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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


Form 10-Q


☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-33462


INSULET CORPORATION

(Exact name of Registrant as specified in its charter)


Delaware04-3523891
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
100 Nagog ParkActonMassachusetts01720
(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, Including Area Code: (978) 600-7000


Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.001 Par Value Per SharePODDThe NASDAQ Stock Market, LLC

As of July 29, 2026, the registrant had 69,354,199 shares of common stock outstanding.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (Unaudited)3
Condensed Consolidated Balance Sheets (Unaudited) as of June 30, 2026 and December 31, 20253
Condensed Consolidated Statements of Income (Unaudited) for the three and six months ended June 30, 2026 and 20254
Condensed Consolidated Statements of Comprehensive Income (Unaudited) for the three and six months ended June 30, 2026 and 20255
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) for the three and six months ended June 30, 2026 and 20256
Condensed Consolidated Statements of Cash Flows (Unaudited) for the six months ended June 30, 2026 and 20258
Notes to Condensed Consolidated Financial Statements (Unaudited)9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations19
Item 3. Quantitative and Qualitative Disclosures About Market Risk27
Item 4. Controls and Procedures27
PART II. OTHER INFORMATION
Item 1. Legal Proceedings28
Item 1A. Risk Factors28
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds28
Item 3. Defaults Upon Senior Securities28
Item 4. Mine Safety Disclosures28
Item 5. Other Information28
Item 6. Exhibits28
Signatures29

PART I - FINANCIAL INFORMATION

Item 1.Condensed Consolidated Financial Statements (Unaudited)

INSULET CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in millions, except share and per share data)June 30, 2026December 31, 2025
ASSETS
Current Assets
Cash and cash equivalents$534.9$716.1
Accounts receivable trade, net588.7516.9
Inventories484.8452.6
Prepaid expenses and other current assets240.7228.3
Total current assets1,849.11,914.0
Property, plant and equipment, net858.6819.5
Other intangible assets, net115.1117.1
Goodwill51.651.6
Other assets290.8288.2
Total assets$3,165.1$3,190.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable$123.3$75.0
Accrued expenses and other current liabilities602.0586.7
Current portion of long-term debt18.918.4
Total current liabilities744.2680.1
Long-term debt, net929.5930.8
Other liabilities69.264.4
Total liabilities1,742.91,675.2
Commitments and contingencies (note 11)
Stockholders’ Equity
Preferred stock, $0.001 par value, 5,000,000 authorized; none issued and outstanding——
Common stock, $0.001 par value,100,000,000 authorized; 70,798,932 and 70,588,192 issued0.10.1
Additional paid-in capital1,309.01,274.9
Accumulated earnings473.5287.4
Accumulated other comprehensive income1.912.5
Treasury stock, at cost; 1,447,918 and 197,374 shares(363.5)(60.4)
Deferred compensation1.20.8
Total stockholders’ equity1,422.21,515.2
Total liabilities and stockholders’ equity$3,165.1$3,190.4

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

INSULET CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

Three Months Ended June 30,Six Months Ended June 30,
(in millions, except share and per share data)2026202520262025
Revenue$801.7$470.5$1,563.4$891.0
Revenue to related party—178.6—327.1
Total revenue801.7649.11,563.41,218.1
Cost of revenue239.1196.9471.8356.8
Gross profit562.6452.21,091.6861.3
Research and development expenses88.173.4177.8133.0
Selling, general and administrative expenses344.8257.7662.1518.4
Operating income129.7121.1251.8209.9
Interest expense(13.5)(19.6)(28.2)(28.8)
Interest income3.610.18.520.3
Loss on extinguishment of debt—(84.4)—(123.9)
Other (expense) income, net(1.1)1.3(0.4)(0.9)
Income before income taxes118.728.4231.776.5
Income tax expense(23.7)(5.9)(45.6)(18.6)
Net income$95.0$22.5$186.1$57.9
Earnings per share:
Basic$1.37$0.32$2.67$0.82
Diluted$1.37$0.32$2.67$0.82
Weighted-average number of common shares outstanding (in thousands):
Basic69,29870,38969,64270,330
Diluted69,40370,65269,80370,641

