---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-26-007142"
form_type: "8-K"
ticker: "TNDM"
cik: "0001438133"
company_name: "TANDEM DIABETES CARE INC"
filed_at: "2026-02-27T23:59:59+00:00"
generated_at: "2026-05-15T23:01:48.184405+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Tandem Diabetes closes $300M zero-coupon convertible notes due 2032; net proceeds ~$290.7M

## Summary
- Issued $300M aggregate principal of 0.00% Convertible Senior Notes due 2032 (including $35M greenshoe exercised).
- Conversion rate initially 27.0362 shares per $1,000 principal (~$36.99 conversion price, 37.5% premium over $26.90).
- Net proceeds ~$290.7M; $15.3M used for capped call transactions; remainder for general corporate purposes including M&A.
- Capped call transactions reduce dilution on conversion; cap price initially $47.0750 per share (75% premium).
- Notes mature March 15, 2032, no regular interest; redemption allowed after March 20, 2029 under conditions.

## SEC filing metadata
- accession: 0001140361-26-007142
- form_type: 8-K
- ticker: TNDM
- cik: 0001438133
- company_name: TANDEM DIABETES CARE INC
- filed_at: 2026-02-27T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1438133/000114036126007142/0001140361-26-007142-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1438133/000114036126007142/ef20066689_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-26-007142
- JSON: https://secwatch.observer/filing/0001140361-26-007142.json
- Plain text: https://secwatch.observer/filing/0001140361-26-007142.txt

## Source-grounded claims
- claim_id: 316674568aa64cde11431f7b392c40c746dba8ef
  claim: TANDEM DIABETES CARE INC incurred convertible notes of $300.0 million aggregate principal amount with U.S. Bank Trust Company, National Association at 0.00% maturing March 15, 2032.
  evidence_excerpt: On February 27, 2026, Tandem Diabetes Care, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $300.0 million aggregate principal amount of 0.00% Convertible Senior Notes due 2032 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $35.0 million principal amount of Notes.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1438133/000114036126007142/0001140361-26-007142-index.htm
- claim_id: 5f8fbb8bc4a3ed891af939a9ad206487396b2499
  claim: TANDEM DIABETES CARE INC entered into Indenture with U.S. Bank Trust Company, National Association valued at $300.0 million aggregate principal amount (effective 2026-02-27).
  evidence_excerpt: On February 27, 2026, Tandem Diabetes Care, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $300.0 million aggregate principal amount of 0.00% Convertible Senior Notes due 2032 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $35.0 million principal amount of Notes. The Notes were issued in accordance with an indenture, dated February 27, 2026 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1438133/000114036126007142/0001140361-26-007142-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.