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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 22, 2010
INSULET CORPORATION
(Exact Name of Registrant as Specified in Charter)
 
         
Delaware   001-33462   04-3523891
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
9 Oak Park Drive
Bedford, Massachusetts 01730
(Address of Principal Executive Offices, including Zip Code)
Registrant’s telephone number, including area code: (781) 457-5000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 3.01.   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
     On February 22, 2010, Insulet Corporation (the “Company”) received a letter from the Nasdaq Stock Market indicating that the Company failed to promptly issue a press release disclosing the material terms of two inducement grants issued in March and August 2009 to two executives at the time of their employment with Insulet. Therefore, the Company did not comply with Nasdaq Listing Rule 5635(a)(c)(4) (the “Rule”).
     Prior to the receipt of the Nasdaq letter, Insulet issued a press release on February 19, 2010 disclosing the material terms of the inducement grants to resolve this non-compliance. As a result, the Nasdaq letter also states that the Company has regained compliance with the Rule and that, upon issuance of the press release dated February 26, 2010 and incorporated into this Item 3.01 by reference, this matter is now closed. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01.   Financial Statements and Exhibits.
(d) Exhibits.
     
Exhibit No.   Description
 
   
99.1
  Press Release dated February 26, 2010.

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
         
  INSULET CORPORATION
 
 
February 26, 2010  By:   /s/ Brian Roberts    
    Chief Financial Officer   
       
 

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