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

INSULET CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Net income$95.0$22.5$186.1$57.9
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustment(3.0)22.3(9.6)32.6
Unrealized loss on cash flow hedges, net of tax(0.6)(0.9)(0.9)(4.1)
Other comprehensive (loss) income, net of tax(3.7)21.4(10.6)28.6
Comprehensive income$91.3$43.9$175.5$86.5

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

INSULET CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

Three Months Ended June 30, 2026

Common StockAdditional Paid-in CapitalAccumulated EarningsAccumulated Other Comprehensive IncomeTreasury StockDeferred CompensationTotal Shareholders’ Equity
(shares in thousands, dollars in millions)SharesAmount
Balance at March 31, 202669,264$0.1$1,280.8$378.55.6(363.3)0.9$1,302.6
Net income———95.0———95.0
Other comprehensive loss, net of tax————(3.7)——(3.7)
Exercise of options to purchase common stock3—0.1————0.1
Issuance of shares for employee stock purchase plan72—8.9————8.9
Stock-based compensation expense——19.7————19.7
Restricted stock units vested, net of shares withheld for taxes12—(0.5)————(0.5)
Repurchase of common stock, including excise tax—————0.1—0.1
Deferred compensation—————(0.3)0.3—
Balance at June 30, 202669,351$0.1$1,309.0$473.5$1.9$(363.5)$1.2$1,422.2

Three Months Ended June 30, 2025

Common StockAdditional Paid-in CapitalAccumulated EarningsAccumulated Other Comprehensive (Loss) IncomeTreasury StockDeferred CompensationTotal Shareholders’ Equity
(shares in thousands, dollars in millions)SharesAmount
Balance at March 31, 202570,362$0.1$1,260.9$75.7$(6.0)$(0.2)$0.2$1,330.6
Net income———22.5———22.5
Other comprehensive income, net of tax————21.4——21.4
Exercise of options to purchase common stock71—10.1————10.1
Issuance of shares for employee stock purchase plan31—7.1————7.1
Stock-based compensation expense——7.5————7.5
Restricted stock units vested, net of shares withheld for taxes20—(1.6)————(1.6)
Repurchase of common stock(93)————(30.1)—(30.1)
Deferred compensation—————(0.7)0.7—
Settlement of capped call options——95.4————95.4
Balance at June 30, 202570,391$0.1$1,379.4$98.2$15.4$(31.0)$0.9$1,462.9

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

Six Months Ended June 30, 2026

Common StockAdditional Paid-in CapitalAccumulated EarningsAccumulated Other Comprehensive IncomeTreasury StockDeferred CompensationTotal Shareholders’ Equity
(shares in thousands, dollars in millions)SharesAmount
Balance at December 31, 202570,391$0.1$1,274.9$287.4$12.5$(60.4)$0.8$1,515.2
Net income———186.1———186.1
Other comprehensive loss, net of tax————(10.6)——(10.6)
Exercise of options to purchase common stock8—0.5————0.5
Issuance of shares for employee stock purchase plan72—8.9————8.9
Stock-based compensation expense——40.9————40.9
Restricted stock units vested, net of shares withheld for taxes130—(16.2)————(16.2)
Repurchase of common stock, including excise tax(1,251)————(302.6)—(302.6)
Deferred compensation—————(0.4)0.4—
Balance at June 30, 202669,351$0.1$1,309.0$473.5$1.9$(363.5)$1.2$1,422.2

