Business Context and Reporting Period
This Form 8-K Current Report was filed by Insulet Corporation on October 19, 2011. The filing reports a corporate governance event: the appointment of a new director to the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel appointments and compensation arrangements.
Material Changes
On October 19, 2011, the Board of Directors appointed Daniel Levangie as a Class II director. His term is set to expire at the 2012 annual meeting of stockholders.
Compensation and Governance Details
Mr. Levangie is entitled to standard non-employee director compensation, which includes:
- Annual Retainer: $35,000.
- Initial Option Grant: 25,000 shares of common stock at the closing price on the grant date. Vesting is over three years (50% at one year, 25% at two years, 25% at three years), subject to continued service.
- Annual Grants: 4,000 restricted stock units and an option to purchase 4,000 shares, granted in conjunction with the annual stockholder meeting, subject to similar vesting requirements.
A press release regarding this appointment was issued on October 25, 2011, and is attached as Exhibit 99.1.
Investor Verification Checklist
- Verify the vesting schedule and exercise price of the 25,000 initial stock options granted to Daniel Levangie.
- Confirm the total number of outstanding shares and the impact of this grant on dilution.
- Review the full text of the press release (Exhibit 99.1) for additional context on Mr. Levangie's background.
- Check subsequent filings for the actual grant date and exercise price, as the 8-K states the price equals the closing price on the grant date but does not list the specific dollar amount.