Item 8. Financial Statements and Supplementary Data

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Item 8. Financial Statements and Supplementary Data

Our financial statements as of December 31, 2025 and 2024 and for each of the three years in the period ended December 31, 2025, and the Report of the Registered Independent Public Accounting Firm are included in this report as listed in the index.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm (PCAOB ID Number 248)40
Consolidated Balance Sheets as of December 31, 2025 and 202442
Consolidated Statements of Income for the Years ended December 31, 2025, 2024 and 202343
Consolidated Statements of Comprehensive Income for the Years ended December 31, 2025, 2024 and 202344
Consolidated Statements of Stockholders’ Equity for the Years ended December 31, 2025, 2024 and 202345
Consolidated Statements of Cash Flows for the Years ended December 31, 2025, 2024 and 202346
Notes to Consolidated Financial Statements47

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders

Insulet Corporation

Opinions on the financial statements and internal control over financial reporting

We have audited the accompanying consolidated balance sheets of Insulet Corporation (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2025 and 2024, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.

Basis for opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and limitations of internal control over financial reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical audit matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Variable consideration – Provision for rebates

As described further in note 2 to the consolidated financial statements, the Company provides for certain rebates for sales of its product through intermediaries. The Company estimates variable consideration related to rebates to managed care organizations, including pharmacy benefit managers, governmental payors, and third-party commercial payors, primarily in the United States when determining the transaction price at the time of sale. We identified the provision for rebates as a critical audit matter.

The principal consideration for our determination that the provision for rebates is a critical audit matter is the high degree of auditor judgment in applying procedures to evaluate the significant estimation made by management. Management's estimate is based on historical experience, sales, trends, levels of inventory in the distribution channel, and contractual terms.

Our audit procedures related to the provision for rebates included the following, among others.

  • Evaluated the significant assumptions and the completeness and accuracy of the underlying data used in management’s calculation through inspection of source documents and agreement to other audited schedules.

  • Performed retrospective analysis comparing actual rebates incurred to the previously estimated amounts.

  • Tested the design and operating effectiveness of controls related to management’s estimate.

/s/ GRANT THORNTON LLP

We have served as the Company’s auditor since 2016.

Boston, Massachusetts

February 18, 2026

INSULET CORPORATION

CONSOLIDATED BALANCE SHEETS

As of December 31,
(in millions, except share and per share data)20252024
ASSETS
Current Assets
Cash and cash equivalents$716.1$953.4
Accounts receivable trade, net516.9252.5
Accounts receivable trade, net — related party—113.0
Inventories452.6430.4
Prepaid expenses and other current assets228.3142.0
Total current assets1,914.01,891.3
Property, plant and equipment, net819.5723.1
Other intangible assets, net117.198.5
Goodwill51.651.5
Deferred tax assets82.4141.8
Other assets (includes $1.0 and $10.1 at fair value)205.8181.5
Total assets$3,190.4$3,087.7
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable$75.0$19.8
Accrued expenses and other current liabilities586.7423.9
Accrued expenses and other current liabilities — related party—1.0
Current portion of long-term debt18.483.8
Total current liabilities680.1528.4
Long-term debt, net930.81,296.1
Other liabilities64.451.7
Total liabilities1,675.21,876.1
Commitments and contingencies (Note 16)
Stockholders’ Equity
Preferred stock, $.001 par value, 5,000,000 authorized; none issued and outstanding——
Common stock, $.001 par value, 100,000,000 authorized; 70,588,192 and 70,390,816 shares issued and outstanding, respectively, at December 31, 2025; and 70,196,031 issued and outstanding, at December 31, 20240.10.1
Additional paid-in capital1,274.91,184.4
Accumulated earnings287.440.3
Accumulated other comprehensive income (loss)12.5(13.2)
Treasury stock, at cost; 197,374 and — shares(60.4)—
Deferred compensation0.8—
Total stockholders’ equity1,515.21,211.6
Total liabilities and stockholders’ equity$3,190.4$3,087.7

See notes to consolidated financial statements. Amounts may not add due to rounding.

INSULET CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

Years Ended December 31,
(in millions, except share and per share data)202520242023
Revenue$2,196.5$1,483.8$1,223.4
Revenue from related party511.6587.8473.7
Total revenue2,708.12,071.61,697.1
Cost of revenue768.2625.9537.2
Gross profit1,939.91,445.71,159.9
Research and development expenses301.1219.6205.0
Selling, general and administrative expenses1,165.0917.2734.8
Operating income473.8308.9220.1
Interest expense, net of portion capitalized (Note 8)(59.4)(42.7)(36.2)
Interest income34.739.528.6
Loss on extinguishment of debt(123.9)——
Other income (expense), net14.3(5.5)2.2
Income before income taxes339.5300.2214.7
Income tax (expense) benefit(92.4)118.1(8.3)
Net income$247.1$418.3$206.3
Earnings per share:
Basic$3.51$5.97$2.96
Diluted$3.48$5.78$2.94
Weighted-average number of common shares outstanding (in thousands):
Basic70,34870,07669,751
Diluted71,88673,89173,633

See notes to consolidated financial statements. Amounts may not add or recalculate due to rounding.

INSULET CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years Ended December 31,
(in millions)202520242023
Net income$247.1$418.3$206.3
Other comprehensive income (loss), net of tax
Foreign currency translation adjustment29.7(7.9)2.5
Unrealized loss on cash flow hedges(4.1)(13.4)(14.1)
Unrealized loss on securities——(0.3)
Other comprehensive income (loss), net of tax25.7(21.2)(11.9)
Comprehensive income$272.8$397.1$194.4

See notes to consolidated financial statements. Amounts may not add due to rounding.

INSULET CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

Common StockAdditional Paid-in CapitalAccumulated (Deficit) EarningsAccumulated Other Comprehensive Income (Loss)Treasury StockDeferred CompensationTotal Stockholders’ Equity
(dollars in millions)Shares (in thousands)Amount
Balance, December 31, 202269,511$0.1$1,040.6$(584.2)$20.0$—$—$476.4
Net income———206.2———206.2
Other comprehensive loss————(11.9)——(11.9)
Exercise of options to purchase common stock249—16.3————16.3
Issuance of shares for employee stock purchase plan55—10.6————10.6
Stock-based compensation expense——48.4————48.4
Restricted stock units vested, net of shares withheld for taxes92—(13.2)————(13.2)
Balance, December 31, 202369,9070.11,102.7(378.0)8.0——732.7
Net income———418.3———418.3
Other comprehensive loss, net of tax————(21.2)——(21.2)
Exercise of options to purchase common stock127—8.2————8.2
Issuance of shares for employee stock purchase plan78—11.9————11.9
Stock-based compensation expense——69.3————69.3
Restricted stock units vested, net of shares withheld for taxes84—(7.6)————(7.6)
Balance, December 31, 202470,1960.11,184.440.3(13.2)——1,211.6
Net income———247.1———247.1
Other comprehensive income, net of tax————25.7——25.7
Exercise of options to purchase common stock152—19.0————19.0
Issuance of shares for employee stock purchase plan59—14.9————14.9
Stock-based compensation expense——62.7————62.7
Restricted stock units vested, net of shares withheld for taxes167—(25.9)————(25.9)
Repurchase of common stock(184)————(59.6)—(59.6)
Deferred compensation—————(0.9)0.9—
Rabbi trust distribution—————0.1(0.1)—
Conversion of Convertible Senior Notes——(144.8)————(144.8)
Settlement of capped call options——164.6————164.6
Balance, December 31, 202570,391$0.1$1,274.9$287.4$12.5$(60.4)$0.8$1,515.2

See notes to consolidated financial statements. Amounts may not add due to rounding.

INSULET CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended December 31,
(in millions)202520242023
Cash flows from operating activities
Net income$247.1$418.3$206.3
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization90.480.872.8
Stock-based compensation expense62.769.348.4
Deferred income taxes62.2(136.9)0.5
Non-cash interest expense6.27.36.7
Loss on extinguishment of debt123.9——
Gain on derivative asset(12.5)——
Provisions for credit losses5.4(0.2)2.3
Loss (gain) on investments—3.9(2.6)
Other7.04.92.0
Changes in operating assets and liabilities:
Accounts receivable(253.2)(16.9)(99.4)
Accounts receivable — related party113.06.5(54.8)
Inventories(10.6)(32.4)(53.6)
Prepaid expenses and other assets(81.7)(21.9)(42.1)
Accounts payable49.22.2(11.0)
Accrued expenses and other liabilities161.253.473.8
Accrued expenses and other liabilities — related party(1.0)(7.9)(3.5)
Net cash provided by operating activities569.3430.2145.7
Cash flows from investing activities
Capital expenditures(191.6)(124.9)(75.6)
Investments in developed software(19.2)(9.1)(8.5)
Acquisition of other intangible assets(8.6)—(25.1)
Cash paid for investments—(12.2)(7.2)
Other(3.2)—(3.0)
Net cash used in investing activities(222.7)(146.2)(119.4)
Cash flows from financing activities
Proceeds from issuance of senior unsecured notes, net of issuance costs440.7——
Proceeds from issuance of Term Loan B, net of issuance costs15.5130.0—
Repayment of Term Loan B(20.5)(137.2)(5.0)
Repayment of equipment financings(18.2)(19.0)(19.8)
Repayment of Convertible Senior Notes(1,052.2)——
Financing lease repayments—(22.7)—
Repayment of mortgage(60.9)(2.4)(2.2)
Proceeds from secured borrowing (Note 5)49.945.5—
Repayment of secured borrowing (Note 5)(62.4)(34.8)—
Settlement of capped call options164.6——
Repurchase of common stock(59.6)——
Proceeds from exercise of stock options19.08.216.3
Proceeds from issuance of common stock under employee stock purchase plan14.911.910.6
Payment of withholding taxes in connection with vesting of restricted stock units(25.9)(7.6)(13.2)
Other——(0.3)
Net cash used in financing activities(595.3)(28.0)(13.6)
Effect of exchange rate changes on cash and cash equivalents11.5(6.8)1.8
Net (decrease) increase in cash, cash equivalents, and restricted cash(237.3)249.214.4
Cash, cash equivalents, and restricted cash, beginning of year953.4704.2689.8
Cash and cash equivalents, end of year$716.1$953.4$704.2
Supplemental cash flow information (Notes 12 and 22)

See notes to consolidated financial statements. Amounts may not add due to rounding.

