since 2021. Consolidating operations and quality oversight with finance under one executive is a notable organizational change, and it signals management's focus on execution and margin discipline as the company pursues growth. The filing is largely administrative and contains no quantitative financial results, guidance, or changes to the company's reported financial position. Investors may watch for whether Dexcom names a new CFO or restructures reporting lines, and whether the operational scope affects execution on product, manufacturing, or quality matters. The full Offer Letter will be filed as an exhibit to the Form 10-Q for the quarter ended September 30, 2026.

Sep 14, 20268-K
Leadership ChangesRegulation FDExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Sep 10, 2026)

DexCom, Inc. (DXCM) filed an 8-K on September 10, 2026 reporting the appointment of Glenn S. Boehnlein as an independent director, effective immediately. The Board increased its size from twelve to thirteen directors to accommodate the appointment, and Mr. Boehnlein was named to the Operations & Innovation Committee and the Audit Committee. The filing is governance-focused and contains no financial results, guidance, or material operating disclosures. Mr. Boehnlein brings more than 20 years of medical technology finance leadership, most recently as Vice President and Chief Financial Officer of Stryker Corporation from 2016 to 2025, followed by an advisory role to Stryker's CEO through 2026. His background in capital allocation, strategic M&A, and global scale operations aligns with the priorities management cited as it executes its newly announced long-range plan. He also currently sits on the boards of Inogen and Agilent Technologies, where he chairs Inogen's Audit Committee, which strengthens the Audit Committee appointment. From a compensation standpoint, the director receives an initial RSU grant with a fair value of $500,000 vesting annually over three years, plus an expected annual RSU grant of approximately $347,500 at the 2027 Annual Meeting. The Board determined he is independent under Nasdaq listing standards, and he has no undisclosed related-party transactions. Investors should view this as a routine but relevant board refresh that adds finance and MedTech scale expertise, with no immediate impact on reported results.

Sep 10, 20268-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jul 30, 2026)

DexCom reported second-quarter 2026 revenue of $1.308 billion, up 13% year-over-year on a reported basis and 12% on an organic basis, with U.S. revenue up 11% and international revenue up 19% (16% organic). Profitability improved sharply: GAAP operating income rose to $318.3 million, or 24.3% of revenue, from $212.6 million (18.4%) a year earlier, and non-GAAP operating margin reached 25.1%. GAAP diluted EPS was $0.64 versus $0.45, and non-GAAP diluted EPS was $0.70 versus $0.48. Gross margin also expanded, with GAAP gross margin at 63.4% and non-GAAP at 64.1%, compared with 59.5% and 60.1% in the prior-year quarter. Management raised the midpoint of its full-year 2026 revenue guidance to $5.18–$5.25 billion (roughly 11–13% growth) and raised its non-GAAP gross margin (about 64%), non-GAAP operating margin (about 23.5–24%), and Adjusted EBITDA margin (about 31.5–32%) outlooks. The company also held its 2026 Investor Day and introduced a long-term financial outlook through 2030. Strategic news included positive results from the CONNECT randomized controlled trial in type 2 diabetes patients not using insulin, and the launch of a redesigned Stelo consumer app with AI-driven insights. Balance sheet activity was mixed. Cash, cash equivalents, and marketable securities totaled about $1.95 billion, and the revolving credit facility remains undrawn. Treasury stock rose by roughly $643 million during the first half, indicating meaningful share repurchases, and net shares outstanding declined from about 384.8 million to 377.4 million. Inventory grew about 15% and receivables about 3% since year-end, which investors may want to monitor against revenue growth. This 8-K furnishes the earnings release under Item 2.02 and is not deemed filed under the Exchange Act.

Jul 30, 20268-K
Shareholder Matters

DEXCOM INC 8-K Report, Shareholder Vote Results (May 28, 2026)

DexCom held its 2026 Annual Meeting of Stockholders on May 27, 2026, with 336,525,352 of 385,872,977 eligible shares present or represented by proxy (about 87%), well above the quorum requirement. This 8-K reports only governance votes. It contains no financial results, guidance, or transaction disclosures, so the filing's investor relevance is limited to board composition, auditor ratification, and shareholder sentiment on executive pay. All twelve director nominees were elected to serve until the 2027 annual meeting. Most received well over 90% support of votes cast. Nicholas Augustinos drew the weakest backing, with 265.9 million votes for against 48.0 million against, or roughly 85% for. Kevin Sayer, Richard Collins, Steven Altman, and Bridgette Heller also drew noticeably higher opposition than the rest of the slate, though all were elected comfortably. Stockholders ratified Deloitte & Touche LLP as the independent auditor for fiscal 2026 with approximately 99.9% of votes cast in favor. On the non-binding say-on-pay proposal, 277.1 million shares voted for and 36.7 million against, or about 88% approval of votes cast. That level of support is solid, though the roughly 12% opposition is a signal investors may watch in future proxy seasons.

May 28, 20268-K
Regulation FDOther Events

DEXCOM INC 8-K Report, Regulation FD Disclosure (May 15, 2026)

DEXCOM INC. (DXCM) filed an 8-K on May 15, 2026, detailing key strategic and financial announcements made during their 2026 Investor Day. The company presented ambitious long-range financial targets through 2030, emphasizing sustained organic revenue growth and significant improvements in profitability margins. These targets signal strong confidence in Dexcom's market position and future performance, which will be closely watched by investors. In addition to outlining its growth trajectory, Dexcom's Board of Directors approved a substantial $1.0 billion share repurchase program, signaling a commitment to returning capital to shareholders and potentially enhancing shareholder value. This strategic move, coupled with the long-term financial outlook, provides investors with a comprehensive view of Dexcom's forward-looking strategy, focusing on both growth initiatives and capital allocation.

May 15, 20268-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Apr 30, 2026)

DexCom reported first quarter 2026 results that beat on profitability and grew revenue strongly. Revenue rose 15% year-over-year to $1.192 billion (12% organic, excluding $26.6 million of FX benefit), with U.S. revenue up 11% and international up 26% on a reported basis. GAAP operating income more than doubled to $255.3 million, a 21.4% margin, up 850 basis points from a year earlier, while non-GAAP operating margin reached 22.2%. GAAP diluted EPS was $0.51 versus $0.27, and non-GAAP diluted EPS was $0.56 versus $0.32. Gross margin expanded to 62.9% GAAP and 63.5% non-GAAP, and Adjusted EBITDA rose to $364.5 million from $230.4 million. Management raised its FY2026 non-GAAP operating margin guidance (now approximately 23-23.5%) and adjusted EBITDA margin guidance (approximately 31-31.5%), while reiterating revenue guidance of $5.16-$5.25 billion (roughly 11-13% growth) and non-GAAP gross margin of approximately 63-64%. The company ended the quarter with $2.42 billion in cash and marketable securities, an undrawn revolver, and a balance sheet that now shows total equity of $2.96 billion. Investors should note that the organic growth rate (12%) is lower than reported growth (15%), that the implied full-year growth guidance is a wide band, and that the company will host an Investor Day in the coming weeks to discuss its long-term opportunity.

Apr 30, 20268-K
Leadership ChangesExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Mar 2, 2026)

This 8-K filing from DexCom, Inc. (DXCM) on March 2, 2026, primarily reports on the return of Kevin R. Sayer to his role as Executive Chairman of the Board, effective March 2, 2026, after a temporary leave of absence. Mr. Sayer's transition from CEO to Executive Chairman was previously announced, and his return signifies a continuation of his leadership and strategic guidance for the company. This filing also details the new compensation arrangement for his role as Executive Chairman.

