Tandem Diabetes Care (TNDM) Form 4 TANDEM DIABETES CARE / James Leal ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Leal James

(Last) (First) (Middle)

C/O TANDEM DIABETES CARE, INC.

11075 ROSELLE STREET

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TANDEM DIABETES CARE INC [ TNDM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Operations

3. Date of Earliest Transaction (Month/Day/Year)
12/27/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/27/2021		M(1)		1,667	A	$51.5	5,675	D
Common Stock	12/27/2021		M(1)		239	A	$82.34	5,914	D
Common Stock	12/27/2021		S(2)		540	D	$150.95(3)	5,374	D
Common Stock	12/27/2021		S(2)		1,266	D	$151.6(4)	4,108	D
Common Stock	12/27/2021		S(2)		100	D	$152.27	4,008	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option	$51.5	12/27/2021		M		1,667		(5)	(6)	Common Stock	1,667	$51.5	23,333	D
Stock Option	$82.34	12/27/2021		M		239		(7)	(6)	Common Stock	239	$82.34	6,909	D

Explanation of Responses:

1. Represents shares of common stock received upon exercise of a stock option award.

2. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2020.

3. The price reported reflects the weighted average price per share of multiple transactions with prices per share ranging between $150.25 to $151.21. The Reporting Person undertakes to provide the Securities and Exchange Commission (the "SEC"), the issuer, and any security holder full information regarding the number of shares and the prices at which the shares were sold.

4. The price reported reflects the weighted average price per share of multiple transactions with prices per share ranging between $151.26 to $152.09.The Reporting Person undertakes to provide the SEC, the issuer, and any security holder full information regarding the number of shares and the prices at which the shares were sold.

5. The options vested as to twenty-five (25%) of the underlying shares on 2/15/2020, and the remaining shares shall vest in thirty-six (36) equal monthly installments thereafter, subject to the terms of the Tandem Diabetes Care, Inc. 2013 Stock Incentive Plan, as amended, and the agreements related thereto (the "2013 Plan").

6. The expiration date for these options is 10 years from the date of grant.

7. The options vested as to twenty-five (25%) of the underlying shares on 5/27/2021, and the remaining shares shall vest in thirty-six (36) equal monthly installments thereafter, subject to the 2013 Plan.

Remarks:

	s/ David B. Berger, Attorney-in-Fact for James A. Leal	12/29/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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