INSULET CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1**. Nature of the Business**

Insulet Corporation (the “Company”) is primarily engaged in the development, manufacture, and sale of its proprietary continuous insulin delivery system for people with insulin-dependent diabetes. The Company generates most of its revenue from sales of its Omnipod products. The Omnipod platform includes: Omnipod® 5 and its predecessors Omnipod DASH and Classic Omnipod. Each product features a small, lightweight, self-adhesive disposable tubeless Omnipod device (“Pod”) that the user fills with insulin and wears directly on the body for up to three days at a time, which delivers personalized doses of insulin and eliminates the need for multiple daily injections using syringes or insulin pens or the use of pump and tubing. Omnipod 5, which builds on the Omnipod DASH mobile platform, is a tubeless automated insulin delivery system, that integrates with a continuous glucose monitor (“CGM”) to manage blood sugar and is fully controlled by a compatible personal smartphone or Omnipod 5 Controller. The CGM is sold separately by third parties. Omnipod DASH features a secure Bluetooth enabled Pod that is controlled by a smartphone-like Personal Diabetes Manager (“PDM”) with a color touch screen user interface. Following the launch of Omnipod 5, the Company began phasing-out Classic Omnipod.

The Company’s Omnipod products are currently sold in the United States, Europe, Canada, the Middle East, and Australia either indirectly through intermediaries or directly to end-users. Intermediaries include independent distributors who resell Omnipod products to end-users and wholesalers who sell the Company’s product to end-users through the pharmacy channel in the United States. Substantially all of the Company’s Drug Delivery revenue consists of sales of pods to Amgen for use in the Neulasta® Onpro® kit, a delivery system for Amgen’s Neulasta to help reduce the risk of infection after intense chemotherapy.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements reflect the consolidated operations of Insulet Corporation and its subsidiaries. The consolidated financial statements have been prepared in United States dollars, in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of the consolidated financial statements in conformity with GAAP requires management to make use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results may differ from those estimates. Amounts have been calculated using actual, non-rounded figures; accordingly, amounts may not recalculate, and columns and rows within tables may not add due to rounding.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated.

Foreign Currency Translation

The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars using exchange rates as of the balance sheet date, while income and expenses of foreign subsidiaries are translated using the average exchange rates in effect for the related month. The net effect of these translation adjustments is reported in accumulated other comprehensive income (loss) within stockholders’ equity on the consolidated balance sheets. Net realized and unrealized gains (losses) from foreign currency transactions are included in other income (expense), net in the consolidated statements of income and were $1.8 million and $(2.3) million for the years ended December 31, 2025 and 2024, respectively. The amount of net realized and unrealized losses from foreign currency transactions for the year ended December 31, 2023 was insignificant.

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents may include money market mutual funds, commercial paper, and U.S. government and agency bonds, that are carried at cost.

Certain of the Company’s subsidiaries participate in a multi-currency, notional cash pooling arrangement with a third-party bank provider to manage global liquidity requirements. Under this arrangement, cash deposited by participating subsidiaries may be in positive or negative cash positions to the extent the overall balance in the cash pool is at least zero. The net cash balance of the notional cash pooling arrangement is included within cash and cash equivalents in the consolidated balance sheets and was insignificant at both December 31, 2025 and 2024.

Investments

The Company has investments in equity securities of privately held companies, in which the Company’s interest is less than 20%, the Company does not exercise significant influence over the investee, and the investment does not have a readily determinable fair value. These investments are carried at cost less impairment, if any. If an observable price change in orderly transactions for the identical or similar investment in the same issuer is identified, the investment is measured at its fair value as of the date that the observable transaction occurred with the adjustments reflected in other income (expense), net in the Company’s consolidated statements of income. Investments in equity securities are recorded within other assets on the consolidated balance sheets.

The Company also has investments in debt securities of privately held companies, which are either classified as available-for-sale securities or for which the Company has elected the fair value option. The available-for-sale securities are recorded at fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity on the consolidated balance sheets. The other investment is a debt security that contains embedded derivatives. Unrealized gains and losses for this investment are recorded as a component of other income (expense), net in the consolidated statements of income. Investments in debt securities are recorded within other assets on the consolidated balance sheets.

The Company may also invest in marketable securities, including term deposits, commercial paper, U.S. government and agency bonds, and corporate bonds, which are classified as available-for-sale and carried at fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity on the consolidated balance sheets. Investments with a stated maturity date of more than one year from the balance sheet date and that are not expected to be used in current operations are classified as long-term investments within other assets on the consolidated balance sheets. The Company reviews investments for impairment when the fair value of an investment is less than its amortized cost. If an available-for-sale security is impaired, a credit loss is included in other income (expense), net in the consolidated statements of income and a non-credit loss is included in other comprehensive income (loss) in the consolidated statements of comprehensive income.

Accounts Receivable and Allowance for Credit Losses

Trade accounts receivable consist of amounts due from intermediaries, third-party payors, and customers and are presented at amortized cost. The allowance for credit losses reflects an estimate of losses inherent in the Company’s accounts receivable portfolio determined based on historical experience, specific allowances for known troubled accounts, and other available evidence. Accounts receivable are written off when management determines they are uncollectible.

The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. The Company has identified the following portfolio segments and measures the allowance for credit losses using the following methods:

Direct Customer Receivables—The Company measures expected credit losses on direct customer receivables using an aging methodology. The risk of loss for direct customer receivables is higher than other portfolios. The Company relies on third-party payors to accept and timely process claims and on direct consumers to have the ability to pay. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and supportable forecasts.

Distributor Receivables—The Company measures expected credit losses on distributor receivables using an individual reserve methodology. The risk of loss in this portfolio is low based on the Company’s historical experience. The estimate of expected credit losses considers payment history and the financial condition of the distributors.

National Healthcare System Receivables—The Company measures expected credit losses on national healthcare system receivables using an individual reserve methodology. The risk of loss in this portfolio is low based on the Company’s historical experience. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and supportable forecasts.

Inventories

Inventories are stated at the lower of cost or net realizable value, with cost determined under the first-in, first-out method. The Company reduces the carrying value of inventories for those items that are potentially excess, obsolete, or slow-moving based on changes in customer demand, technology developments, or other economic factors in order to state inventories at net realizable value. Factors influencing these adjustments include inventories on hand compared to estimated future usage and sales.

Contract Acquisition Costs

The Company incurs commission costs to obtain a contract related to new customer starts. These costs are capitalized as contract assets in other assets on the consolidated balance sheets, net of the short-term portion included in prepaid expenses and other current assets. Costs to obtain a contract are amortized to selling, general and administrative expense on a straight-line basis over the expected period of benefit, which considers future product upgrades. These costs are periodically reviewed for impairment.

Derivative Instruments

The Company is exposed to certain risks relating to its business operations. Risks that relate to interest rate exposure are managed by using interest rate swaps. The Company recognizes derivative instruments as either assets or liabilities at fair value on the consolidated balance sheets. Changes in a derivative financial instrument’s fair value are recognized in earnings unless specific hedge criteria are met, in which case changes in fair value are recognized as adjustments to other comprehensive income. The Company has designated its interest rate swap contracts as cash flow hedges. Additional information on the Company’s derivative instruments is included in Note 15 and fair values are included in Note 14.

Fair Value Measurements

Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date.

To measure fair value of assets and liabilities, the Company uses the following fair value hierarchy based on three levels of inputs:

Level 1 — observable inputs, such as quoted prices in active markets for identical assets or liabilities;

Level 2 — significant other observable inputs that are observable either directly or indirectly; and

Level 3 — significant unobservable inputs for which there are little or no market data, which require the Company to develop its own assumptions.

Judgement is involved in estimating inputs, such as discount rates, used in Level 3 fair value measurements. Changes to these inputs can have a significant effect on fair value measurements and amounts that could be realized.

Certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses and other current liabilities, are carried at cost, which approximates their fair value because of their short-term maturity.

Property, Plant and Equipment

Property, plant and equipment is stated at cost less accumulated depreciation. Major improvements are capitalized, while routine repairs and maintenance are expensed as incurred. Depreciation for property, plant and equipment, other than land and construction in progress, is based upon the following estimated useful lives using the straight-line method:

Building and building improvements20 to 39 years
Leasehold improvementsLesser of lease term or useful life of asset
Machinery and equipment2 to 15 years
Furniture and fixtures3 to 5 years

The Company assesses the recoverability of assets whenever events or changes in circumstances suggest that the carrying value of an asset may not be recoverable. The Company recognizes an impairment loss if the carrying amount of a long-lived asset is not recoverable based on its undiscounted future cash flows. The impairment loss is measured as the difference between the carrying amount and the fair value of the asset.

