INSULET CORP
For the period ended May 22, 2024. Filed Apr 9, 2024.
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May 22, 2024 · Filed Apr 9, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
| ☑ Filed by the Registrant | | | ☐ Filed by a Party other than the Registrant |
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| Check the appropriate box: | |||
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| ☐ | | | Preliminary Proxy Statement |
| ☐ | | | CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTEDBY RULE 14a-6(e)(2)) |
| ☑ | | | Definitive Proxy Statement |
| ☐ | | | Definitive Additional Materials |
| ☐ | | | Soliciting Material under §240.14a-12 |
Insulet Corporation
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| Payment of Filing Fee (Check the appropriate box): | |||
|---|---|---|---|
| ☑ | | | No fee required. |
| ☐ | | | Fee paid previously with preliminary materials. |
| ☐ | | | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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| Dear Shareholders, | | |
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| This past year has been marked by exceptional financial success and operational milestones for Insulet. Our dedicated global teams are deeply committed to our mission of improving the lives of people with diabetes. Thanks to their efforts, we achieved, and in many cases exceeded, our key strategic objectives. | | |
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| Revolutionary Product Drives Financial Results. Omnipod® 5, our ground-breaking automated insulin delivery (AID) system, continues to surpass expectations, playing a pivotal role in driving 30% revenue growth in 2023, which led to our eighth consecutive year of significant revenue growth. Omnipod 5 also drove our record number of new customer starts in 2023, and it was the most prescribed AID system in the U.S.(1) Through our team’s exceptional execution and unwavering commitment to innovation, we reinforced our status as a leader in AID technology. In 2023, we leveraged our many competitive advantages, enabling us to offer this life-changing innovation to more people with diabetes worldwide. Insulet also became free cash flow positive in 2023 and significantly expanded margins, which further strengthens our financial position, providing the flexibility to increase our investments throughout the business to drive sustainable long-term growth, operating leverage, and continued free cash flow. | |
Helping More People. We take great pride in the remarkable impact the entire Omnipod product platform is having on individuals with diabetes. We recently reached a significant milestone, with approximately 425,000 active global Omnipod customers, representing approximately 25% annual growth. Notably, nearly 250,000 customers are benefiting from Omnipod 5, while Omnipod DASH® continues to drive robust new customer starts in both the U.S. type 2 diabetes market and across most of our international markets serving people with type 1 and type 2 diabetes.
International Focus. In 2023, we successfully launched Omnipod 5 internationally, entering the UK in June and Germany in August. We also recently received CE mark approval for the integration of Omnipod 5 with the Libre 2 Plus continuous glucose monitor (CGM), which will provide expanded CGM options to people with diabetes, and plan to offer that integration to our customers in the UK and Netherlands in the first half of this year. We remain on track with our Omnipod 5 plus Dexcom G6 CGM European launch plans, striving to make Omnipod 5 available to the majority of our European customers by the end of 2024.
Constant Innovation. In the U.S. market, Insulet also made great progress in advancing Omnipod 5’s smartphone capabilities, including the 510(k) clearance of the Omnipod app for iPhone in October 2023. This remains our most requested feature from Omnipod 5 users, and we are thrilled to have achieved this milestone, which will allow us to make diabetes management with our revolutionary AID system even easier for iPhone users. We also advanced the Omnipod 5 AID system to integrate with Dexcom’s most recent sensor, the G7, commencing a limited market release in the U.S.
Operational Excellence and Sustainable Business Practices. Lastly, in 2023, our global operations and manufacturing teams continued to keep pace with the growing demand for our products, increasing manufacturing efficiencies in our Acton, Massachusetts manufacturing facility, and completing construction on a world-class manufacturing facility in Johor, Malaysia, which is scheduled to begin operations in 2024. During 2023, Insulet conducted a comprehensive double materiality assessment evaluating not only the impact of Insulet’s activities on the environment and society, but also the impact of sustainability issues on our financial performance. You can read more about this and our sustainability strategies and progress in our comprehensive Sustainability Report.
I could not be prouder of our team or more excited about the opportunities ahead for Insulet and the customers we serve. Thank you for your ongoing support, as we pursue our mission to improve the lives of people with diabetes.
| | | Sincerely, |
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| | | Jim Hollingshead President and Chief Executive Officer |
| (1) | USA 2023. Insulet data on file. |
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Notice of Annual Meeting
of Shareholders
Wednesday, May 22, 2024
8:00 a.m., Eastern Time
| | Your Vote is Important | | |||
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| | Whether or not you plan to attend the Annual Meeting virtually via live webcast, you are encouraged to vote your shares prior to the Annual Meeting in one of the following ways: | | |||
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| | | | By Internet, following the instructions on the Notice of Internet Availability of Proxy Materials or the proxy card; | | |
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| | | | By telephone, using the telephone number printed on the proxy card; or | | |
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| | | | By mail (if you received your proxy materials by mail), using the enclosed proxy card and return envelope. | | |
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| | Votes made by proxy over the phone or on the internet must be received by 11:59 p.m., Eastern Time, on May 21, 2024. | | |||
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| | Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting | | |||
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| | The proxy statement, the Insulet Annual Report on Form 10-K for the year ended December 31, 2023, and the Proxy Card are available at www.proxyvote.com | | |||
You are cordially invited to attend the Insulet Corporation 2024 Annual Meeting of Shareholders (the “Annual Meeting”) on Wednesday, May 22, 2024, at 8:00 a.m., Eastern Time. To promote shareholder participation, the Annual Meeting will once again be held in a virtual format only, via live webcast, at www.virtualshareholdermeeting.com/PODD2024. On-line access to the meeting will begin at 7:45 a.m., Eastern Time.
The Annual Meeting will be held for the following purposes:
| 1. | To elect three Class II Directors nominated by the Company’s Directors, each to serve for a three-year term and until his or her successor has been duly elected and qualified or until his or her earlier death, resignation or removal; |
| 2. | To conduct an advisory vote to approve the compensation of certain executive officers as more fully described in the accompanying proxy statement; |
| 3. | To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024; and |
| 4. | To consider and vote upon such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof. |
Our Board of Directors has fixed the close of business on March 26, 2024, as the record date. Only shareholders of record on the record date are entitled to notice of, and to vote at, the Annual Meeting and at any adjournments or postponements thereof.
On or about April 9, 2024, we will mail to our shareholders of record as of March 26, 2024 (other than those who previously requested electronic or paper delivery on an ongoing basis) a Notice of Meeting and Important Notice Regarding the Availability of Proxy Materials containing instructions on how to access our proxy statement and Annual report on Form 10-K.
For further information about how to attend the Annual Meeting and how to submit questions during the live webcast, please see pages 60 of the accompanying proxy statement as well as the Important Notice Regarding the Availability of Proxy Materials.
Our Board of Directors appreciates and encourages stockholder participation in the Company’s affairs. Whether or not you plan to attend the Annual Meeting, it is important that your shares be represented; we encourage you to vote your shares in advance of the meeting.
| Acton, Massachusetts April 9, 2024 | | | By Order of the Board of Directors, |
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| | | PATRICIA K. DOLAN | |
| | | Vice President and Secretary | |
Table of Contents
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