Current Report · Items 5.02, 9.01 · 8-K
Insulet Corporation
PODDNASDAQEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Adoption of Nonqualified Deferred Compensation Plan On September 14, 2026, the Talent and Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Insulet Corporation (the "Company") approved and adopted the Insulet…
Filed Sep 16, 2026Accepted Sep 16, 2026, 4:03 PM EDTCIK 1145197Accession 0001145197-26-000177
Company context
Insulet Corporation (NASDAQ: PODD), headquartered in Massachusetts, is an innovative medical device company dedicated to simplifying life for people with diabetes and other conditions through its Omnipod product platform. The Omnipod Insulin Management System provides a unique alternative to traditional insulin delivery methods. With its simple, wearable design, the tubeless disposable Pod provides up to three days of non-stop insulin delivery, without the need to see or handle a needle. Insulet’s flagship innovation, the Omnipod 5 Automated Insulin Delivery System, integrates with a continuous glucose monitor to manage blood sugar with no multiple daily injections, zero fingersticks, and can be controlled by a compatible personal smartphone in the U.S. or by the Omnipod 5 Controller. Insulet also leverages the unique design of its Pod by tailoring its Omnipod technology platform for the delivery of non-insulin subcutaneous drugs across other therapeutic areas. For more information, visit insulet.com or omnipod.com.
Current securities
Disclosure sections
Items 5.02, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Adoption of Nonqualified Deferred Compensation Plan
On September 14, 2026, the Talent and Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Insulet Corporation (the "Company") approved and adopted the Insulet Nonqualified Deferred Compensation Plan (the "Plan"), with such Plan to be effective on January 1, 2027. The Plan is intended to be an unfunded "top hat" deferred compensation plan that allows a select group of management or highly compensated employees within the meaning of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), including the Company’s named executive officers, to voluntarily defer compensation in a manner intended to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"). The Plan will be administered by the Company's Employee Benefits Committee or such other administrative committee as the Committee may designate.
Participants in the Plan are designated by the Committee and may elect to defer up to 60% of their cash compensation, consisting of base salary, annual incentive bonus and such other cash compensation as the Committee may approve. All participant cash deferrals and related earnings will be fully vested under the Plan. Equity awards may not be deferred under the Plan. The Plan also permits, but does not require, the Company to make matching, nonelective and discretionary contributions, which, unless otherwise determined by the Committee, are subject to a two-year cliff vesting schedule based on the participant's years of service and vest in full upon a change in control of the Company.
Amounts deferred are payable in cash in a lump sum or in installments, as elected by the participant, following the earliest to occur of a date specified by the participant, or the participant’s separation from service, death or disability. The Company will require a delay in the payment of Plan benefits upon a participant's separation from service, with payment made or commencing on the first payroll date of the seventh month following the separation, whether or not the participant is a "specified employee" pursuant to Section 409A of the Code. Notwithstanding the foregoing, all accounts under the Plan will be paid within 30 days following a change in control.
The Committee may, at any time, in its sole discretion, terminate the Plan or amend or modify the Plan, in whole or in part, except that no such amendment or modification shall deprive any participant or beneficiary of any right or benefit under any account to which such participant or beneficiary is entitled immediately prior to the effective date of the amendment.
The foregoing description is qualified in its entirety by reference to the Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.