Mar 2, 20268-K
Leadership ChangesRegulation FDExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Feb 26, 2026)

DexCom, Inc. (DXCM) filed an 8-K on February 26, 2026 announcing the appointment of Albert F. "Rick" Osterloh, IV to its Board of Directors, effective immediately. The Board increased its size from eleven to twelve directors under the Amended and Restated Bylaws, and Mr. Osterloh will serve until the 2026 annual meeting of stockholders. He was also named to the Compensation Committee and the Technology Committee. The Board determined he is independent under SEC and Nasdaq standards. Mr. Osterloh is currently Senior Vice President, Platforms & Devices at Google, overseeing Android, Chrome, Google Play, Pixel, Nest, and Fitbit. He previously served as President of Motorola Mobility and held senior product roles at Skype and Motorola. The company says he brings expertise in innovation oversight, strategic transactions, and long-term strategic planning, and CEO Jake Leach cited his experience in scalable products that integrate emerging technologies. The filing discloses no related-party transactions and no arrangement under which he was selected. Compensation is standard for a new non-employee director: an initial RSU grant with a fair value of $500,000 vesting annually over three years, plus a pro-rated annual RSU grant of about $101,027 tied to the 2026 annual meeting. The 8-K is a governance and board-composition event with no financial results, guidance, or operational changes disclosed.

Feb 26, 20268-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Feb 12, 2026)

DexCom reported fourth-quarter and full-year 2025 results on February 12, 2026, capping a strong year of growth. Q4 revenue rose 13% year-over-year to $1.260 billion (12% organic), with U.S. revenue up 11% and international up 18%. GAAP operating income reached $323.0 million (25.6% margin), up 860 basis points, while non-GAAP operating margin was 26.3%. For the full year, revenue grew 16% to $4.662 billion (15% organic), and GAAP operating income of $911.8 million (19.6% margin) was up 470 basis points. GAAP diluted EPS for 2025 was $2.09, versus $1.42 in 2024. Profitability improvement is the central story. Operating leverage is visible in both GAAP and non-GAAP figures, helped by a lower share of operating expenses relative to revenue and strong gross margin (GAAP gross margin of 62.9% in Q4 versus 58.9% a year earlier). Full-year 2025 other income of $176.6 million, which includes a $78.1 million gain from equity investments, flattered net income, so investors should separate that non-operating contribution from core earnings. The company ended the year with $2.00 billion in cash and marketable securities and an undrawn revolving credit facility, giving it flexibility to expand manufacturing capacity and pursue new markets. For 2026, DexCom reiterated revenue guidance of $5.16 to $5.25 billion (about 11% to 13% growth), non-GAAP gross margin of roughly 63% to 64%, and non-GAAP operating margin of roughly 22% to 23%. It also introduced Adjusted EBITDA margin guidance of roughly 30% to 31%. The filing notes that organic growth and margin guidance were not reconciled to GAAP because certain items are difficult to predict. The 8-K furnishes the press release under Item 2.02 and is not deemed filed under the Exchange Act.

Feb 12, 20268-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jan 12, 2026)

DexCom (DXCM) furnished an 8-K on January 12, 2026 to accompany CEO Jake Leach's remarks at the J.P. Morgan Healthcare Conference, disclosing preliminary, unaudited results for Q4 and full-year 2025 along with initial 2026 guidance. Q4 2025 total revenue is approximately $1.260 billion, up 13% year over year, with U.S. revenue of about $892 million (+11%) and international revenue of about $368 million (+18%). Full-year 2025 preliminary revenue is approximately $4.662 billion, up 16% from 2024, and management said revenue exceeded the high end of its guidance. The company reiterated 2025 non-GAAP gross margin guidance of roughly 61% and non-GAAP operating margin guidance of 20-21%. For 2026, Dexcom guided to total revenue of $5.16-$5.25 billion, implying growth of roughly 11-13%, driven by sensor volume growth from rising CGM awareness, the continued rollout of Stelo, and international expansion. Non-GAAP gross margin is expected to expand to approximately 63-64% and non-GAAP operating margin to approximately 22-23%, indicating meaningful profitability improvement. The 2026 outlook is a notable step-up in margin expectations, though the figures remain preliminary and subject to audit. The filing also attaches a January 7, 2026 press release announcing that Jake Leach assumed the President and CEO role on January 1, succeeding Kevin Sayer, along with plans for a reimagined Stelo app and the pharmacy launch of the G7 15 Day system. Audited full-year results are scheduled for release on February 12, 2026, and investors should treat these preliminary figures as subject to finalization in the 10-K.

Jan 12, 20268-K
Leadership ChangesExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Dec 22, 2025)

DexCom, Inc. (DXCM) has filed an 8-K report detailing the official appointment of Jacob S. Leach as President and Chief Executive Officer, effective January 1, 2026. This transition follows Mr. Leach's service as interim principal executive officer during Kevin R. Sayer's medical leave. The filing outlines the key terms of Mr. Leach's new role, including an annual base salary of $1,150,000 and a target bonus opportunity of 150% of his base salary. Furthermore, Mr. Leach will receive significant equity awards, comprising restricted stock units valued at $7,500,000 and performance stock units with a target value of $7,500,000, both vesting over several years and contingent on continued service and performance conditions. This leadership change represents a pivotal moment for DexCom as it moves forward under new permanent executive leadership. Investors will be keen to observe Mr. Leach's strategic direction and execution in his permanent CEO role, especially considering the substantial incentive package designed to align his interests with long-term shareholder value. The report also confirms that Kevin R. Sayer is expected to return from his medical leave around March 2026, with Mark Foletta continuing as interim Chairman of the Board until then.

Dec 22, 20258-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Oct 30, 2025)

DexCom (DXCM) reported third-quarter 2025 results on October 30, 2025, with revenue up 22% year-over-year to $1.209 billion (20% organic, excluding $11.4 million of FX impact). Growth was broad-based: U.S. revenue rose 21% and international revenue rose 22% on a reported basis. GAAP operating income reached $242.5 million (20.1% margin), up 480 basis points, while non-GAAP operating income was $272.9 million (22.6% margin), up 130 basis points. GAAP diluted EPS was $0.70 and non-GAAP diluted EPS was $0.61. Note that GAAP net income was boosted by $82.7 million of income from equity investments, which management excludes from non-GAAP results. Management raised full-year 2025 revenue guidance to $4.630-$4.650 billion (approximately 15% growth) and updated margin guidance: non-GAAP gross margin of about 61%, non-GAAP operating margin of about 20-21%, and Adjusted EBITDA margin of about 29-30%. Jake Leach is serving as president and interim CEO, and the company highlighted a $3.32 billion cash and marketable securities balance with an undrawn revolver, which supports continued production capacity expansion. Quality of earnings considerations: hardware revenue fell 19% year-over-year to $34.2 million, while sensor and other revenue grew 23%, reinforcing recurring-revenue mix. Operating expenses included $22.7 million of business transition costs tied to workforce reductions and San Diego office rent. The company is also pursuing its patent litigation against Abbott, with related legal costs excluded from non-GAAP metrics. Overall, the quarter shows strong top-line momentum and margin expansion, with the key watch items being sustainability of growth, hardware decline, and the leadership transition.

Oct 30, 20258-K
Leadership ChangesRegulation FDExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Oct 27, 2025)

DexCom, Inc. (DXCM) filed an 8-K on October 27, 2025 to disclose the appointment of Dr. Euan Ashley to its Board of Directors. The Board, acting on October 24, 2025 under the Amended and Restated Bylaws, increased its size to ten directors and seated Dr. Ashley immediately. He will serve until the 2026 Annual Meeting and joins the Nominating and Governance Committee and the Technology Committee. Eric Topol's Board service ended in connection with Dr. Ashley's nomination, and Kyle Malady is stepping down from the Nominating Committee while remaining chair of the Technology Committee. The filing also states that the Board increased its size from ten to eleven directors effective January 1, 2026, and confirmed the previously announced appointment of Jacob S. Leach at that time, provided he continues to serve the Company. The Board has determined that Dr. Ashley is independent under the Securities Act and Nasdaq listing standards. He has no material related-party transactions requiring disclosure under Item 404(a) and was selected without any arrangement with other persons. He entered the Company's standard director indemnification agreement. His compensation consists of an initial RSU grant with a fair value of $500,000 vesting annually over three years, plus an expected annual director RSU grant at the 2026 Annual Meeting with a fair value of $345,000. Vesting of director equity awards accelerates fully upon a change in control. For investors, this is a governance update rather than a financial event, with no direct impact on reported results or guidance. The most notable aspects are the addition of a clinician with deep academic medicine, AI, and digital health experience, and the leadership context in the press release, which identifies Jake Leach as president and interim CEO. Investors may want to monitor the eventual permanent CEO selection and the Board's expanding composition in 2026.

