Inspire Medical Systems (INSP) Form 4 Inspire Medical Systems / Timothy P. Herbert 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^*

Herbert Timothy P.

(Last) (First) (Middle)

C/O INSPIRE MEDICAL SYSTEMS, INC.

5500 WAYZATA BLVD., SUITE 1600

(Street)

GOLDEN VALLEY MN 55416

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inspire Medical Systems, Inc. [ INSP ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
12/20/2024

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	12/20/2024		J(1)		61,770	D	(1)	117,658	I	By LLC(2)
Common Stock								63,658	I	By Trust(3)
Common Stock								9,690	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 (Right to Buy)	$42.15	12/20/2024		J(1)			27,254	(4)	12/18/2028	Common Stock	27,254	(1)	51,913(1)	I	By LLC(2)
Stock Option (Right to Buy)	$71	12/20/2024		J(1)			28,840	(4)	12/16/2029	Common Stock	28,840	(1)	54,934(1)	I	By LLC(2)
Stock Option (Right to Buy)	$71							(4)	12/16/2029	Common Stock	9,128		9,128	D
Stock Option (Right to Buy)	$194.82	12/20/2024		J(1)			13,703	(4)	12/14/2030	Common Stock	13,703	(1)	26,100(1)	I	By LLC(2)
Stock Option (Right to Buy)	$194.82							(4)	12/14/2030	Common Stock	17,100		17,100	D
Stock Option (Right to Buy)	$227.53	12/20/2024		J(1)			2,915	(5)	12/14/2030	Common Stock	2,915	(1)	5,553(1)	I	By LLC(2)
Stock Option (Right to Buy)	$227.53							(5)	12/14/2030	Common Stock	12,220		12,220	D

Explanation of Responses:

1. Reflects the transfer of 52.5% of the membership units of TPH 2022 LLC by the Reporting Person and his spouse in connection with estate planning transactions.

2. Securities held by TPH 2022 LLC. Subsequent to the transactions reported herein, the Reporting Person is no longer considered the beneficial owner of securities held by TPH 2022 LLC and will no longer report securities held by TPH 2022 LLC on its subsequent reports.

3. Securities held by the Timothy P. Herbert 2018 Family Continuation Trust c/u the Timothy P. Herbert 2018 Grantor Retained Annuity Trust.

4. The option is fully vested and exercisable.

5. The original 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.

Remarks:

This Form 4 no longer reports securities held by the Timothy P. Herbert 2013 Family Irrevocable GST Trust U/A/D November 27, 2013 because, subsequent to the Reporting Person's last Form 4, the Reporting Person is no longer considered the beneficial owner of securities held by such trust.

	/s/ Bryan Phillips, Attorney-in-Fact for Timothy P. Herbert	12/23/2024
	** 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).
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