Six Months Ended June 30, 2025

Common StockAdditional Paid-in CapitalAccumulated EarningsAccumulated Other Comprehensive (Loss) IncomeTreasury StockDeferred CompensationTotal Shareholders’ Equity
(share in thousands, dollars in millions)SharesAmount
Balance at December 31, 202470,196$0.1$1,184.4$40.3$(13.2)$—$—$1,211.6
Net income———57.9———57.9
Other comprehensive income, net of tax————28.6——28.6
Exercise of options to purchase common stock108—12.6————12.6
Issuance of shares for employee stock purchase plan31—7.1————7.1
Stock-based compensation expense——25.7————25.7
Restricted stock units vested, net of shares withheld for taxes148—(22.9)————(22.9)
Repurchase of common stock(93)————(30.1)—(30.1)
Deferred compensation—————(0.9)0.9—
Settlement of capped call options——172.4————172.4
Balance at June 30, 202570,391$0.1$1,379.4$98.2$15.4$(31.0)$0.9$1,462.9

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

INSULET CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

Six Months Ended
(in millions)20262025
Cash flows from operating activities
Net income$186.1$57.9
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization52.944.0
Stock-based compensation expense40.925.7
Non-cash interest expense1.44.6
Loss on extinguishment of debt—123.9
Deferred income taxes15.27.0
Provision for credit losses0.75.1
Other(0.5)4.0
Changes in operating assets and liabilities:
Accounts receivable(76.9)(41.8)
Accounts receivable - related party—(25.1)
Inventories(34.9)(4.7)
Prepaid expenses and other assets(28.1)(31.6)
Accounts payable39.972.6
Accrued expenses and other liabilities5.618.7
Net cash provided by operating activities202.2260.3
Cash flows from investing activities
Capital expenditures(56.8)(30.9)
Investments in developed software(8.3)(8.0)
Net cash used in investing activities(65.1)(38.9)
Cash flows from financing activities
Proceeds from issuance of senior unsecured notes, net of issuance costs—440.7
Repayment of convertible debt—(541.5)
Settlement of capped call options—75.7
Proceeds from issuance of term loan B, net of issuance costs—15.5
Repayment of other debt(9.1)(26.4)
Proceeds from secured borrowings (note 3)—36.1
Repayment of secured borrowings (note 3)—(32.6)
Repurchase of common stock(300.0)(30.1)
Proceeds from exercise of stock options0.512.6
Proceeds from issuance of common stock under employee stock purchase plan8.97.1
Payment of withholding taxes in connection with vesting of restricted stock units(16.2)(22.9)
Net cash used in financing activities(315.9)(65.8)
Effect of exchange rates on cash and cash equivalents(2.4)12.7
Net (decrease) increase in cash and cash equivalents(181.2)168.2
Cash and cash equivalents, beginning of period716.1953.4
Cash and cash equivalents, end of period$534.9$1,121.6
Supplemental disclosure of cash flow information:
Purchases of property and equipment included in accounts payable and accrued expenses$22.4$4.5

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

INSULET CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited financial statements reflect the consolidated operations of Insulet Corporation and its subsidiaries (“Insulet” or the “Company”). The unaudited condensed 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. In management’s opinion, the unaudited condensed financial statements contain all normal recurring adjustments necessary for a fair statement of the interim results reported. Operating results for the six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026, or for any other subsequent interim period. 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.

The year-end balance sheet data was derived from the audited consolidated financial statements. These unaudited condensed financial statements do not include all of the annual disclosures required by GAAP; accordingly, they should be read in conjunction with the Company’s audited consolidated financial statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

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 were no longer considered related party transactions.

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 input:

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.

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.

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

Recently Adopted Accounting Standards

The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2025-05*, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets*, during the first quarter of 2026. This ASU allows companies to elect a practical expedient to simplify the measurement of credit losses for certain receivables and contract assets. The Company elected to apply the practical expedient prospectively. The adoption of this ASU had no impact on the Company’s consolidated financial statements.