Oct 27, 20258-K
Leadership Changes

DEXCOM INC 8-K Report, Executive Changes (Sep 16, 2025)

DexCom, Inc. (DXCM) has announced that its Chief Executive Officer and Chairman of the Board, Kevin R. Sayer, is taking a temporary medical leave of absence, effective September 14, 2025. This development necessitates a temporary leadership transition to ensure continuity of operations and strategic direction. In response, the Board of Directors has appointed Jacob S. Leach, currently President and Chief Operating Officer, to serve as the interim principal executive officer. Additionally, Mark Foletta, the Lead Independent Director, has been appointed as the interim Chairman of the Board. Investors should note that neither Mr. Leach nor Mr. Foletta will receive additional compensation for these interim roles, signaling a commitment to stable governance during this period. The company has emphasized that Mr. Leach's appointment is not subject to any specific arrangements or understandings with other parties and that he has no material interests in any reportable transactions.

Sep 16, 20258-K
Earnings & ResultsLeadership ChangesExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jul 30, 2025)

DexCom reported second quarter 2025 results on July 30, 2025 that beat on the top line and raised full-year revenue guidance, while margin guidance was reiterated. Revenue grew 15% year-over-year to $1.157 billion (15% organic), with U.S. revenue up 15% and international up 16% on a reported basis. GAAP operating income rose 270 basis points to 18.4% of revenue, while non-GAAP operating margin of 19.2% declined 30 basis points year-over-year. GAAP diluted EPS was $0.45 versus $0.35 a year earlier, and non-GAAP diluted EPS was $0.48 versus $0.43. The company ended the quarter with $2.93 billion in cash and marketable securities and an undrawn revolver. Sensor and other revenue grew 18%, while hardware revenue declined 31%, a mix shift that supports recurring-revenue quality. The company raised 2025 revenue guidance to $4.600-$4.625 billion (14-15% growth) and reiterated non-GAAP gross margin of about 62%, non-GAAP operating margin of about 21%, and Adjusted EBITDA margin of about 30%. The most significant item for investors is the CEO succession plan: Jacob (Jake) Leach, currently President and COO, will become President and CEO effective January 1, 2026, and will join the board. Kevin Sayer will step down as CEO on that date and become Executive Chairman. The Board also expanded to ten directors effective the same date. No new compensation arrangements had been entered into as of filing, and the company committed to amend the 8-K if any are made. The press release also disclosed that the G7 15 Day CGM System received FDA clearance, which the company expects to launch in the second half of 2025. Ongoing patent litigation against Abbott Diabetes Care is a continuing cost item, though intellectual property litigation costs fell sharply year-over-year, from $22.3 million to $0.2 million in the quarter. Investors should watch the gross margin trajectory, since GAAP gross margin compressed about 290 basis points to 59.5%, and the scheduled leadership transition.

Jul 30, 20258-K
Leadership ChangesExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (May 13, 2025)

DexCom, Inc. (NASDAQ: DXCM) disclosed in an 8-K filed May 13, 2025 that Jacob (Jake) Leach has been promoted to President while retaining his role as Chief Operating Officer, effective immediately as of May 9, 2025. Leach reports to Kevin Sayer, who continues as Chief Executive Officer and Chairman of the Board. The filing is a management-structure update rather than a financial disclosure; it contains no earnings, revenue, guidance, or balance-sheet information. Under the expanded role, Leach keeps end-to-end responsibility for product development and oversight of global operations, research and development, quality management, regulatory, and medical affairs. As President, he takes on oversight of corporate development and strategy, a notable addition because it places M&A and strategic planning under a senior operator with more than 21 years of company experience. Leach's base salary rises to $800,000, and he becomes eligible for an annual cash bonus with a 100% of base salary target, with the actual payout set by the compensation committee. For investors, the key takeaways are continuity and succession planning. The promotion signals that the Board is building a clear internal successor pipeline beneath Sayer, and the compensation terms indicate the company's intent to retain a key operator. The filing does not describe any change in strategy, reorganization of reporting lines beyond the new title, or any financial impact, so the event is best viewed as a governance and leadership development item.

May 13, 20258-K/A
Leadership Changes

DEXCOM INC 8-K/A Report, Executive Changes (May 9, 2025)

DexCom, Inc. (DXCM) has filed an amendment to its prior 8-K filing, specifically addressing the committee appointments for newly appointed board member Ms. Renée Galá. Initially appointed to the board on March 6, 2025, the company is now confirming her service on two key committees: the Audit Committee and the Compensation Committee. These appointments are effective immediately as of May 9, 2025.

May 9, 20258-K
Leadership ChangesShareholder MattersExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (May 9, 2025)

DexCom, Inc. (DXCM) filed an 8-K on May 9, 2025, detailing the outcomes of its Annual Meeting of Stockholders held on May 8, 2025. The primary focus for investors is the stockholder approval of significant amendments to the company's equity and employee stock purchase plans. Specifically, the Amended and Restated 2015 Equity Incentive Plan (A&R 2015 EIP) was approved, increasing the share reserve by 3.4 million shares, and the Amended and Restated 2015 Employee Stock Purchase Plan (A&R 2015 ESPP) was also approved, adding 8 million shares to its reserve. These approvals are crucial for DexCom's ability to continue attracting and retaining talent through stock-based compensation and employee ownership programs, supporting future growth and operational expansion. In addition to compensation-related plans, stockholders also elected nine directors to the board, ratified Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2025, and provided advisory approval for named executive officer compensation. A notable governance change was the board's decision to decrease its size to nine directors, effective May 8, 2025. The substantial 'Votes For' on all proposals indicate strong shareholder support for management's proposed actions and compensation strategies.

May 9, 20258-K
Leadership Changes

DEXCOM INC 8-K Report, Executive Changes (May 2, 2025)

DexCom, Inc. (DXCM) announced in an 8-K filing dated May 2, 2025, that director Karen Dahut will be resigning from the Board of Directors and all associated committees, effective May 8, 2025. The company has explicitly stated that Ms. Dahut's departure is not due to any disagreements with the company, its management, or its board, nor is it related to any issues concerning the company's operations, policies, or practices. This communication signals a routine board transition rather than a cause for concern regarding internal discord or operational challenges.

May 2, 20258-K
Earnings & ResultsOther EventsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (May 1, 2025)

DexCom reported first-quarter 2025 results with revenue of $1.036 billion, up 12% year-over-year on a reported basis and 14% on an organic basis, driven by U.S. growth of 15% while international revenue grew 7% reported (12% organic). GAAP operating income rose to $133.7 million (12.9% of revenue, up 190 basis points), while non-GAAP operating income of $143.1 million (13.8% margin) declined 140 basis points year-over-year. GAAP diluted EPS was $0.27 versus $0.36 a year earlier, and non-GAAP diluted EPS was flat at $0.32. Sensor and other revenue grew 17%, while hardware revenue fell 42%. Management reiterated FY2025 revenue guidance of $4.60 billion (14% growth), non-GAAP operating margin of about 21%, and Adjusted EBITDA margin of about 30%, but lowered non-GAAP gross profit margin guidance to roughly 62% due to incremental costs tied to near-term supply dynamics as the company rebuilds finished goods inventory. The company also announced a share repurchase program of up to $750 million, expiring no later than June 30, 2026, with execution at management's discretion and no obligation to buy back any shares. Cash, equivalents and marketable securities totaled $2.70 billion at quarter-end, and the revolving credit facility was undrawn, giving the company meaningful financial flexibility. For investors, the key tension is between solid top-line momentum and broader payer coverage, including two of the three largest PBMs, against margin pressure from supply-related costs and the year-over-year decline in non-GAAP operating margin. The buyback signals management confidence and balance sheet capacity, though its scale relative to the company's cash position and convertible note obligations warrants monitoring alongside the Dexcom G7 15 Day System launch.

