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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

19K characters. Original on sec.gov ·

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)The following documents are filed as part of this Annual Report:

  1. Financial Statements.

The consolidated financial statements listed in Part II, Item 8 of this Annual Report.

  1. Financial Statement Schedules.

For the three fiscal years ended December 31, 2022, Schedule II – Valuation and Qualifying Accounts.

Financial statement schedules not listed above have been omitted because information required to be set forth therein is not applicable, not required, or the information required by such schedules is shown in the consolidated financial statements or the notes thereto.

  1. Exhibits.
Exhibit NumberExhibit DescriptionIncorporated by ReferenceProvided Herewith
FormFile No.Date of First FilingExhibit Number
3.01Restated Certificate of Incorporation of Dexcom, Inc.8-K000-51222May 21, 20213.1
3.02Amended and Restated Bylaws of DexCom, Inc.8-K000-51222May 21, 20213.3
4.01Form of Specimen Certificate for Registrant’s common stock.S-1/A333-122454March 24, 20054.01
4.02Indenture, dated as of November 30, 2018, between DexCom, Inc. and U.S. Bank National Association (including the form of 0.75% Convertible Senior Notes due 2023).8-K000-51222December 3, 20184.1
4.03Indenture, dated as of May 14, 2020, between DexCom, Inc. and U.S. Bank National Association (including the form of 0.25% Convertible Senior Notes due 2025).8-K000-51222May 15, 20204.1
4.04Description of Securities Registered Under Section 12 of the Exchange Act.10-K000-51222February 11, 20214.04
10.01Offer letter between DexCom, Inc. and Kevin Sayer dated May 3, 2011.*10-Q000-51222August 3, 201110.28
10.02Sublease between DexCom, Inc. and Entropic Communications, LLC dated February 1, 2016.10-Q000-51222April 27, 201610.36
10.03Industrial Net Lease, Broadway dated April 28, 2016, by and between PRA/LB, L.L.C. and DexCom, Inc.10-Q000-51222August 2, 201610.39
10.04Executive Deferred Compensation Plan.*8-K000-51222June 4, 201910.02
10.05Third Amendment to Office Lease between DexCom, Inc. and John Hancock Life Insurance Company, dated January 9, 2019.**10-K000-51222February 13, 202010.40
10.06Form of Indemnity Agreement between Registrant and each of its directors and executive officers.*10-K000-51222February 11, 202110.43
10.07DexCom Incentive Bonus Plan.*8-K000-51222March 17, 202110.1
10.08Second Amended and Restated Credit Agreement dated October 13, 2021 by and among DexCom, Inc., Bank of America, Silicon Valley Bank and Union Bank, and JPMorgan Chase Bank, as Administrative Agent.10-K000-51222February 14, 202210.39
10.09Office Lease Agreement, dated March 31, 2006, between DexCom, Inc. and Kilroy Realty, L.P., as amended on August 18, 2010 and October 1, 2014.X
10.10Amendment Number One to Non-Exclusive Distribution Agreement, between RGH Enterprises, Inc. and DexCom, Inc., dated March 29, 2011, as amended on March 28, 2013, December 4, 2013, and April 30, 2016.**X
10.11Amended and Restated Non-Exclusive Distribution Agreement with Diabetes Management and Supplies, LLC, dated August 10, 2015, as amended on April 7, 2022.**X
10.12Distribution Services Agreement dated November 7, 2015 between DexCom, Inc. and AmerisourceBergen Drug Corporation, as amended on November 1, 2018 and December 2, 2022.**X
10.13Amended and Restated Non-Exclusive Distribution Agreement with Byram Healthcare dated February 1, 2016.**X
10.14Standard Form of Agreement dated May 2, 2016, by and between DexCom, Inc. and Skanska USA Building Inc. and Standard Form of Agreement dated May 1, 2017, by and between DexCom, Inc. and Skanska USA Building Inc.X
10.15Amendment No. 1 to Collaboration and License Agreement dated October 25, 2016 by and between DexCom, Inc. and Verily Life Sciences LLC (formerly Google Life Sciences LLC), as amended on November 20, 2018.**X
10.16Severance and Change in Control Plan and form of participation agreement.*X
10.17Amended and Restated 2015 Equity Incentive Plan and forms of award agreements.*X
10.18Fourth Amendment to Office Lease between DexCom, Inc. and Sequence Tech. Center CA LLC, dated September 9, 2019, as amended on October 21, 2019 and May 25, 2021, and December 23, 2022.**X
10.192015 Employee Stock Purchase Plan, amended on December 13, 2019 and form of subscription agreement.*X
10.20Office Lease between DexCom, Inc. and GC Pacific Court Center Owner, LLC, dated January 31, 2020, as amended on November 17, 2020, and forms of certificates.X
21.01List of Subsidiaries.X
23.01Consent of Independent Registered Public Accounting Firm.X
24.01Power of Attorney (see signature page of this Form 10-K).X
31.01Certification of Chief Executive Officer Pursuant to Securities Exchange Act Rule 13a-14(a).X
31.02Certification of Chief Financial Officer Pursuant to Securities Exchange Act Rule 13a-14(a).X
32.01Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 and Securities Exchange Act Rule 13a-14(b).***X
32.02Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 and Securities Exchange Act Rule 13a-14(b).***X
101.INSInline XBRL Instance DocumentX
101.SCHInline XBRL Taxonomy Extension Schema DocumentX
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.DEFInline XBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABInline XBRL Taxonomy Extension Label Linkbase DocumentX
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentX
—Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101)X
*Represents a management contract or compensatory plan, contract or arrangement.
**Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.
***This certification is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that Dexcom specifically incorporates it by reference.

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