DexCom terminates warrants for 10.3M shares with Bank of America

DEXCOM INC

Termination agreement with BofA on Feb 13, 2024, stops warrants covering 10.3M shares of common stock.
Company will deliver shares to BofA based on 12-day VWAP averaging starting Feb 13, expected to finish in Q1 2024.
Warrants were part of 2018 convertible note hedge transactions; JPM warrants remain outstanding.
Shares issued under Section 4(a)(2) exemption; averaging period includes potential disruption adjustments.
Agreement incorporates Rule 10b5-1 plan, permitting BofA to hedge during the averaging period.

item 1.01 item 1.02 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

DEXCOM INC entered into Termination Agreement with Bank of America, N.A. (effective 2024-02-13).

Action: entry
Counterparty: Bank of America, N.A.
Effective: 2024-02-13

Exact text from the filing

On February 13, 2024, DexCom, Inc. (the “Company”) entered into a warrant termination agreement (the “Termination Agreement”) with Bank of America, N.A., (“BofA”), to terminate outstanding warrants to purchase shares of the Company’s common stock

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

DEXCOM INC terminated BofA Warrant Transactions with Bank of America, N.A. (effective 2024-02-13).

Action: termination
Counterparty: Bank of America, N.A.
Effective: 2024-02-13

Exact text from the filing

Pursuant to the terms of the Termination Agreement, the BofA Warrant Transactions with respect to an aggregate of 10.3 million shares of Common Stock will be terminated.

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Source: SEC EDGAR

accession 0001093557-24-000024

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