May 1, 20258-K
Financial EventsExhibits & Filings

DEXCOM INC 8-K Report, Auditor Change (Mar 25, 2025)

DexCom, Inc. (DXCM) has announced a change in its independent registered public accounting firm. The Audit Committee of the Board of Directors, on March 21, 2025, dismissed Ernst & Young LLP (EY) as the Company's auditor. This change is effective for the fiscal years ended December 31, 2024 and 2023, and the subsequent interim period. The company states that there were no disagreements or reportable events with EY during these periods, and EY has confirmed its agreement with this statement. This transition is a routine procedural event, but investors should be aware of the change in auditor. Concurrently, DexCom has engaged Deloitte & Touche LLP (Deloitte) as its new independent registered public accounting firm for the fiscal year ending December 31, 2025. The company has confirmed that there were no consultations with Deloitte on accounting principles, disagreements, or reportable events prior to this engagement. The engagement of a new auditor is a common occurrence and typically does not indicate any underlying issues with the company's financial reporting, but it does mark a significant change in the oversight of DexCom's financial statements.

Mar 25, 20258-K
Leadership ChangesRegulation FD

DEXCOM INC 8-K Report, Executive Changes (Mar 10, 2025)

DexCom, Inc. (DXCM) filed an 8-K on March 10, 2025 to disclose the appointment of Renée Galá to its Board of Directors. The Board increased its size from ten to eleven directors and appointed Ms. Galá effective March 6, 2025, with her term expiring at the 2025 annual meeting of stockholders. The Board determined she is independent under Nasdaq listing standards and the Securities Act, and she has no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K. The filing is governance-oriented rather than financially material. Ms. Galá brings substantial life sciences finance and operations experience, including serving as President and Chief Operating Officer of Jazz Pharmaceuticals (greater than $4 billion in 2024 revenues), previously as Jazz's CFO, and earlier as CFO of GRAIL and Theravance Biopharma. Her background in global commercial operations, R&D, business development, and international expansion may be relevant to DexCom as it pursues global growth in glucose biosensing. Compensation for Ms. Galá follows the standard non-employee director program: an initial RSU grant with a fair value of $500,000 vesting annually over three years, plus a pro-rated annual RSU grant of $56,986 tied to the 2025 Annual Meeting. The filing also notes full acceleration of director equity awards upon a change in control. No financial results, guidance, or operational updates were disclosed.

Mar 10, 20258-K
Regulation FDOther Events

DEXCOM INC 8-K Report, Regulation FD Disclosure (Mar 7, 2025)

DexCom, Inc. (DXCM) disclosed on March 7, 2025, that it received a warning letter from the U.S. Food and Drug Administration (FDA) on March 4, 2025, following inspections of its San Diego and Mesa facilities. The FDA cited deficiencies related to manufacturing processes and quality management systems, stemming from earlier Form 483 observations. Importantly, the company stated that this warning letter does not restrict its ability to produce, market, manufacture, or distribute products, nor does it necessitate a recall or prevent the pursuit of 510(k) clearance for new products. Despite the seriousness of the FDA's concerns, DexCom asserted that it does not expect a material impact on its manufacturing capacity or its previously issued fiscal year 2025 revenue guidance. The company is actively preparing a response to the warning letter and has already submitted responses to the Form 483. While DexCom is committed to corrective actions and updates to the FDA, it cannot guarantee the FDA's satisfaction with its response or provide an estimated timeline for resolution, acknowledging that further regulatory action remains a possibility.

Mar 7, 20258-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Feb 13, 2025)

Dexcom reported fourth-quarter and full-year 2024 results that show continued top-line growth alongside significant margin compression. Q4 revenue rose 8% year over year to $1.114 billion (8% organic), a sharp slowdown from 27% growth in Q4 2023. Full-year revenue grew 11% to $4.033 billion (12% organic). U.S. revenue grew 4% in Q4, while international revenue grew 17% reported and 19% organic. Sensor and other revenue increased 13% in Q4, offset by a 49% decline in hardware revenue. Profitability weakened materially. Q4 non-GAAP operating margin fell 470 basis points to 18.8%, and non-GAAP gross margin fell to 59.4% from 64.2%. Q4 GAAP diluted EPS was $0.38 versus $0.62 a year earlier, and non-GAAP diluted EPS was $0.45 versus $0.50. Full-year non-GAAP operating margin was 18.8%, down 100 basis points, and Adjusted EBITDA was $1.105 billion. Management attributed part of the Q4 pressure to a non-cash inventory build charge and related business transition items, but the margin trend is the central concern for investors. Dexcom reiterated 2025 guidance for revenue of $4.60 billion (about 14% growth), non-GAAP gross margin of 64% to 65%, and non-GAAP operating margin of about 21%, and added Adjusted EBITDA margin guidance of about 30%. The implied margin recovery is substantial relative to Q4 2024 exit rates. The company ended 2024 with $2.58 billion in cash, cash equivalents and marketable securities and an undrawn revolver, but $1.20 billion of convertible notes were reclassified to current liabilities, creating a near-term refinancing or repayment item to monitor.

Feb 13, 20258-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jan 13, 2025)

DexCom (DXCM) furnished an 8-K on January 13, 2025, in connection with CEO Kevin Sayer's presentation at the J.P. Morgan Healthcare Conference, announcing preliminary, unaudited results for Q4 and full-year 2024 along with initial 2025 guidance. Q4 2024 total revenue is at least $1.113 billion, up 8% year over year, with U.S. revenue of roughly $803 million (+4%) and International revenue of roughly $310 million (+17%). Full-year 2024 preliminary revenue is approximately $4.032 billion, up 11% from 2023. Profitability guidance for 2024 was lowered. Non-GAAP gross profit margin is now expected at 62% and non-GAAP operating margin at 19%. Management attributed the Q4 gross margin pressure to a non-cash charge tied to inventory damaged in transit and build configurations that reduced production yield. Investors should weigh the top-line strength against this margin shortfall, which is the most notable negative in the release. For 2025, DexCom guided to total revenue of $4.60 billion, about 14% growth, citing rising CGM access and awareness, the continued rollout of Stelo, international expansion, and market dynamics. It also expects non-GAAP gross margin of roughly 64-65% and non-GAAP operating margin of about 21%, implying margin recovery. These figures are preliminary and subject to finalization in the 10-K, with full audited results due February 13, 2025. The company did not provide reconciliations of its non-GAAP guidance to GAAP measures, citing unpredictable items.

Jan 13, 20258-K
Material Agreements

DEXCOM INC 8-K Report, Material Agreement (Dec 23, 2024)

DexCom, Inc. (DXCM) has announced the resolution of its ongoing global patent litigation with Abbott Diabetes Care, Inc. (Abbott). The parties entered into a comprehensive settlement and patent cross-license agreement on December 20, 2024, which effectively terminates all outstanding legal disputes concerning patent infringements and invalidation claims. This agreement is highly positive for DexCom as it eliminates significant legal costs and uncertainty associated with the protracted litigation. The terms include a royalty-free, non-exclusive, and fully paid-up license for both companies to use certain patents related to analyte sensing, including those previously contested. Furthermore, a mutual covenant not to sue is established until December 20, 2034, providing a decade of peace from further patent challenges from Abbott. This resolution allows DexCom to focus its resources and strategic efforts entirely on its business operations and innovation without the overhang of this litigation.

Dec 23, 20248-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Oct 24, 2024)

DexCom reported third-quarter 2024 revenue of $994.2 million, up 2% year over year on a reported basis and 3% on an organic basis. Growth was driven by international markets, where revenue rose 12% reported (16% organic), while U.S. revenue fell 2% to $701.9 million. Profitability declined sharply: GAAP operating income was $152.0 million (15.3% margin), down 580 basis points, and non-GAAP operating income was $212.0 million (21.3% margin), down 320 basis points. Non-GAAP gross margin fell to 63.0% from 64.7%, and non-GAAP diluted EPS was $0.45 versus $0.50. Hardware revenue fell 58% to $42.4 million, and the company recorded a non-recurring $24.6 million non-cash inventory build charge in the quarter. DexCom reiterated its full-year 2024 guidance of revenue of $4.00 to $4.05 billion (11% to 13% organic growth), non-GAAP gross margin of about 63%, non-GAAP operating margin of about 20%, and Adjusted EBITDA margin of about 29%. Implied fourth-quarter performance will need to be meaningfully stronger than the third quarter to reach these targets, given that nine-month revenue was $2.92 billion. Capital allocation remained active: the company executed a $750 million share repurchase program, reducing treasury share counts and diluted shares to 410.2 million from 426.8 million year over year, and it ended the quarter with $2.49 billion in cash and marketable securities and an undrawn revolver. Strategically, DexCom launched Stelo, its over-the-counter CGM for adults with prediabetes or type 2 diabetes not on insulin, and submitted its Dexcom G7 15-day CGM system to the FDA for review. Leadership is also changing: Chief Commercial Officer Teri Lawver will retire at year-end, and Chairman, President and CEO Kevin Sayer will lead the commercial organization pending a global search for a successor. The filing is furnished under Item 2.02, so the press release is not deemed filed under the Exchange Act.