Business Combinations

The Company recognizes the assets and liabilities assumed in business combinations based on their estimated fair values at the date of acquisition. The Company allocates the purchase price in excess of net tangible assets acquired to identifiable intangible assets. The Company assesses the fair value of assets, including intangible assets, using a variety of methods and each asset is measured at fair value from the perspective of a market participant. Assets recorded from the perspective of a market participant that are determined to not have economic use for the Company are expensed immediately. Any excess purchase price over the fair value of the net tangible and intangible assets acquired is allocated to goodwill. Transaction costs and restructuring costs associated with a business combination are expensed as incurred.

Goodwill

Goodwill represents the excess of the purchase price of an acquired entity over the amounts assigned to assets and liabilities assumed in a business combination. The Company performs an assessment of its goodwill for impairment annually on October 1 or whenever events or changes in circumstances indicate there might be impairment. Goodwill is evaluated for impairment at the reporting unit level.

The Company may assess its goodwill for impairment initially using a qualitative approach to determine whether conditions exist that indicate it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts, and circumstances that it is more likely than not that a reporting unit’s carrying value is greater than its fair value, then a quantitative analysis will be performed to determine if there is any impairment. Alternatively, the Company may elect to initially perform a quantitative analysis instead of starting with a qualitative analysis. The Company would record an impairment loss to the extent that the carrying value of the reporting unit’s goodwill exceeds its fair value.

Other Intangible Assets

Intangible assets acquired in a business combination are recorded at fair value, while intangible assets purchased or software developed for internal-use are recorded at cost and are stated at cost less accumulated amortization. Intangible assets with finite useful lives are amortized based on the pattern in which the economic benefits of the assets are estimated to be consumed over the following estimated useful lives of the assets:

Customer relationships14 years
Internal-use software3 to 5 years
Developed technology5 to 15 years
Patents8 to 15 years

Amortization expense related developed technology is generally included in cost of revenue, while amortization expense related to intangible assets that contribute to the Company’s ability to sell, market, and distribute products is included in selling, general and administrative expenses in the consolidated statement of income. The Company reviews intangible assets for impairment by comparing the fair value of the assets, estimated using an income approach, with their carrying value. If the carrying value exceeds the fair value of the intangible asset, the Company recognizes an impairment equal to the difference between the carrying value of the asset and the present value of future cash flows. The Company assesses the remaining useful life and the recoverability of intangible assets whenever events or circumstances indicate that the carrying value of an asset may not be recoverable using undiscounted cash flows.

Cloud Computing Arrangements

Cloud computing arrangements include services used to support certain internal corporate functions as well as technology platforms that support commercial initiatives. The Company capitalizes costs incurred to implement cloud computing arrangements that are service contracts and records such amounts within other current and non-current assets. These capitalized implementation costs are amortized on a straight-line basis over the expected term of the hosting arrangement, which ranges from three to ten years. Amortization expense is recorded in the same income statement line as the associated cloud operating expenses. The Company assesses the recoverability of capitalized implementation costs in accordance with the policy disclosed under Property, Plant and Equipment.

Leases

The Company determines if an arrangement includes a lease at inception. At lease commencement, the Company recognizes lease liabilities equal to the present value of the future lease payments and lease assets representing the right to use the underlying asset throughout the lease term. The Company uses an incremental borrowing rate based on the information available at lease commencement in determining the present value of lease payments, when the implicit rate is not readily determinable. The Company’s incremental borrowing rate reflects a secured rate that considers the term of the lease, the nature of the underlying asset, and the economic environment. Lease terms may include options to extend and/or terminate the lease. These options are included in the lease term when it is reasonably certain that the Company will exercise that option. Operating lease expense is recognized on a straight-line basis over the lease term. Right-of-use assets are calculated as the initial measurement of the lease liability plus lease payments made prior to lease commencement and initial direct costs incurred, less lease incentives received. The Company excludes leases with an expected term of one year or less from recognition on the consolidated balance sheets and does not separate lease and non-lease components.

Loss Contingencies

The Company records a liability for loss contingencies on the consolidated balance sheets when a loss is considered probable and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and can be reasonably estimated, the estimated loss or range of loss is disclosed. Legal costs associated with loss contingencies are expensed as incurred.

Product Warranty

The Company provides a four-year warranty on its Controllers and PDMs Controllers sold in the United States and Europe and a five-year warranty on PDMs sold in Canada and may replace Pods that do not function in accordance with product specifications. The Company estimates its warranty obligation at the time the product is shipped based on historical experience and the estimated cost to service the claims. Costs to service the claims reflect the current product cost, reclaim costs, shipping and handling costs and direct and incremental distribution and customer service support costs. Warranty expense is recorded in cost of revenue in the consolidated statements of income.

Revenue Recognition

The Company generates most of its revenue from the sale of its Controller/PDM and Pods. We generally recognize revenue when control is transferred to our customers in an amount that reflects the net consideration to which we expect to be entitled. In determining how revenue should be recognized, a five-step process is used, which includes identifying performance obligations in the contract, determining whether the performance obligations are separate, allocating the transaction price to each separate performance obligation, estimating the amount of variable consideration to include in the transaction price, and determining the timing of revenue recognition for separate performance obligations.

*•*Contracts and Performance Obligations. The Company generally considers customer purchase orders, which in most cases are governed by agreements with distributors or third-party payors, to be contracts with a customer that creates an enforceable right to payment. The Company considers the obligation to transfer the Controller/PDM, the initial and subsequent quantity of Pods ordered, and product training to be separate performance obligations.

*•*Transaction Price. Transaction price for the Controller/PDM and Pods reflects the net consideration to which the Company expects to be entitled. The prices charged depend on the Company’s pricing as established with third-party payors and intermediaries. Variable consideration is estimated at the outset of the contract and includes, but is not limited to reductions for: consideration payable to customers, such as rebates, chargebacks, and administrative fees paid to distributors; product returns provision; prompt payment discounts; and various other promotional or incentive arrangements. If a contract contains more than one performance obligation, the transaction price is allocated to each performance obligation based on relative standalone selling price.

  • Rebates. The Company is subject to pricing rebates under arrangements with managed care organizations, including pharmacy benefit managers, governmental payors, and third-party commercial payors, primarily in the United States. The Company estimates provisions for rebates primarily based on historical experience, sales trends, levels of inventory in the distribution channel, and contractual terms. The provisions for rebates are included in accrued expenses and other liabilities.

  • Chargebacks. The Company participates in chargeback programs in the United States, under which pricing on products below negotiated list prices is provided to participating entities. Distributors selling to participating entities receive a chargeback equal to the difference between their acquisition cost and the lower negotiated price. The Company estimates provisions for chargebacks primarily based on historical experience on a program basis and current contract prices. Provisions for chargebacks are reflected as deductions to accounts receivable.

  • Administrative fees paid to distributors. The Company pays administrative fees to certain distributors, which is generally based on a fixed percentage multiplied by either gross purchases from Insulet or gross sales of Insulet products sold by the distributor. These fees are not in exchange for a distinct good or service and therefore are recognized as a reduction of the transaction price. The Company accrues for these fees based on gross sales and contractual fee rates negotiated with the customer. The accruals for these fees are reflected as deductions to accounts receivable.

  • Product Returns. The Company estimates product return provisions primarily based on historical experience by applying a historical return rate to the amounts of revenue estimated to be subject to returns. Additionally, the Company considers other specific factors such as the estimated shelf life of inventory in the distribution channel and changes to customer contract terms. The provision for returns is reflected as a deduction to accounts receivable.

  • Discounts. The Company offers customers with prompt payment discounts, which reduce the transaction price if payment is received within a specified period. The Company estimates prompt payment discount accruals based on actual gross sales and contractual discount rates. The accruals for prompt payment discounts are reflected as deductions to accounts receivable.

  • Other Arrangements. Other incentive or promotional arrangements may be offered to customers, including but not limited to financial assistance programs for users with commercial insurance. We record a provision for the incentive earned based on the number of estimated claims and our estimate of the cost per claim at the time of sale. The provisions for financial assistance programs are included in accrued expenses and other liabilities.

  • Revenue Recognition. The Company records revenue upon transfer of control of the product to the customers, which is generally when the product is shipped or delivered and title passes to the customer. Revenue from product training is recognized in the period it is provided. The Company records deferred revenue if a customer pays consideration, or the Company has the right to invoice, before the Company transfers a good or service to a customer. Deferred revenue primarily represents product training as there is generally a lag between when the customer is billed and when the end-user receives training, as well as the obligation to provide additional Pods under certain arrangements.

The Company’s Drug Delivery product line includes sales of a modified version of the Pod to a pharmaceutical company who use the Company’s technology as a delivery method for their drugs. The product is produced pursuant to the customer’s firm purchase commitments, the Company has an enforceable right to payment for performance completed to date, and the inventory has no alternative use to the Company. Accordingly, revenue is recognized over time using a percentage-of-completion method, measured based on costs incurred to date relative to total estimated costs at completion, which results in the recognition of an associated unbilled receivable.

Related Party Transactions

During a portion of 2025, a member of the Company’s Board of Directors was married to an executive officer of one of the Company’s distributors. The terms of the distribution agreement are consistent with those prevailing at arm’s length. As of October 1, 2025, the Company's transactions with the distributor are no longer considered related party transactions.

