Form 4 for INSP Inspire Medical Systems, Inc.
Accepted 2023-09-13 00:00:00 ET · period of report 2023-09-08 · accession 0001104659-23-100460 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2023-09-13 | 2023-09-08 | INSP | Herbert Timothy P. | CEO, Pres, Dir | G - Gift | $0.00 | -48.0K | 106.7K | -31% | $0 |
| DI | 2023-09-13 | 2023-09-08 | INSP | Herbert Timothy P. | CEO, Pres, Dir | S - Sale | — | -48.0K | 106.7K | -31% | — |
| DMI | 2023-09-13 | 2023-09-08 | INSP | Herbert Timothy P. | CEO, Pres, Dir | G - Gift | $0.00 | -72.1K | 54.9K | -57% | $0 |
| DMI | 2023-09-13 | 2023-09-08 | INSP | Herbert Timothy P. | CEO, Pres, Dir | S - Sale | — | -72.1K | 21.8K | -77% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-09-08 | G | D | 47,992 | $0.00 | 106,651 | I By LLC | — | — | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F1) On the Reporting Person's Form 4 dated August 28, 2023, the Reporting Person reported a gift transaction using shares directly held, that should have been reported with shares held by the Timothy P. Herbert 2013 Family Irrevocable GST Trust U/A/D November 27, 2013. |
| 2 | Common | Common Stock | 2023-09-08 | S | D | 47,992 | — | 106,651 | I By LLC | — | — | (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. |
| 3 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | G | D | 9,793 | $0.00 | 21,762 | I By LLC | $10.38 · — to 2028-04-08 | 9,793 Common Stock | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F7) The option is fully vested and exercisable. |
| 4 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | S | D | 2,499 | — | 5,553 | I By LLC | $227.53 · — to 2030-12-14 | 2,499 Common Stock | (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F10) The grant of options to purchase 17,773 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of February 11, 2022 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |
| 5 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | S | D | 11,745 | — | 26,100 | I By LLC | $194.82 · — to 2030-12-14 | 11,745 Common Stock | (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F9) The grant of options to purchase 43,200 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of December 14, 2020 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |
| 6 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | S | D | 24,720 | — | 54,934 | I By LLC | $71.00 · — to 2029-12-16 | 24,720 Common Stock | (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F8) The original grant of options to purchase 65,000 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of December 16, 2019 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |
| 7 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | S | D | 23,361 | — | 51,913 | I By LLC | $42.15 · — to 2028-12-18 | 23,361 Common Stock | (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F7) The option is fully vested and exercisable. |
| 8 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | S | D | 9,793 | — | 21,762 | I By LLC | $10.38 · — to 2028-04-08 | 9,793 Common Stock | (F4) The sale price of the transaction described in footnote (3) will be subsequently determined by a third-party valuation firm. (F3) On September 8, 2023, the TPH 2022 LLC sold 45% of its non-voting membership units. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F7) The option is fully vested and exercisable. |
| 9 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | G | D | 23,361 | $0.00 | 51,913 | I By LLC | $42.15 · — to 2028-12-18 | 23,361 Common Stock | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F7) The option is fully vested and exercisable. |
| 10 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | G | D | 11,745 | $0.00 | 26,100 | I By LLC | $194.82 · — to 2030-12-14 | 11,745 Common Stock | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F9) The grant of options to purchase 43,200 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of December 14, 2020 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |
| 11 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | G | D | 2,499 | $0.00 | 5,553 | I By LLC | $227.53 · — to 2030-12-14 | 2,499 Common Stock | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F10) The grant of options to purchase 17,773 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of February 11, 2022 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |
| 12 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | G | D | 24,720 | $0.00 | 54,934 | I By LLC | $71.00 · — to 2029-12-16 | 24,720 Common Stock | (F2) The securities reflected herein as owned by the LLC were previously reported as directly owned by the Reporting Person. On September 8, 2023, the TPH 2022 LLC, an entity fully controlled by, and entirely for the benefit of, the Reporting Person gifted 45% of its non-voting membership units to the Reporting Person's spouse. TPH 2022 LLC holds securities for the benefit of its members. The total amount of securities reported remains unchanged because the Reporting Person continues to have a pecuniary interest in the securities held by the TPH 2022 LLC. (F8) The original grant of options to purchase 65,000 shares of common stock vested and became exercisable as to 25% of the underlying shares on the first anniversary of December 16, 2019 and the remaining 75% of the underlying shares have vested or will vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates. |