Oct 24, 20248-K
Earnings & ResultsOther EventsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jul 25, 2024)

DexCom reported second quarter 2024 results on July 25, 2024, with revenue of $1.004 billion, up 15% year-over-year on a reported basis and 16% organic. U.S. revenue grew 19% while international grew 7% reported (10% organic). GAAP operating income rose to $158.0 million (15.7% of revenue), and non-GAAP operating income reached $195.4 million (19.5% margin), up 130 basis points. GAAP diluted EPS was $0.35 and non-GAAP diluted EPS was $0.43. Volume growth and new customer additions remained the primary growth driver, though management acknowledged that execution in the quarter 'did not meet our high standards.' Guidance was mixed. Management updated full-year 2024 revenue guidance to approximately $4.00-4.05 billion (11-13% organic growth) and set Q3 2024 revenue guidance of roughly $975 million to $1.00 billion (1-3% organic growth), a sharp deceleration that management attributed to unique items affecting 2024 seasonality. Non-GAAP gross margin guidance was updated to about 63%, while non-GAAP operating margin (about 20%) and Adjusted EBITDA margin (about 29%) were reiterated. Hardware revenue fell 39% year-over-year in the quarter, while sensor and other revenue grew 22%. The company also authorized a share repurchase program of up to $750 million, with a repurchase period ending no later than June 30, 2025. The program is discretionary and may be modified, suspended, or discontinued. DexCom ended the quarter with $3.12 billion in cash and marketable securities, and its revolving credit facility remains undrawn. Investors should weigh the strong balance sheet and buyback against the sharp Q3 slowdown and the guidance-versus-execution concerns raised by management.

Jul 25, 20248-K
Shareholder Matters

DEXCOM INC 8-K Report, Shareholder Vote Results (May 24, 2024)

This 8-K filing from DexCom, Inc. (DXCM) reports the outcomes of its 2024 Annual Meeting of Stockholders held on May 22, 2024. The meeting resulted in the overwhelming election of all ten director nominees, underscoring strong board support from shareholders. Additionally, shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024, a crucial vote of confidence in the company's financial oversight. Furthermore, the advisory vote to approve the compensation of named executive officers passed, indicating general shareholder satisfaction with executive pay structures. However, the filing also details the outcomes of two stockholder proposals, with one concerning pay equity disclosure failing to gain majority support, while a proposal for transparency in lobbying was approved. These results provide insight into shareholder sentiment on corporate governance and executive compensation.

May 24, 20248-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Apr 25, 2024)

DexCom reported first-quarter 2024 revenue of $921.0 million, up 24% year-over-year on a reported basis and 25% on an organic basis, driven mainly by CGM volume growth and new customer additions. Sensor and other revenue rose 31% to $854.3 million, while hardware revenue fell 26% to $66.7 million. GAAP operating income was $101.1 million (11.0% of revenue), up 460 basis points from the prior year, and non-GAAP operating income was $140.2 million (15.2%). Gross margin moved lower: GAAP gross margin was 61.0% versus 62.4% a year earlier, and non-GAAP gross margin was 61.8% versus 63.4%. GAAP net income of $146.4 million ($0.36 per diluted share) was flattered by a $13.9 million income tax benefit, and non-GAAP net income of $128.2 million ($0.32 per diluted share) reflects a $57.3 million tax adjustment, primarily tied to the tax effect of the Verily milestone payment. Investors should weigh the operating line more heavily than the bottom line this quarter. Adjusted EBITDA was $220.9 million. The company ended the quarter with $2.90 billion in cash, cash equivalents and marketable securities, and its revolving credit facility remains undrawn. For fiscal 2024, DexCom updated revenue guidance to approximately $4.20 to $4.35 billion (17% to 21% organic growth) and reiterated its non-GAAP gross margin (63% to 64%), non-GAAP operating margin (about 20%) and Adjusted EBITDA margin (about 29%) outlook. The filing does not state the prior revenue range, so the direction of the revision cannot be determined from this document alone.

Apr 25, 20248-K
Material AgreementsSecurities & ListingExhibits & Filings

DEXCOM INC 8-K Report, Material Agreement (Feb 15, 2024)

DexCom, Inc. (DXCM) has entered into a Warrant Termination Agreement with Bank of America, N.A. (BofA) on February 13, 2024, to terminate outstanding warrants related to its 0.75% Convertible Senior Notes due 2023. These warrants were originally issued in connection with the convertible notes and associated hedge and warrant transactions with BofA and JPMorgan Chase Bank (JPM). The termination agreement will resolve approximately 10.3 million shares of common stock warrants held by BofA. In exchange for the warrant termination, DexCom will issue shares of its common stock to BofA. The number of shares will be determined by the daily volume-weighted average price of DexCom's common stock over a specified averaging period expected to conclude in the first quarter of 2024. This transaction is being conducted under an exemption from registration, implying it is not being offered to the public and is intended to simplify the company's capital structure and remove potential future dilution from these specific warrants.

Feb 15, 20248-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Feb 8, 2024)

DexCom reported Q4 and full-year 2023 results that were strong on both top and bottom lines. Q4 revenue grew 27% to $1.03 billion (26% organic), with U.S. and international each up 27% on a reported basis. Full-year revenue rose 24% to $3.62 billion, and GAAP operating margin expanded 310 basis points to 16.5%. Growth was driven mainly by volume and strong new customer additions as awareness of real-time CGM increases. Sensor and other revenue grew 32% in Q4, while hardware revenue fell 13%, consistent with a shift toward recurring sensor sales. Profitability improved meaningfully. Q4 GAAP operating income was $216.9 million (21.0% of revenue), up 560 basis points year over year, and Q4 GAAP diluted EPS was $0.62 versus $0.22. Q4 GAAP net income benefited from a $78.4 million tax adjustment (largely related to the Verily milestone payment), so non-GAAP diluted EPS of $0.50 is a cleaner comparison point. Full-year non-GAAP EPS was $1.52 versus $0.87 in 2022. The company ended the year with $2.72 billion in cash and marketable securities and an undrawn revolver, while total debt rose to roughly $2.4 billion of long-term convertible notes after the 2023 notes matured. For 2024, DexCom reiterated revenue, non-GAAP gross margin and non-GAAP operating margin guidance and introduced adjusted EBITDA margin guidance of about 29%. Revenue guidance of $4.15 to $4.35 billion implies 16% to 21% organic growth, a deceleration from 2023's pace. Investors will likely focus on whether the G7 rollout, Stelo (type 2 non-insulin sensor) and direct-to-watch approvals can sustain that growth. Note that this 8-K furnishes the press release under Item 2.02 and is not deemed filed under the Exchange Act.