Research and Software Development Costs

Internal research and development costs are expensed as incurred. Research and development expenses include salary and benefits, allocated overhead and occupancy costs, clinical trial and related clinical manufacturing costs, contract services, and other costs.

Costs incurred in the research, design, and development of software embedded in products to be sold to customers are charged to expense until technological feasibility of the product to be sold is established. The Company’s policy is that technological feasibility is achieved when a working model, with the key features and functions of the product, is available for customer testing. Software development costs incurred after the establishment of technological feasibility and until the product is available for general release are capitalized, provided recoverability is reasonably assured. Capitalized software development costs are amortized over their estimated useful life and recorded within cost of revenue.

Shipping and Handling Costs

The Company does not typically charge its customers for shipping and handling costs associated with shipping its product to its customers unless non-standard shipping and handling services are requested. These shipping and handling costs are included in selling, general and administrative expenses and were $22.0 million, $16.3 million, and $12.4 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Advertising Costs

The Company expenses advertising costs as they are incurred. Advertising costs are included in selling, general and administrative expenses and were $121.3 million, $84.3 million, and $63.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Stock-Based Compensation Expense

The Company measures stock-based compensation on the grant date based on the fair value of the award and recognizes the compensation expense over the requisite service period, which is generally the vesting period. The amount of stock-based compensation expense recognized during a period is based on the portion of the awards that are expected to vest. Forfeitures are estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from those estimates.

Income Taxes

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates that will be in effect in the years in which the differences are expected to reverse. The Company reviews its deferred tax assets for recoverability by considering all available positive and negative evidence, including historical profitability, projected future taxable income, and the expected timing of the reversals of existing temporary differences and tax planning strategies. A

valuation allowance is provided to reduce the deferred tax assets if, based on the available evidence, it is more likely than not that some or all the deferred tax assets will not be realized. The effect of a change in enacted tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. Interest and penalties are classified as a component of income tax expense.

Concentration Risk

*Credit Risk—*Financial instruments that subject the Company to credit risk primarily consist of cash and cash equivalents and accounts receivable. The Company maintains most of its cash and investments in money market funds with a limited number of financial institutions that have a high investment grade credit rating. See Notes 4 and 5 for customer concentration.

*Supply Risk—*The Company uses different types of semiconductor chips, which are sourced from external suppliers, in the manufacturing of its products. While the Company has multiple suppliers of semiconductor chips, each type is typically sourced from a single supplier. Supply chain disruptions, supplier shortages, logistic delays, or quality problems could result in manufacturing delays, increased costs, or a possible loss of sales, which could adversely affect operating results.

Recently Adopted Accounting Standards

*Income Taxes—*The Company adopted Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, during the fourth quarter of 2025, and applied the amendments prospectively. ASU 2023-09 requires additional annual income tax disclosures, including standardized categories for the effective tax rate reconciliation, disaggregation of income taxes paid, and expanded income tax-related disclosures. The required disclosures are included in Note 20.

*Segment Reporting—*The Company adopted ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures during the fourth quarter of 2024, and applied the amendments retrospectively. ASU 2023-07 requires incremental disclosures on reportable segments, primarily significant segment expenses. The required disclosures are included in Note 3.

Note 3. Segment and Geographic Data

As described in Note 1, the Company’s product offering primarily consists of the Omnipod platform and a drug delivery device based on the Omnipod platform. Operating segments are defined as components of an enterprise for which discrete financial information is available and is regularly reviewed by the chief operating decision-maker (“CODM”) in order to allocate resources and assess segment performance. The Company has determined that its Chief Executive Officer (“CEO”) is the CODM, as the CEO has ultimate responsibility for making key operating decisions, allocating resources, and evaluating the Company’s financial performance. Based on this assessment, the Company operates in one reportable segment. While the CODM evaluates performance and allocates resource primarily using consolidated operating income, net income is also provided to the CODM.

Geographic information about revenue, based on customer location, is as follows:

Years Ended December 31,
(in millions)202520242023
U.S.$1,953.9$1,548.2$1,287.0
International754.3523.4410.1
Total revenue$2,708.1$2,071.6$1,697.1

There were no significant segment expenses regularly provided to the CODM other than those reported in the Company's consolidated statements of income.

Geographic information about long-lived assets, net, excluding goodwill and other intangible assets is as follows:

As of December 31,
(in millions)20252024
U.S.$472.5$475.9
Malaysia220.0159.1
China74.178.5
Other52.99.7
Property, plant and equipment, net$819.5$723.1

Note 4. Revenue and Contract Acquisition Costs

The following table summarizes the Company’s disaggregated revenue:

Years Ended December 31,
(in millions)202520242023
U.S.$1,919.8$1,509.3$1,251.0
International754.3523.4410.1
Total Omnipod products2,674.02,032.71,661.1
Drug Delivery34.138.936.0
Total revenue$2,708.1$2,071.6$1,697.1

The percentages of total revenue for customers that represent 10% or more of total revenue was as follows:

Years Ended December 31,
202520242023
Distributor A27%28%28%
Distributor B26%26%24%
Distributor C25%21%19%

Deferred revenue related to unsatisfied performance obligations was included in the following consolidated balance sheet accounts in the amounts shown:

As of December 31,
(in millions)202520242023
Accrued expenses and other current liabilities$14.0$12.0$15.4
Other liabilities1.52.01.9
Total deferred revenue$15.5$14.0$17.4

Revenue recognized from amounts included in deferred revenue at the beginning of each respective period was as follows:

As of December 31,
(in millions)202520242023
Deferred revenue recognized$8.2$15.4$16.0

Capitalized contract acquisition costs, representing capitalized commission costs related to new customers, net of amortization, were included in the following consolidated balance sheet captions in the amounts shown:

As of December 31,
(in millions)20252024
Prepaid expenses and other current assets$25.3$20.1
Other assets53.040.8
Total capitalized contract acquisition costs, net$78.4$60.9

The Company recognized $22.7 million, $18.2 million, and $16.3 million of amortization of capitalized contract acquisition costs for the years ended December 31, 2025, 2024, and 2023, respectively.

Note 5. Accounts Receivable, Net

Accounts receivable, net were comprised of the following:

As of December 31,
(in millions)202520242023
Accounts receivable trade, net$511.3$242.8$234.5
Unbilled receivable5.79.75.8
Accounts receivable, net$516.9$252.5$240.3

The percentages of total accounts receivable trade for customers that represent 10% or more of total accounts receivable trade were as follows:

As of December 31,
20252024
Distributor A37%35%
Distributor B20%27%
Distributor C10%15%

The following table presents the activity in the allowance for credit losses:

Years Ended December 31,
(in millions)202520242023
Credit losses at beginning of year$1.4$2.4$2.5
Provision for expected credit losses0.7(0.2)2.3
Write-offs charged against allowance(0.7)(0.8)(2.6)
Recoveries of amounts previously reserved——0.3
Foreign currency translation0.2——
Credit losses at end of year$1.6$1.4$2.4

The Company outsources the insurance claim submissions process to a third-party service provider in one country in which it operates. Under this agreement, in 2025, the Company transferred certain receivables in exchange for cash in advance. If the third-party service provider was unable to collect on the transferred receivables, the third-party service provider had recourse to the Company. This arrangement was accounted for as a secured borrowing with a pledge of collateral as the transfer did not meet the criteria for sale accounting. Receivables pledged as collateral of $0.8 million and $12.2 million are included in accounts receivable on the consolidated balance sheets as of December 31, 2025 and 2024, respectively. Liabilities associated with the secured borrowings of $0.8 million and $12.2 million are included within accrued expenses and other current liabilities in the consolidated balance sheets as of December 31, 2025 and 2024, respectively. The classification within current liabilities is based on the expected resolution of the underlying receivables. The proceeds from and repayments of secured borrowings are reflected as cash flows provided by (used in) financing activities in the consolidated statement of cash flows.

Note 6. Inventories

Inventories were comprised of the following:

As of December 31,
(in millions)20252024
Raw materials$194.1$156.7
Work in process64.681.2
Finished goods193.9192.5
Total inventories$452.6$430.4

Following the strategic decision to not move forward with the commercialization of Omnipod GO, a basal-only Pod for certain individuals with type 2 diabetes, the Company recorded a charge of $13.5 million related to certain inventory components that it no longer expected to utilize, which is included in cost of revenue in the consolidated statement of income for the year ended December 31, 2024.