Feb 8, 20248-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jan 8, 2024)

DexCom (DXCM) furnished an 8-K on January 8, 2024, in connection with CEO Kevin Sayer's presentation at the J.P. Morgan Healthcare Conference, providing preliminary, unaudited results for Q4 and full-year 2023 along with initial 2024 guidance. Fourth-quarter 2023 revenue is expected to be at least $1.030 billion, up 26% year over year, with U.S. revenue of about $765 million (+26%) and international revenue of about $265 million (+27%). Full-year 2023 revenue is preliminarily estimated at approximately $3.62 billion, up 24% from 2022. These figures remain subject to finalization ahead of the 10-K, and audited results are scheduled for release on February 8, 2024. For 2024, management anticipates total revenue of approximately $4.15 billion to $4.35 billion, implying organic growth of roughly 16% to 21%, with a Non-GAAP Gross Profit Margin of about 63% to 64% and a Non-GAAP Operating Margin of about 20%. The outlook reflects increasing CGM access and awareness, international expansion, and the planned introduction of a product for people with type 2 diabetes who do not use insulin. The company also disclosed that Stelo, a 15-day CGM sensor designed for non-insulin users with a cash-pay option, was submitted to the FDA in Q4 2023 and is expected to launch in the U.S. in summer 2024. For investors, the key takeaways are the strong revenue acceleration in 2023, the guidance implying continued double-digit growth, and the Stelo launch as a potential new addressable market expansion, though the figures are preliminary and the information is furnished rather than filed under Section 18.

Jan 8, 20248-K
Other Events

DEXCOM INC 8-K Report, Corporate Update (Nov 2, 2023)

DexCom, Inc. (DXCM) announced on November 2, 2023, through an 8-K filing, its entry into an accelerated share repurchase (ASR) agreement with Bank of America, N.A. for up to $500.0 million. This strategic move signals management's confidence in the company's intrinsic value and its commitment to returning capital to shareholders. The company has already made an initial payment of $500.0 million and received approximately 4.7 million shares, effective October 31, 2023. This ASR transaction is part of DexCom's previously authorized $500.0 million share repurchase program and is expected to be finalized within the fourth quarter of 2023. The ultimate number of shares repurchased will be determined by the daily volume-weighted average price, less a discount, with potential for additional shares or a cash settlement. This action suggests the company believes its shares are currently undervalued, aiming to enhance shareholder value by reducing the outstanding share count.

Nov 2, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Oct 26, 2023)

DexCom reported third-quarter 2023 revenue of $975.0 million, up 27% year over year on a reported basis and 26% organically, with U.S. revenue up 24% and international revenue up 33%. Sensor and other revenue, which is the recurring component, grew 31% to $873.8 million and made up 90% of total revenue, while hardware revenue declined 2%. Volume growth from new customers, driven by rising awareness of real-time CGM, remained the main growth driver. GAAP operating income was $205.5 million (21.1% margin), and non-GAAP operating income was $238.9 million (24.5% margin), up 360 basis points from the prior-year quarter. GAAP diluted EPS was $0.29 and non-GAAP diluted EPS was $0.50. Management raised full-year 2023 guidance for revenue to approximately $3.575-3.600 billion (23-24% growth), non-GAAP gross margin to about 64%, non-GAAP operating margin to about 19%, and adjusted EBITDA margin to about 28%. The company also announced a $500 million share repurchase program. Cash, cash equivalents and marketable securities were $3.24 billion at quarter end, and the $ revolving credit facility remained undrawn. Investors should note several items in the filing. Long-term senior convertible notes rose to $2.43 billion from $1.20 billion at year-end 2022, while the current portion fell to $124.2 million, which points to a refinancing or new issuance. Treasury stock increased by about $1.5 billion year to date, showing that substantial repurchases had already been executed before the new program. GAAP income tax expense was $119.7 million on $240.4 million of pre-tax income, a rate near 50%, versus $8.2 million for the first nine months of 2022, and management attributes part of the tax adjustments to an intra-entity transfer of intellectual property. The gap between GAAP and non-GAAP results is largely driven by amortization of intangibles and litigation costs tied to the company's patent case against Abbott Diabetes Care. Under the non-GAAP framework, intellectual property litigation costs were $23.5 million in the quarter.

Oct 26, 20238-K
Other Events

DEXCOM INC 8-K Report, Corporate Update (Oct 26, 2023)

Dexcom, Inc. (DXCM) announced on October 24, 2023, that its Board of Directors has approved a significant share repurchase program valued at up to $500 million of its outstanding common stock. This program, set to conclude by October 31, 2024, signals management's confidence in the company's intrinsic value and its commitment to enhancing shareholder returns. The buyback will be executed opportunistically through various methods, including open market transactions and privately negotiated deals, adhering to regulatory guidelines.

Oct 26, 20238-K
Leadership ChangesOther EventsExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (Aug 28, 2023)

DexCom, Inc. (DXCM) filed an 8-K on August 28, 2023 to disclose the appointment of Rimma Driscoll to its Board of Directors, effective August 24, 2023. Ms. Driscoll fills a board vacancy and replaces Nicholas Augustinos on the Audit Committee and the Technology Committee. Her term runs until the 2024 Annual Meeting of Stockholders. The Board has determined she is independent under SEC and Nasdaq standards, and she has entered into the company's standard director and officer indemnity agreement. The filing is a governance update rather than a financial disclosure, and it contains no earnings, guidance, or balance sheet information. Ms. Driscoll brings global strategy, commercial, and business development experience from Zoetis, where she is Executive Vice President and Head of Global Strategy, Commercial and Business Development, and Global BioDevices, and from her earlier tenure at Procter & Gamble from 1994 to 2016. Chairman, President and CEO Kevin Sayer said her experience with global commercial markets and strategic partnerships will support DexCom's effort to extend access to its real-time CGM systems worldwide. For investors, the main points are the board refresh, the addition of a director with M&A and commercial-scale launch experience, and the director compensation terms. Ms. Driscoll receives an initial RSU grant with a fair value of $500,000, vesting annually over three years, plus an annual retainer grant of about $325,000 tied to the 2024 Annual Meeting. The filing does not indicate any dispute or change in the company's strategic direction.

Aug 28, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jul 27, 2023)

DexCom reported second quarter 2023 results that beat expectations on growth and profitability, and it raised its full-year 2023 guidance. Revenue rose 25% year over year to $871.3 million (26% organic), with U.S. revenue up 21% and international revenue up 38%. Volume growth and new customer additions drove the increase as awareness of real-time continuous glucose monitoring (CGM) expands. GAAP operating income reached $128.1 million (14.7% of revenue), up 360 basis points from the prior-year quarter, and GAAP diluted EPS was $0.28 versus $0.12 a year earlier. Non-GAAP diluted EPS was $0.34 versus $0.17. Management raised 2023 guidance to revenue of roughly $3.500-3.550 billion (20-22% growth), a non-GAAP gross margin of about 63%, a non-GAAP operating margin of about 17%, and an adjusted EBITDA margin of about 26.5%. The company also completed a $1.25 billion senior convertible notes offering and began commercial production at its Malaysia facility. Cash, equivalents and marketable securities totaled $3.64 billion at June 30, 2023, and the revolving credit facility remains undrawn. Investors should note that the balance sheet now carries about $3.2 billion of convertible debt, including the new $1.25 billion issuance, which raises leverage even as cash is ample. Non-GAAP adjustments are meaningful, including $20.8 million of intellectual property litigation costs and $8.8 million of intangible amortization in the quarter, so GAAP results should be weighed alongside the non-GAAP figures. This filing is a furnished Item 2.02 report, so the press release is not deemed filed under Section 18 of the Exchange Act.

Jul 27, 20238-K
Regulation FDExhibits & Filings

DEXCOM INC 8-K Report, Regulation FD Disclosure (Jun 26, 2023)

DexCom, Inc. (NASDAQ: DXCM) filed a Form 8-K on June 26, 2023 to furnish a press release dated June 23, 2023, announcing an update to its long-range financial targets in connection with its 2023 Investor Day. The company raised its year-end 2025 revenue target to approximately $4.6-$5.1 billion, up from the prior $4.0-$4.5 billion range. Management attributed the increase to strong performance in the first two years of the target period and a growing global customer base. Profitability targets were also nudged higher. The 2025 Non-GAAP Operating Profit Margin target rose to 21% from 20%, and the Adjusted EBITDA Margin target rose to 31% from 30%. The Non-GAAP Gross Profit Margin target was held at 65%, consistent with prior guidance. Taken together, the update signals management confidence in both top-line growth and operating leverage from its continuous glucose monitoring (CGM) business. The disclosure was furnished under Item 7.01 (Regulation FD) rather than filed, so it is not subject to Section 18 liabilities. The company noted it did not reconcile the forward-looking non-GAAP margin targets to GAAP because certain items are uncertain or outside its control. Investors should treat these figures as long-range aspirational targets subject to the risks described in DexCom's most recent 10-Q, not as formal guidance.