Note 7. Cloud Computing Costs

Capitalized costs to implement cloud computing arrangements at cost and accumulated amortization were as follows:

As of December 31,
(in millions)20252024
Short-term portion$46.0$31.7
Long-term portion159.1135.3
Total capitalized implementation costs205.1167.0
Less: accumulated amortization(94.4)(62.4)
Capitalized implementation costs, net$110.7$104.6

Amortization expense was $32.1 million, $26.8 million, and $20.3 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Note 8. Property, Plant and Equipment, Net

Property, plant and equipment at cost and accumulated depreciation were as follows:

As of December 31,
(in millions)20252024
Land$16.4$12.2
Building and building improvements233.7226.8
Machinery and equipment787.7672.7
Furniture and fixtures22.720.8
Leasehold improvements24.816.4
Construction in process166.9136.6
Property, plant and equipment, gross1,252.31,085.5
Less: accumulated depreciation(432.8)(362.4)
Property, plant and equipment, net$819.5$723.1

Construction in process primarily consists of equipment and tooling expected to be placed into service during 2026. Capitalized interest expense was $4.2 million, $1.5 million, and $1.6 million for the years ended December 31, 2025, 2024, and 2023, respectively. Depreciation expense related to property, plant and equipment was $79.9 million, $71.0 million, and $62.6 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Note 9. Goodwill and Other Intangible Assets, Net

Goodwill

The change in the carrying amount of goodwill for the period is as follows:

Years Ended December 31,
(in millions)20252024
Goodwill at beginning of the year$51.5$51.7
Foreign currency translation0.1(0.2)
Goodwill at end of the year$51.6$51.5

Intangible Assets, Net

The gross carrying amount, accumulated amortization, and net book value of intangible assets at the end of each period were as follows:

As of December 31,
20252024
(in millions)Gross Carrying AmountAccumulated AmortizationNet Book ValueGross Carrying AmountAccumulated AmortizationNet Book Value
Customer relationships$43.2$(35.8)$7.4$43.1$(33.5)$9.6
Internal-use software68.3(14.1)54.252.4(15.6)36.8
Developed technology28.3(6.9)21.427.4(4.9)22.5
Patents44.0(9.9)34.236.2(6.5)29.6
Total intangible assets$183.8$(66.7)$117.1$159.1$(60.6)$98.5

Amortization expense for intangible assets was $10.5 million, $9.8 million, and $10.2 million for the years ended December 31, 2025, 2024, and 2023, respectively. Amortization expense associated with the intangible assets included on the Company’s consolidated balance sheet as of December 31, 2025 is expected to be as follows:

Years Ending December 31,(in millions)
2026$19.2
2027$19.0
2028$17.9
2029$17.2
2030$15.9

Note 10. Investments

Equity Securities

In 2024, the Company made a strategic investment in equity securities of a privately held entity in the amount of $12.0 million. As of December 31, 2025 and 2024, the total carrying value of the Company’s investments in equity securities without readily determinable fair values was $19.1 million and $21.9 million, respectively. The Company recorded a $2.8 million impairment associated with one equity security during the year ended December 31, 2025, which is included in other income (expense), net. There was no impairment during the year ended December 31, 2024 and the impairment recorded during the year ended December 31, 2023 was insignificant. As of both December 31, 2025 and December 31, 2024 cumulative gains were insignificant.

Debt Securities

In 2023, the Company made a strategic investment in debt securities of a privately held entity in the amount of $5 million. The debt securities mature in December 2026, unless converted earlier. The amortized cost basis of the debt securities was $5.0 million at both December 31, 2025 and December 31, 2024. At December 31, 2025, the Company’s debt securities had no remaining fair value, due to a $4.7 million allowance for credit losses recorded on these securities based on liquidity concerns. The debt securities had a fair value of $4.7 million as of December 31, 2024. The amount of interest earned on the investment for the years ended December 31, 2025 and 2024 was insignificant.

In 2023, the Company made a strategic investment in a privately held entity in the amount of $2.0 million. The investment is a debt security with embedded derivatives and is accounted for by applying the fair value option, as this approach best reflects the underlying economics of the transaction. The fair value of the investment is calculated using a combination of the market approach and income approach methodologies. The investment had no fair value remaining at both December 31, 2025 and December 31, 2024. Refer to Note 14 for unrealized losses recorded.

Note 11. Accrued Expenses and Other Current Liabilities

The components of accrued expenses and other current liabilities were as follows:

As of December 31,
(in millions)20252024
Accrued rebates$205.5$148.3
Employee compensation and related costs209.2142.9
Professional and consulting services58.251.6
Other113.981.2
Accrued expenses and other current liabilities$586.7$423.9

Product Warranty Costs

Reconciliations of the changes in the Company’s product warranty liability were as follows:

Years Ended December 31,
(in millions)202520242023
Product warranty liability at beginning of year$13.9$10.2$62.1
Warranty expense25.024.218.5
Change in estimate—(0.5)(11.5)
Warranty fulfillment(22.1)(20.0)(58.9)
Product warranty liability at end of year$16.8$13.9$10.2

During the year ended December 31, 2023, the Company revised the estimated liability for the voluntary medical device correction notices (“MDCs”) issued in 2022 related to the Omnipod DASH PDM and the Omnipod 5 Controller by $11.5 million. This change in estimate primarily resulted from lower shipping costs for replacement Omnipod DASH PDMs and lower expected distribution costs for Omnipod 5 Controllers.

Note 12. Leases

As of December 31, 2025, the Company leased certain automobiles and facilities for offices, laboratories, manufacturing, and warehousing, all of which were classified as operating leases. Certain of the Company’s operating leases include escalating rental payments, some include the option to extend for up to 10 years, and some include options to terminate the leases at certain times within the lease term. In 2024, the Company exercised its option to purchase land and a manufacturing building in Malaysia for $18.1 million, which were classified as finance leases prior to the purchase.

Operating lease assets and liabilities were included in the following consolidated balance sheet accounts in the amounts shown:

Years Ended December 31,
(in millions)20252024
Operating lease asset:
Other assets$43.7$36.7
Operating lease liabilities:
Accrued expenses and other current liabilities$3.0$2.1
Other liabilities48.940.0
Total operating lease liabilities$51.9$42.1

The Company’s operating and financing lease cost was as follows:

Years Ended December 31,
(in millions)202520242023
Operating lease cost$10.6$7.3$8.8
Finance lease cost:
Amortization of leased assets—0.70.4
Interest on lease liabilities—1.00.6
Total finance lease cost—1.71.0
Total operating and financing lease cost$10.6$9.0$9.8

Supplemental cash flow information related to leases is as follows:

Years Ended December 31,
(in millions)202520242023
Right-of-use assets obtained in exchange for lease liabilities
Operating leases$10.2$8.0$5.4
Finance lease$—$—$22.3
Lease payment made for amounts included in the measurement of operating lease liabilities
Cash paid for operating leases included in operating cash flows$6.2$5.8$5.7
Cash paid for finance lease included in operating cash flows$—$1.1$—
Cash paid for finance lease included in financing cash flows$—$22.7$—

Maturities of lease liabilities as of December 31, 2025 are as follows:

Years Ending December 31,(in millions)
2026$6.6
20278.0
20287.9
20298.1
203012.4
Thereafter39.3
Total future minimum lease payments82.3
Less: imputed interest(30.5)
Present value of future minimum lease payments$51.9

As of December 31, 2025, the weighted average remaining lease term for operating leases was 10.0 years and the weighted-average discount rate used to determine the operating lease liability was 7.9%.

Note 13. Debt

The components of debt consisted of the following:

December 31, 2025December 31, 2024
(in millions)Maturity DateAmountEffective Interest RateAmountEffective Interest Rate
Equipment financing2025$——%$8.75.90%
Mortgage2025——%60.95.74%
Convertible Senior Notes2026——%800.00.76%
Equipment financing202834.94.27% - 10.44%40.84.27% - 8.87%
Revolving Credit Facility2030——%——%
Term Loan B2031477.57.05%482.58.68%
Senior Unsecured Notes2033450.06.84%—
Unamortized debt discount2025 - 2033(3.5)(5.4)
Debt issuance costs2025 - 2033(9.7)(7.7)
Total debt, net949.21,379.8
Less: current portion18.483.8
Total long term-debt, net$930.8$1,296.1

Equipment Financings

The Company has outstanding loans secured by manufacturing lines located at the Company’s Acton, Massachusetts manufacturing facility.

Senior Secured Credit Agreement

The Company’s senior secured credit agreement (the “Credit Agreement”) includes a $500 million senior secured term loan B (the “Term Loan B”) and a senior secured revolving credit facility (“Revolving Credit Facility”). In March 2025, the Company upsized the borrowing capacity under its Revolving Credit Facility to $500 million and extended the maturity date to March 2030. In June 2025, the Company amended its Term Loan B to bear interest at a rate of Secured Overnight Financing Rate (“SOFR”) plus 2.00%. At the same time, the Company further amended its Revolving Credit Facility such that borrowings bear interest at a rate of SOFR plus an applicable margin of 1.50% to 2.00% based on the Company’s total leverage ratio.

In January 2024, the Company amended the Term Loan B to bear interest at a rate of SOFR plus 3.0%, with a 0% SOFR floor. In August 2024, the Company further amended its Term Loan B to bear interest at a rate of SOFR plus 2.5% and extended the term to August 2031.

The Term Loan B contains leverage and fixed charge coverage ratio covenants, both of which are measured upon the incurrence of future debt. The Revolving Credit Facility contains a covenant to maintain a specified leverage ratio under certain conditions when there are amounts outstanding.

Borrowings under the Credit Agreement are guaranteed by certain wholly owned domestic subsidiaries of the Company and are secured by substantially all assets of the Company and of each subsidiary guarantor, subject to certain exceptions. Additionally, borrowings under the Credit Agreement are senior to all of the Company’s unsecured indebtedness.

Senior Unsecured Notes

In March 2025, the Company issued $450 million aggregate principal amount of 6.5% senior unsecured notes due April 2033. The net proceeds of $440.7 million were used to repurchase a portion of the Convertible Senior Notes. The senior unsecured notes contains leverage and fixed charge coverage ratio covenants, both of which are measured upon the incurrence of future debt, as well as other customary covenants.

Convertible Senior Notes

In 2025, the Company repurchased $419.9 million aggregate principal amount ($417.6 million net of issuance costs) of 0.375% Convertible Senior Notes due September 2026 (the “Convertible Senior Notes”) for $541.5 million in cash, which resulted in a $123.9 million loss on extinguishment. The Company subsequently paid $510.7 million to redeem the remaining Convertible Senior Notes. The difference between this cash paid and the $380.1 million aggregate principal amount ($378.4 million net of issuance costs) redeemed resulted in a $132.3 million decrease to additional paid in capital. In connection with these transactions, the Company received $164.6 million of proceeds from the settlement of capped calls options associated with the Convertible Senior Notes.

As of December 31, 2024 unamortized issuance costs associated with the Convertible Senior Notes were $5.1 million.

The components of interest expense related to the Convertible Senior Notes were as follows:

Years Ended December 31,
(in millions)202520242023
Contractual interest expense$1.4$3.0$3.0
Amortization of debt issuance costs1.23.03.0
Total interest recognized on the Convertible Senior Notes$2.6$6.0$6.0

Carrying Value

The carrying value amounts of the Company’s debt were as follows:

As of December 31,
(in millions)20252024
Mortgage$—$60.6
Convertible Senior Notes—794.9
Equipment financings34.849.3
Term Loan B473.0475.1
Senior Unsecured Notes441.4—
Total debt, net$949.2$1,379.8

Maturity of Debt

The maturity of debt as of December 31, 2025 is as follows:

Years Ending December 31,(in millions)
2026$18.4
2027$19.4
2028$12.1
2029$5.0
2030$5.0

Note 14. Financial Instruments and Fair Value

Financial Instruments Disclosed at Fair Value

The following tables provide a summary of the significant financial instruments disclosed at fair value on a recurring basis:

Fair Value Measurements at December 31, 2025
(in millions)Level 1Level 2Level 3Total
Term Loan B**(1)**$482.3$—$—$482.3
Senior Unsecured Notes**(1)**469.2——469.2
Equipment financings**(2)**——34.834.8
Total$951.4$—$34.8$986.2
Fair Value Measurements at December 31, 2024
(in millions)Level 1Level 2Level 3Total
Term Loan B**(1)**$485.8$—$—$485.8
Convertible Senior Notes**(1)**—1,018.9—1,018.9
Equipment financings**(2)**——49.349.3
Mortgage**(2)**——60.660.6
Total$485.8$1,018.9$109.9$1,614.7

(1) Fair value was determined using quoted market prices obtained from third-party pricing sources.

(2) Fair value approximates carrying value and was determined using the cost basis.

Financial Instruments Measured at Fair Value on a Recurring Basis

The following tables provide a summary of financial instruments that are measured at fair value on a recurring basis:

Fair Value Measurements at December 31, 2025
(in millions)Level 1Level 2Level 3Total
Assets:
Cash**(1)**$138.7$—$—$138.7
Money market mutual funds**(1)**577.4——577.4
Interest rate swaps(2)—1.0—1.0
Total assets at fair value$716.1$1.0$—$717.1
Liabilities:
Interest rate swaps(2)$—$0.8$—$0.8
Fair Value Measurements at December 31, 2024
(in millions)Level 1Level 2Level 3Total
Cash**(1)**$133.4$—$—$133.4
Money market mutual funds**(1)**819.9——819.9
Interest rate swaps(2)—5.4—5.4
Debt securities(3)——4.74.7
Total assets at fair value$953.3$5.4$4.7$963.5

(1) Cash and cash equivalents are carried at face amounts, which approximate their fair values.

(2) Fair value represents the estimated amounts the Company would receive or pay to terminate the contracts and is determined using industry standard valuation models and market-based observable inputs, including credit risk and interest rate yield curves. The fair value of the swaps is included in other assets and other liabilities at December 31, 2025 and in prepaid expenses and other current assets at December 31, 2024.

(3) Fair value is determined using a discounted cash flow valuation model and market-based unobservable inputs, including credit spread, and risk free rate ranging from 4.0% - 4.7%.

Judgment is involved in estimating inputs, such as discount rates, used in Level 3 fair value measurements. Changes to these inputs can have a significant effect on fair value measurements and amounts that could be realized.

Below is a reconciliation of changes in fair value of debt and other investments:

(in millions)Debt SecuritiesOther InvestmentsTotal
December 31, 2023$4.7$3.8$8.5
Unrealized loss included in other income (expense), net—(3.8)(3.8)
December 31, 20244.7—4.7
Provision for credit loss included in selling, general and administrative expenses(4.7)—(4.7)
December 31, 2025$—$—$—

Note 15. Derivative Instruments

The Company manages interest rate exposure through the use of interest rate swap transactions with financial institutions acting as principal counterparties. In April 2025, the Company’s previous interest rate swaps expired and were replaced with interest rate swaps in which the Company receives variable rate interest payments and pays fixed interest at a weighted average rate of 3.47% on a total notional value of $460.0 million of the Term Loan B. The interest rate swaps have been designated as cash flow hedges.

Gains and losses on cash flow hedges reported in accumulated other comprehensive income are reclassified into interest expense, net in the consolidated statement of income when the hedged transactions affect earnings, that is, when interest expense is recognized for the Term Loan B. As of December 31, 2025, the amount of net gains related to the interest rate swaps included in accumulated other comprehensive income estimated to be reclassified into the statement of income over the next 12 months was insignificant.

As discussed in Note 13, in 2025, the Company provided notice of redemption for the remaining $380.1 million aggregate principal amount of its outstanding Convertible Notes. The Convertible Notes were fully redeemed in August 2025 for cash based on the Company's volume-weighted average stock price over the redemption period. The election to redeem the notes in cash resulted in an embedded derivative, which required bifurcation from the host debt instrument. The embedded derivative represented the variability in the cash settlement over the redemption period and subsequent changes in fair value based on the change in stock price over the redemption period were recognized in earnings. As a result, the Company recognized a gain of $12.5 million within other income (expense), net for the year ended December 31, 2025. The corresponding derivative asset was de-recognized upon settlement of the outstanding Convertible Notes, which resulted in a $12.5 million decrease to additional paid in capital.

Note 16. Commitments and Contingencies

Legal Proceedings

On April 24, 2025, the United States District Court for the District of Massachusetts entered final judgment in favor of Insulet Corporation in its ongoing litigation against EOFlow Co., Ltd.; EOFlow, Inc.; Nephria Bio, Inc.; and EOFlow’s CEO, Jesse Kim (collectively, “Defendants”), Insulet Corp. v. EOFlow Co. Ltd. et al., 1:23-cv-11780-FDS (D. Mass.). The litigation concerned the Defendants’ misappropriation of Insulet’s proprietary trade secrets relating to the design and manufacture of the Omnipod insulin patch pump. On December 3, 2024, a unanimous jury found four trade secrets asserted by Insulet valid and misappropriated and awarded Insulet total damages of $452 million, composed of $170 million in compensatory damages and $282 million in exemplary damages. The district court’s April 24, 2025 orders upheld the jury verdict and further entered a permanent injunction against Defendants. The injunction prohibits Defendants and others subject to the order from using, possessing, selling, distributing, or seeking regulatory approval for any products that were designed, developed, or manufactured, in whole or in part, using or relying on Insulet’s trade secrets. The injunction is worldwide and took effect immediately subject to a limited exception that permits six months of continuing sales to those patients of EOFlow that existed in the Republic of Korea and the European Union as of October 2023. The permanent injunction further requires EOFlow to assign certain patent applications to Insulet, disgorge any break-up fees received from Medtronic in connection with a previously contemplated acquisition, and submit to ongoing audits to ensure compliance with the district court’s orders. In view of the scope of the permanent injunction, the Court reduced Insulet’s monetary award to $59.4 million to avoid a double recovery.

The Company has not recorded the damages awarded in the Company’s consolidated statements of income, as EOFlow has appealed and EOFlow’s ability to satisfy the damages award is uncertain. Additionally, Insulet has cross-appealed. Further, EOFlow filed a motion to the court of appeals requesting that the permanent injunction against it be stayed in its entirety during the pendency of the appeal. On July 7, 2025, the court of appeals granted a stay in part “only to the extent that the district court’s temporary stay (set to end October 24, 2025), regarding EOFlow patients in the Republic of Korea and the European Union, is extended (1) to include patients residing in the European Union who were using the relevant product(s) as of April 24, 2025, and (2) until further notice of the court.” Briefing in EOFlow’s appeal was completed on October 17, 2025, and oral argument was held before the court of appeals on January 5, 2026.

The Company is, from time to time, involved in the normal course of business in various legal proceedings, including intellectual property, contract, employment, and product liability suits. The Company does not expect the outcome of these proceedings, either individually or in the aggregate, to have a material adverse effect on its results of operations.

Note 17. Equity

Equity Award Plan

In May 2025, the Company adopted the 2025 Stock Option and Incentive Plan (the “2025 Plan”), which replaced its previous stock option and incentive plan. The 2025 Plan provides for a maximum of 7.4 million shares to be issued, in addition to the number of shares related to awards outstanding under the 2017 and 2007 plans that are terminated by expiration, forfeiture, or cancellation. The shares can be issued as stock options, restricted stock units, stock appreciation rights, deferred stock awards, restricted stock, unrestricted stock, cash-based awards, performance share awards, or dividend equivalent rights. As of December 31, 2025, 7.3 million shares remain available for future issuance under the 2025 Plan.