Jun 26, 20238-K
Leadership ChangesShareholder MattersExhibits & Filings

DEXCOM INC 8-K Report, Executive Changes (May 19, 2023)

This Form 8-K filing from DexCom, Inc. (DXCM) on May 19, 2023, details significant updates to executive compensation and outlines the results of its 2023 Annual Meeting of Stockholders. The company amended its Severance and Change in Control Plan, enhancing severance benefits for its Chief Executive Officer (CEO) and other senior executives. These changes, recommended by an independent compensation consultant, aim to align Dexcom's executive compensation with peer companies and include extended salary severance, COBRA premium coverage, and increased target bonus payouts upon termination without cause or for good reason, especially during a change of control period. The filing also reports on the outcomes of the Annual Meeting, where stockholders overwhelmingly re-elected all seven director nominees, ratified the appointment of Ernst & Young LLP as the independent auditor for fiscal year 2023, and approved an advisory vote on executive compensation. Notably, stockholders voted to hold the advisory "say on pay" vote annually. However, a stockholder proposal regarding pay equity disclosure was rejected by a significant margin. These actions provide insights into corporate governance and executive remuneration practices at Dexcom.

May 19, 20238-K
Material AgreementsFinancial EventsSecurities & Listing+2

DEXCOM INC 8-K Report, Material Agreement (May 5, 2023)

On May 5, 2023, DexCom closed a private placement of $1.25 billion in 0.375% Convertible Senior Notes due 2028, including the full exercise of the $150.0 million over-allotment option. Net proceeds are approximately $1,230.6 million. The company used about $101.3 million to fund capped call transactions and about $188.7 million to repurchase its common stock, with the remainder earmarked for capital expenditures, working capital and general corporate purposes. The notes are unsecured, pay 0.375% semi-annually, mature May 15, 2028, and cannot be redeemed by the company before May 20, 2026. The initial conversion price is about $162.41 per share (6.1571 shares per $1,000 principal), a premium of roughly 37.5% over the $118.12 closing price on May 2, 2023. Settlement may be in cash, shares or a combination at the company's election. The capped call transactions, with a cap price of about $212.62 (an 80% premium to the reference price), are designed to reduce dilution from conversions and offset cash payments above principal, up to that cap. Investors should note the holder protections: a fundamental change put at par, make-whole conversion rate increases in certain cases, and events of default covering payment failures, cross-acceleration above $50.0 million, and certain judgments above $50.0 million. Conversion before February 15, 2028 is restricted to specified triggers, such as the stock trading at 130% or more of the conversion price for 20 of 30 trading days in a quarter. From an investor's perspective, the transaction provides low-cost, long-dated capital and funds a share repurchase, but it adds roughly $1.25 billion of debt and a potential source of future dilution above the cap. Hedging activity by the capped call counterparties may influence the stock price around pricing and conversion observation periods. The filing does not disclose the company's cash position or leverage metrics, so those should be evaluated against the company's 10-Q for the quarter ended March 31, 2023.

May 5, 20238-K
Other EventsExhibits & Filings

DEXCOM INC 8-K Report, Corporate Update (May 3, 2023)

DexCom, Inc. (DXCM) priced an upsized private offering of $1.1 billion aggregate principal amount of 0.375% Convertible Senior Notes due May 15, 2028, sold under Rule 144A to qualified institutional buyers. The offering was increased from a previously announced $1.0 billion size, and the initial purchasers have a 13-day option to buy up to an additional $150.0 million. Closing is expected May 5, 2023. Estimated net proceeds are about $1.08 billion, or roughly $1.23 billion if the option is fully exercised. The notes are senior, unsecured, and convert at an initial price of about $162.41 per share, a 37.5% premium to the May 2, 2023 close of $118.12. The company is pairing the financing with capital-structure actions designed to limit dilution. It is spending $89.1 million on capped calls, with a cap price of about $212.62 (an 80% premium), and repurchasing about 1.6 million common shares at $118.12 per share, or roughly $188.7 million, concurrently with the offering. The share repurchase is a meaningful use of proceeds that could raise the effective conversion price. Settlement can be in shares, cash, or a combination at Dexcom's election. Notes are non-callable until May 20, 2026, and holders can require repurchase at par upon a fundamental change. For investors, the key trade-off is that the company is adding roughly $1.1 billion of low-coupon debt (0.375%) while retiring stock, and the remaining proceeds are earmarked for capex, working capital, general corporate purposes, possible in-licensing or acquisitions, and additional buybacks, with no specific commitments disclosed. Closing remains subject to customary conditions, and the release notes that the offering and share repurchases may not close as expected.

May 3, 20238-K
Other EventsExhibits & Filings

DEXCOM INC 8-K Report, Corporate Update (May 2, 2023)

DexCom, Inc. (Nasdaq: DXCM) announced on May 2, 2023 its intention to offer, subject to market conditions, $1.0 billion aggregate principal amount of Convertible Senior Notes due 2028 in a private placement to qualified institutional buyers under Rule 144A. The initial purchasers also have an option, exercisable within 13 days of issuance, to buy up to an additional $150.0 million of notes. The notes will be senior, unsecured obligations with semi-annual interest, maturing May 15, 2028 unless earlier converted, repurchased, or redeemed. Settlement upon conversion may be in shares, cash, or a combination, at Dexcom's election. Key terms such as the interest rate, initial conversion rate, and offering price will be set at pricing. The company plans to use a portion of the proceeds to fund capped call transactions, which are designed to reduce dilution from conversion and/or offset cash payments above principal, up to a cap price. Dexcom also expects to use up to $250.0 million of proceeds to repurchase its common stock concurrently with the offering through privately negotiated transactions at the closing price on the pricing date. The remaining proceeds are intended for capital expenditures, working capital, and general corporate purposes, potentially including in-licensing, acquisitions, investments, or additional buybacks, though no specific plans have been committed. For investors, the filing is a financing and capital-structure event rather than an operating disclosure. Its impact depends on final pricing terms, the size of the concurrent buyback (which could lift the share price and raise the effective conversion price), and potential dilution from conversion. The filing also flags that hedging activity by the capped call counterparties could affect DXCM's share price and the notes' value around pricing and conversion periods.

May 2, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Apr 27, 2023)

DexCom (DXCM) reported first-quarter 2023 results on April 27, 2023, with revenue up 18% year over year to $741.5 million (19% on an organic basis, which excludes $9.7 million of FX impact). U.S. revenue grew 17% to $526.0 million and international revenue grew 21% reported (27% organic). Growth was driven mainly by volume and strong new customer additions. The quarter coincided with the initial U.S. launch of the Dexcom G7 CGM, which management described as the most accurate CGM on the market, and with finalized Medicare coverage for G7. Profitability was mixed on a GAAP basis. GAAP operating income was $47.2 million (6.4% of revenue), down 20 basis points from the prior year, as SG&A rose to $294.6 million from $218.9 million and R&D fell to $119.0 million from $135.9 million. GAAP net income was $48.6 million, or $0.12 per diluted share, versus $97.3 million, or $0.23, a year earlier; the prior-year figure was boosted by a $61.2 million tax benefit. Non-GAAP operating margin improved 260 basis points to 10.6%, and non-GAAP EPS was $0.17 versus $0.08. Non-GAAP results exclude $21.3 million of intellectual property litigation costs, which remain a material recurring item to monitor. DexCom raised its FY2023 revenue guidance to $3.400–3.515 billion (17–21% growth) and reiterated its non-GAAP gross margin guidance of 62–63%, non-GAAP operating margin of about 16.5%, and adjusted EBITDA margin of about 26%. The company ended the quarter with $2.57 billion in cash, cash equivalents and marketable securities, and its revolver is undrawn. That liquidity supports ongoing production capacity expansion. Current liabilities include $773.2 million of convertible notes coming due, which investors should weigh against the cash position.