Stock-Based Compensation Expense

Compensation expense related to stock-based awards was recorded as follows:

Years Ended December 31,
(in millions)202520242023
Cost of revenue$0.8$0.7$0.4
Research and development12.09.011.6
Selling, general and administrative49.859.636.4
Total$62.6$69.3$48.4

Stock Options

Options are granted to purchase common shares at prices that are equal to the fair market value of the shares on the date the options are granted. Options generally vest in equal annual installments over a period of four years and expire 10 years after the date of grant. The grant-date fair value of options, adjusted for estimated forfeitures, is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period.

The following summarizes the activity under the Company’s stock option plans:

NumberWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (in years)Aggregate Intrinsic Value (in millions)
Outstanding at December 31, 2024399,395$155.65
Granted131,959$276.67
Exercised(153,533)$124.46$28.4
Forfeited and canceled(85,400)$220.49
Outstanding at December 31, 2025292,421$207.666.9$23.2
Vested, December 31, 2025108,507$153.213.9$14.2
Vested or expected to vest, December 31, 2025260,575$202.526.6$21.9

The aggregate intrinsic value of options exercised for the years ended December 31, 2024 and 2023 was $16.5 million and $52.7 million, respectively.

The Company uses the Black-Scholes pricing model to determine the fair value of options granted. The assumptions used in the Black-Scholes pricing model are as follows:

  • Risk-free Interest Rate—The risk-free interest rate is the implied yield available on U.S. treasury zero-coupon issues with a remaining term equal to the option’s expected term on the grant date.

*•*Expected Term—The expected term of options granted represents the period of time for which the options are expected to be outstanding. The Company estimates the expected term using both historical and hypothetical exercise data for outstanding options.

  • Dividend Yield—The Company has never declared or paid any cash dividends on any of its capital stock and does not expect to do so in the foreseeable future. Accordingly, the Company uses an expected dividend yield of zero to calculate the grant-date fair value of a stock option.

*•*Expected Volatility—The expected volatility is a measure of the amount by which the Company’s stock price is expected to fluctuate during the expected term of options granted. The Company determines the expected volatility based primarily upon the historical volatility of the Company’s common stock over a period commensurate with the option’s expected term.

The weighted-average assumptions used in the Black-Scholes pricing model for options granted during each year, along with the weighted-average grant-date fair values, were as follows:

Years Ended December 31,
202520242023
Risk-free interest rate4.1%4.4%4.3%
Expected life of options (in years)4.24.14.2
Dividend yield—%—%—%
Expected stock price volatility42.9%46.2%45.7%
Fair value per option$108.51$69.48$115.32

As of December 31, 2025, there was $13.3 million of unrecognized compensation cost related to non-vested stock options. This cost is expected to be recognized over a weighted average period of 2.7 years.

Restricted Stock Units

Restricted Stock Units (“RSUs”) generally vest in equal annual installments over a three-year period. The grant-date fair value of RSUs, adjusted for estimated forfeitures, is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The Company determines the fair value of RSUs based on the closing price of its common stock on the date of grant.

Activity for RSUs is as follows:

NumberWeighted Average Fair Value
Outstanding at December 31, 2024392,746$196.74
Granted232,054$277.24
Vested(177,303)$207.62
Forfeited(54,623)$222.38
Outstanding at December 31, 2025392,874$235.78

The weighted-average grant-date fair value per share of RSUs granted was $171.23 and $259.86 for the years ended December 31, 2024 and 2023, respectively. The total fair value of RSUs vested was $36.8 million, $28.3 million, and $24.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.

As of December 31, 2025, there was $63.1 million of unrecognized compensation cost related to time-based RSUs, which is expected to be recognized over a weighted-average period of 1.9 years.

Performance Stock Units

Performance stock units (“PSUs”) generally vest over a three-year period from the grant date and include both a service and performance component. Beginning in 2025, the Company added a market component to PSUs based on relative total shareholder return (total shareholder return for the Company compared with total shareholder return of a peer group). PSUs are recognized when performance conditions are probable of being achieved. Certain of these PSUs could ultimately vest at up to 250% of the target award depending on the achievement of the performance and market criteria. The Company determines the fair value of PSUs based on the closing price of its common stock on the date of grant. The Company uses the Monte Carlo model to estimate the probability of satisfying the market condition.

Activity for PSUs is as follows:

NumberWeighted Average Fair Value
Outstanding at December 31, 2024236,772$205.74
Granted119,459$299.58
Vested(83,216)$239.48
Performance adjustment(1)33,742$272.27
Forfeited(99,907)$226.81
Outstanding at December 31, 2025(2)206,850$241.67

(1) Represents the adjustment to awards granted in 2022 for the three-year performance cycle award period ended 2024, based on the actual performance achievement of 169%. These shares vested in February 2025.

(2) Based on 200% achievement of the performance metrics, 53 thousand shares of Insulet were earned for awards that were granted in 2023 for the performance period ended December 31, 2025. These shares vest in February 2026.

The weighted-average assumptions used in the Monte Carlo model for PSUs granted were:

Risk-free interest rate4.0%
Expected stock price volatility41.7%
Peer group stock price volatility46.0%
Correlation of returns29.2%

The weighted-average grant-date fair value per share of PSUs granted was $166.86 and $276.36 for the years ended December 31, 2024 and 2023, respectively. The total fair value of PSUs vested was $19.9 million, $4.7 million, and $8.7 million for the years ended December 31, 2025, 2024, and 2023, respectively.

As of December 31, 2025, there was $63.7 million of unrecognized compensation cost related to PSUs, which is expected to be recognized over a weighted-average period of 1.6 years.

Employee Stock Purchase Plan

The Employee Stock Purchase Plan (“ESPP”) authorizes the issuance of up to 880,000 shares of common stock to participating employees. Employees that participate in the Company’s ESPP may annually purchase up to a maximum of 800 shares per offering period or $25,000 worth of common stock by authorizing payroll deductions of up to 10% of their base salary. The purchase price for each share purchased is 85% of the lower of the fair market value of the common stock on the first or last day of the offering period. The Company issued 59,487, 78,068, and 55,439 shares of common stock for the years ended December 31, 2025, 2024, and 2023, respectively, to employees participating in the ESPP. As of December 31, 2025, 226,855 shares remain available for future issuance under the ESPP.

The Company uses the Black-Scholes pricing model to determine the fair value of shares purchased under the ESPP. The calculation of the fair value of shares purchased is affected by the stock price on the purchase date, the expected volatility of the Company’s stock over the expected term, the risk-free interest rate, and the dividend yield.

The estimated fair value of shares purchased under the ESPP were based on the following assumptions:

Years Ended December 31,
202520242023
Risk-free interest rate3.8% - 4.3%4.4% - 5.4%5.3% - 5.4%
Expected term (in years)0.50.50.5
Dividend yield—%—%—%
Expected stock price volatility32.0% - 42.9%34.2% - 40.9%29.1% - 47.0%

The weighted average grant date fair value of the six-month option inherent in the ESPP was $82.86, $58.54, and $60.67, for the years ended December 31, 2025, 2024, and 2023, respectively.

As of December 31, 2025, there was $2.3 million of unrecognized compensation cost related to the ESPP. This cost is expected to be recognized over a weighted average period of 0.4 years.

Share Repurchase Program

In March 2025, the Company’s Board of Directors authorized a program to repurchase up to $125 million in common stock through December 31, 2026 to offset dilution from stock-based compensation. In February 2026, the Board of Directors extended the authorization of this program to December 31, 2027 and approved an additional $350 million in common stock repurchases through December 31, 2027.

Note 18. Accumulated Other Comprehensive Income (Loss)

Changes in the components of accumulated other comprehensive income (loss), net of tax, were as follows:

(in millions)Foreign Currency Translation AdjustmentUnrealized Losses on SecuritiesUnrealized Gains on Cash Flow HedgesAccumulated Other Comprehensive Income (Loss)
Balance, December 31, 2022$(16.9)$—$36.9$20.0
Other comprehensive income (loss) before reclassifications2.5(0.3)6.18.3
Amounts reclassified to net income(1)——(20.3)(20.3)
Balance, December 31, 2023(14.4)(0.3)22.88.0
Other comprehensive income (loss) before reclassifications(7.9)—(39.4)(47.2)
Amounts reclassified to net income(1)——26.026.0
Balance, December 31, 2024(22.3)(0.3)9.4(13.2)
Other comprehensive income (loss) before reclassifications29.7—(24.4)5.4
Amounts reclassified to net income(1)——20.320.3
Balance, December 31, 2025$7.5$(0.3)$5.3$12.5

(1) Income tax expense on cash flow hedges in other comprehensive income (loss) before reclassification for the year ended December 31, 2025 and December 31, 2024 were $1.2 million and $3.9 million, respectively. There was no tax impact for the year ended December 31, 2023. Additionally, there is no income tax impact on currency translation adjustments.

Note 19. Benefit Plans

Defined Contribution Plan

The Company maintains a tax-qualified 401(k) retirement plan in the United States. Through 2025, the Company generally made a matching contribution equal to 50% of each employee’s elective contribution to the plan up to 6% of the employee’s eligible pay. In addition, the Company offers defined contribution plans for eligible employees in its foreign subsidiaries. The total amount contributed by the Company to these defined contribution plans was $17.9 million, $13.3 million, and $12.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Deferred Compensation Plan

The Company has an unfunded, non-qualified deferred compensation plan for non-employee directors that allows participants to defer receipt of RSUs or cash compensation in the form of stock until a later date. Deferred awards are credited to a deferred stock account. The shares are held in a rabbi trust, which is classified and accounted for as equity in a manner consistent with the accounting for treasury stock. As of December 31, 2025, 3,142.5 shares were held in the trust. No shares were held in the trust as of December 31, 2024. The shares will be distributed when board service ceases.

Note 20. Income Taxes

The U.S. and foreign components of income before income taxes were as follows:

Years Ended December 31,
(in millions)202520242023
U.S.$248.0$253.9$199.5
Foreign91.546.315.1
Income before income taxes$339.5$300.2$214.7

The provision for income taxes consists of the following:

Years Ended December 31,
(in millions)202520242023
Current
Federal$2.9$5.8$—
State1.86.43.7
Foreign25.46.64.1
Total current tax expense30.118.87.8
Deferred
Federal58.9(111.1)0.1
State4.8(18.6)—
Foreign(1.5)(7.2)0.4
Total deferred tax expense (benefit)62.3(136.9)0.5
Income tax expense (benefit)$92.4$(118.1)$8.3

Reconciliations of the U.S. federal statutory rate to the Company’s effective tax rate for the year ended December 31, 2025 are as follows:

Year Ended December 31, 2025
(in millions)AmountPercent
U.S. federal statutory tax rate$71.321.0%
State and local income taxes, net of federal income tax effect**(1)**6.01.8
Foreign tax effects
United Kingdom4.81.4
Other foreign jurisdictions(0.1)—
Effect of cross-border tax laws——
Tax credits:
R&D(14.6)(4.3)
Foreign tax credit(3.6)(1.1)
Change in valuation allowance0.50.1
Nontaxable or nondeductible items
Extinguishment of debt22.86.7
Other nondeductible items2.00.6
Other(0.1)—
Changes in unrecognized tax benefits3.61.1
Effective tax rate$92.427.2%

(1) State and local taxes in Colorado comprise the majority of this category.

Reconciliations of the U.S. federal statutory rate to the Company’s effective tax rate for the years ended December 31, 2024 and 2023 are as follows:

Year Ended December 31, 2024Year Ended December 31, 2023
AmountPercentAmountPercent
U.S. federal statutory rate$63.021.0%$45.121.0%
Foreign tax rate differential3.21.11.30.6
State taxes, net of federal benefit6.92.35.22.4
Federal and state R&D credits(13.2)(4.4)(12.6)(5.9)
Stock-based compensation1.40.5(6.8)(3.2)
Non-deductible officers’ compensation1.80.62.81.3
Permanent items3.21.11.60.7
Change in valuation allowance(179.4)(59.8)(23.2)(10.8)
Change to prior year R&D credit(8.3)(2.8)(6.0)(2.8)
Other3.21.11.20.6
Effective tax rate$(118.1)(39.3)%$8.33.9%

During the year ended December 31, 2024, following the evaluation of the positive and negative evidence including cumulative income (loss) position, revenue growth, current profitability, and expectations regarding future forecasted income, the Company released a substantial portion of its valuation allowance against deferred tax assets.

For all periods presented, no provision for income taxes has been provided on undistributed earnings of the Company’s foreign subsidiaries, except for Canada, because such earnings are indefinitely reinvested in the foreign operations. The Company has recorded a deferred tax liability for the tax costs on these earnings to the extent they cannot be repatriated in a tax-free manner. No deferred tax liability has been recorded related to the repatriation of $127.2 million in earnings that are indefinitely reinvested. Events that could trigger a tax liability include, but are not limited to, distributions, reorganizations or restructurings, and/or tax law changes. Determining the amount of unrecognized deferred tax liabilities on these indefinitely reinvested earnings is not practicable due to complexities associated with the hypothetical calculation.

The Company files federal, state, and foreign tax returns, which are subject to examination by the relevant tax authorities. The U.S. Internal Revenue Service is currently examining the Company’s U.S. federal income tax return for 2023. The Company’s U.S. federal and state tax returns are currently open to examination for tax years 2022 and 2024. In addition, the Company’s U.S. net operating loss carryforwards from 2001 and forward may be subject to examination in the periods that they are utilized.

The following table summarizes the activity related to the Company’s unrecognized tax benefits:

Years Ended December 31,
(in millions)202520242023
Unrecognized tax benefits at beginning of year$12.8$5.0$—
Additions related to current period tax positions3.82.72.4
Additions related to prior period tax positions0.15.12.6
Unrecognized tax benefits at end of year$16.7$12.8$5.0

As of December 31, 2025, 2024, and 2023, the Company had unrecognized tax benefits that would impact the effective tax rate if recognized of $16.7 million, $12.8 million, and $5.0 million, respectively. No interest and penalties were recognized related to uncertain tax positions for the years ended December 31, 2025, 2024, and 2023, respectively, and no interest or penalties were accrued as of December 31, 2025 and 2024, respectively.

Income taxes paid by jurisdiction for the year ended December 31, 2025 were as follows:

(in millions)
U.S. federal$14.7
U.S. state and local
Colorado2.2
Other3.8
Foreign
United Kingdom11.9
Other5.8
Total income taxes paid$38.5

The components of the net deferred tax asset were as follows:

As of December 31,
(in millions)20252024
Deferred tax assets:
Net operating loss carryforwards$19.6$23.4
Tax credits69.856.7
Capitalized research and development expenditures15.778.8
Accrued expenses39.034.5
Inventory capitalization8.28.2
Intangible assets6.96.4
Incentive compensation21.314.7
Stock-based compensation12.210.2
Other7.511.3
Total deferred tax assets200.2244.0
Deferred tax liabilities:
Prepaid assets(12.0)(9.3)
Property, plant and equipment(56.7)(47.5)
Capitalized contract acquisition costs(17.4)(13.1)
Other(2.0)(8.6)
Total deferred tax liabilities(88.1)(78.4)
Net deferred tax asset before valuation allowance112.1165.6
Valuation allowance(30.6)(23.9)
Net deferred tax asset$81.6$141.7

During the year ended December 31, 2025, the Company recognized a $69.2 million decrease in deferred tax assets associated with the One Big Beautiful Bill Act primarily resulting from the immediate expensing of domestic capitalized research and development expenditures. The $6.7 million increase in the valuation allowance for the year ended December 31, 2025 was primarily due to an increase in state research and development credits.

As of December 31, 2025, the Company’s net operating loss carryforwards were as follows:

(in millions)Expiration PeriodNet Operating Loss Carryforwards
U.S. federal2032 - 2037$40.2
State2026 - 2042$196.4
ForeignIndefinite$1.5

As of December 31, 2025, the Company’s tax credit carryforwards were as follows:

(in millions)Expiration PeriodTax Credit Carryforwards
U.S. federal2026 - 2045$54.1
State2026 - 2045$39.6

The Company's net operating loss and tax credit carryforwards may be subject to limitations as a result of changes in the ownership of the Company's stock.

Note 21. Earnings Per Share

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed using the weighted average number of common shares outstanding and, when dilutive, common share equivalents. The computation of basic and diluted earnings per share was as follows:

Years Ended December 31,
(in millions, except share and per share data)202520242023
Net income$247.1$418.3$206.3
Add back interest expense, net of tax attributable to assumed conversion of Convertible Senior Notes3.09.110.4
Net income, diluted$250.1$427.4$216.8
Weighted average number of common shares outstanding, basic (in thousands)70,34870,07669,751
Convertible Senior Notes1,2343,5283,528
Stock options100150286
Restricted stock units20413668
Weighted average number of common shares outstanding, diluted (in thousands)71,88673,89173,633
Earnings per share
Basic$3.51$5.97$2.96
Diluted$3.48$5.78$2.94

The number of common share equivalents excluded from the computation of diluted earnings per share because either the effect would have been anti-dilutive, or the performance criteria related to the units had not yet been met, were as follows:

Years Ended December 31,
(in thousands)202520242023
Restricted stock units425464322
Stock options129209163
Total554673485

Note 22. Supplemental Cash Flow Information

Years Ended December 31,
(in millions)202520242023
Cash paid for interest, net of amount capitalized$50.8$47.1$49.9
Cash paid for taxes$38.5$20.6$8.1
Purchases of property and equipment included in accounts payable and accrued expenses$6.9$3.2$7.1
Purchases of property, plant and equipment included in long-term debt$3.5$7.1$12.9

SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS

The following table sets forth activities in the Company’s valuation allowance accounts:

DescriptionBalance at Beginning of YearAdditions Charged to Costs and ExpensesOtherDeductionsBalance at End of Year
(in millions)
Year Ended December 31, 2025
Reserve for rebates, chargebacks and wholesaler fees$171.7$847.6$—$(786.5)$232.8
Deferred tax valuation allowance$23.9$6.7$—$—$30.6
Reserve for inventory excess and obsolescence$24.3$6.9$—$(6.7)$24.5
Year Ended December 31, 2024
Reserve for rebates, chargebacks and wholesaler fees$157.7$587.8$—$(573.8)$171.7
Deferred tax valuation allowance$202.9$5.1$—$(184.2)$23.9
Reserve for inventory excess and obsolescence$9.8$20.4$—$(5.9)$24.3
Year Ended December 31, 2023
Reserve for rebates, chargebacks and wholesaler fees$77.3$465.5$—$(385.1)$157.7
Deferred tax valuation allowance$222.8$73.5$3.6$(97.1)$202.9
Reserve for inventory excess and obsolescence$5.5$5.9$—$(1.5)$9.8

Previous: Item 7A. Quantitative and Qualitative Disclosures about Market Risk · Next: Item 9. Changes in and Disagreements With Accountants On Accounting And Financial Disclosure