Apr 27, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Feb 9, 2023)

DexCom (DXCM) reported strong fourth-quarter and full-year 2022 results, with revenue growing 17% year over year to $815.2 million in Q4 and 19% to $2.91 billion for the full year (20% organic). Growth was driven primarily by volume gains and strong new customer additions as awareness of real-time continuous glucose monitoring (CGM) increases. International revenue was a bright spot, growing 27% organically in Q4 and 31% organically for the year, while U.S. revenue grew 17% in Q4 and 16% for the full year. Profitability improved meaningfully: Q4 GAAP operating margin reached 15.4% (up 1,530 basis points) and Non-GAAP operating margin reached 21.1% (up 1,940 basis points). Full-year GAAP net income was $341.2 million, or $0.82 per diluted share, and Non-GAAP net income was $350.0 million, or $0.87 per diluted share. Management reiterated its 2023 revenue guidance of $3.35 to $3.49 billion (15% to 20% growth), a Non-GAAP gross margin of 62% to 63%, and a Non-GAAP operating margin of approximately 16.5%, and introduced an Adjusted EBITDA margin target of approximately 26%. The company also highlighted FDA clearance of the Dexcom G7 CGM system for people ages two and older, with a planned U.S. launch in 2023. Liquidity remains solid, with $2.46 billion in cash, cash equivalents and marketable securities and an undrawn revolving credit facility. Investors should note the rising non-GAAP adjustments for business transition costs and patent litigation costs, and the gross margin compression year over year on a GAAP basis, as well as the balance sheet shift toward the current portion of convertible notes ($772.6 million due within a year). The Form 8-K furnishes the earnings press release under Item 2.02 and Exhibit 99.1, so the information is not deemed filed under Section 18 of the Exchange Act. Management held a conference call on February 9, 2023 at 4:30 p.m. Eastern Time to discuss the results.

Feb 9, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jan 9, 2023)

DexCom (DXCM) furnished an 8-K on January 9, 2023, in connection with a presentation at the J.P. Morgan Healthcare Conference, pre-announcing preliminary, unaudited results for Q4 and fiscal 2022 and providing its first fiscal 2023 outlook. Fourth-quarter 2022 revenue is expected to be at least $815 million, up 17% year over year on a reported basis and 20% organically, with U.S. revenue of about $606 million (up 17%) and international revenue of about $209 million (up 15% reported, 26% organic). Full-year 2022 revenue is expected to be approximately $2.91 billion, up more than 19% from 2021 on both reported and organic bases. For 2023, management guided to total revenue of approximately $3.35 billion to $3.49 billion, implying growth of roughly 15% to 20%. The company also expects Non-GAAP Gross Profit Margin of 62% to 63% and Non-GAAP Operating Margin of about 16.5%. The outlook assumes continued sensor volume growth, the U.S. launch of the G7 CGM system, its ongoing international rollout, and further international expansion. These figures are preliminary and remain subject to finalization in the 10-K, with audited full-year results scheduled for February 9, 2023. The filing carries standard forward-looking statement risks, and the company did not provide a reconciliation of its 2023 non-GAAP margin guidance to GAAP, citing uncertainty in certain items. Investors should view the early disclosure as a positive signal on demand and the G7 launch, while watching for changes in the final audited numbers and the execution risk embedded in the guidance.

Jan 9, 20238-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Oct 27, 2022)

DexCom (DXCM) reported third quarter 2022 results on October 27, 2022, with revenue up 18% year over year to $769.6 million (20% on an organic basis), driven primarily by volume growth and new customer additions as real-time CGM awareness rises. GAAP operating income was $147.5 million (19.2% of revenue, up 100 basis points), while non-GAAP operating income reached $160.8 million (20.9% of revenue, up 190 basis points), indicating meaningful operating leverage. GAAP net income was $101.2 million, or $0.24 per diluted share, versus $0.21 a year earlier; non-GAAP diluted EPS was $0.28 versus $0.22. Gross margin compressed, however: GAAP gross profit margin fell to 64.2% from 68.7%, reflecting higher cost of sales (including G7 launch and capacity-related costs), which is a key item for investors to monitor. Management updated full-year 2022 revenue guidance to approximately $2.88–2.91 billion (18–19% reported growth) and revised non-GAAP gross margin guidance to about 64%, while reiterating non-GAAP operating margin of roughly 16% and adjusted EBITDA margin of roughly 25%. Strategic progress included the international rollout of Dexcom G7 in the UK, Ireland, Germany, Austria, and Hong Kong, and the inclusion of Dexcom ONE in NHS England, Wales, Scotland, and Northern Ireland drug tariffs, expanding reimbursed access in those markets. International revenue grew 22% reported (28% organic), while U.S. revenue grew 17%. The balance sheet remains strong, with $2.37 billion in cash, cash equivalents and marketable securities and an undrawn revolving credit facility, though the company executed an accelerated share repurchase program, reducing cash and increasing treasury stock to $595.0 million. The company's $1.97 billion in long-term convertible notes remains the largest liability. Note that this 8-K furnishes the earnings release under Item 2.02 and is not deemed filed under Section 18 of the Exchange Act.

Oct 27, 20228-K
Leadership Changes

DEXCOM INC 8-K Report, Executive Changes (Aug 31, 2022)

DexCom, Inc. (DXCM) announced a significant internal promotion via an 8-K filing on August 31, 2022, detailing an event on August 25, 2022. Jacob S. Leach has been appointed as the new Executive Vice President, Chief Operating Officer. Mr. Leach is a long-tenured executive within DexCom, having previously served as Executive Vice President, Chief Technology Officer since 2018, and holding various research and development roles since 2004. This promotion reflects a strategic move to leverage his extensive experience within the company, particularly his deep background in glucose sensing systems development, into a broader operational leadership role. In connection with his new position, Mr. Leach's annual base salary has been increased to $600,300. He will also be eligible for an annual cash performance bonus, with a target set at 75% of his base salary. The determination of the actual bonus amount will be at the discretion of the Board's compensation committee. This appointment and compensation adjustment indicate a commitment to internal talent development and a structured approach to executive leadership within DexCom.

Aug 31, 20228-K
Other Events

DEXCOM INC 8-K Report, Corporate Update (Aug 5, 2022)

DexCom, Inc. announced on August 1, 2022, that it has entered into an accelerated share repurchase (ASR) agreement with JPMorgan Chase Bank, N.A. for up to $700.0 million of its common stock. The company has already made an initial payment of $700.0 million and received an initial delivery of approximately 3.0 million shares on August 3, 2022. This ASR is part of the company's previously authorized $700.0 million share repurchase program, which has a completion deadline of June 30, 2023.

Aug 5, 20228-K
Earnings & ResultsExhibits & Filings

DEXCOM INC 8-K Report, Financial Results (Jul 28, 2022)

DexCom reported second-quarter 2022 results with revenue up 17% year over year to $696.2 million (16% organic), driven by volume growth and new customer additions as real-time CGM awareness rises. U.S. revenue grew 11% while international revenue grew 39% (34% organic), with the Dexcom ONE launches in the UK and Spain and the CE Mark for the updated G7 sensor algorithm supporting international expansion. Sensor and other revenue rose 21%, while hardware revenue declined 2%. Profitability weakened sharply. GAAP operating income fell to $77.0 million (11.1% of revenue), down 590 basis points from the prior year, and GAAP diluted EPS dropped to $0.12 from $0.19. Gross margin compressed to 64.6% from 70.1%, driven by higher cost of sales and a sharp rise in SG&A. Non-GAAP operating income of $101.9 million (14.6% margin) was roughly flat in dollar terms but down 250 basis points as a percentage of revenue. Non-GAAP items excluded $13.8 million of business transition costs (including San Diego office space vacating) and $9.2 million of patent litigation costs. DexCom updated full-year 2022 revenue guidance to approximately $2.86-2.91 billion (17-19% growth) and reiterated non-GAAP gross margin of about 65%, non-GAAP operating margin of about 16%, and adjusted EBITDA margin of about 25%. The company ended the quarter with $2.75 billion in cash and marketable securities and an undrawn revolver, and management highlighted a broader G7 launch in the coming weeks. Investors will want to watch margin recovery, the cost structure given the SG&A increase, and the pace of G7 adoption.

Jul 28, 2022
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