Accounting Standards Issued and Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40). The new guidance requires disaggregated disclosure of expenses included in certain expense captions presented in the statements of income as well as additional disclosures about selling expenses. The Company intends to adopt these new disclosure requirements beginning with our annual filing for 2027, as required. The guidance may be applied prospectively or retrospectively. The Company is currently evaluating the impact of this guidance.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which modernizes the internal-use software guidance by eliminating references to prescriptive and sequential software development stages. The guidance is effective for the Company beginning in the first quarter of 2028. Early adoption is permitted. The guidance may be applied prospectively, modified prospectively, or retrospectively. The Company is currently evaluating the impact of this guidance.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements. The new guidance simplifies certain aspects of hedge documentation, assessment of hedge effectiveness, and ongoing application requirements. The guidance is effective for the Company beginning in the first quarter of 2027, but early adoption is permitted. Once adopted, the guidance is applied prospectively. The adoption of this ASU will not have an impact on the Company's consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities, which provides guidance on the recognition, measurement, presentation, and disclosure of government grants received. The guidance is effective for the Company beginning in the first quarter of 2029, but early adoption is permitted. The guidance may be applied prospectively, modified prospectively, or retrospectively. The Company is currently evaluating the impact of this guidance.

Note 2. Revenue and Contract Acquisition Costs

The following table summarizes the Company’s disaggregated revenue:

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
U.S.$544.1$453.2$1,059.7$854.9
International251.8185.8494.6338.1
Total Omnipod products795.9639.01,554.31,193.0
Drug Delivery5.810.29.125.1
Total revenue$801.7$649.1$1,563.4$1,218.1

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

Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Distributor A25%26%23%26%
Distributor B17%27%21%25%
Distributor C22%22%21%23%

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

(in millions)June 30, 2026December 31, 2025
Accrued expenses and other current liabilities$12.4$14.0
Other liabilities2.11.5
Total Deferred Revenue$14.5$15.5

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

Six Months Ended June 30,
(in millions)20262025
Deferred revenue recognized$11.0$6.2

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:

(in millions)June 30, 2026December 31, 2025
Prepaid expenses and other current assets$27.2$25.3
Other assets56.653.0
Total capitalized contract acquisition costs, net$83.8$78.4

The Company recognized $6.6 million and $5.5 million of amortization of capitalized contract acquisition costs during the three months ended June 30, 2026 and 2025, respectively, and recognized $12.9 million and $10.6 million of amortization of capitalized contract acquisition costs during the six months ended June 30, 2026 and 2025, respectively.

Note 3. Accounts Receivable, Net

Accounts receivable, net were comprised of the following:

(in millions)June 30, 2026December 31, 2025
Accounts receivable trade, net$580.4$511.3
Unbilled receivables8.35.7
Accounts receivable, net$588.7$516.9

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

June 30, 2026December 31, 2025
Distributor A33%37%
Distributor B16%20%
Distributor C16%10%

The Company outsourced 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. 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 4. Inventories

Inventories were comprised of the following:

(in millions)June 30, 2026December 31, 2025
Raw materials$211.9$194.1
Work in process60.064.6
Finished goods212.9193.9
Total inventories$484.8$452.6

Note 5. Cloud Computing Costs

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

(in millions)June 30, 2026December 31, 2025
Short term portion$41.4$46.0
Long term portion200.6159.1
Total capitalized implementation costs242.0205.1
Less: accumulated amortization(118.8)(94.4)
Capitalized implementation costs, net$123.3$110.7

Amortization expense was $12.8 million and $7.9 million for the three months ended June 30, 2026 and 2025, respectively, and was $24.3 million and $15.5 million for the six months ended June 30, 2026 and 2025, respectively.

Note 6. Goodwill and Other Intangible Assets, Net

The carrying amount of goodwill was $51.6 million at both June 30, 2026 and December 31, 2025.

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

June 30, 2026December 31, 2025
(in millions)Gross Carrying AmountAccumulated AmortizationNet Book ValueGross Carrying AmountAccumulated AmortizationNet Book Value
Customer relationships$43.1$(36.7)$6.4$43.2$(35.8)$7.4
Internal-use software76.2(20.1)56.168.3(14.1)54.2
Developed technology28.3(8.0)20.328.3(6.9)21.4
Patents44.0(11.8)32.244.0(9.9)34.2
Total intangible assets$191.6$(76.5)$115.1$183.8$(66.7)$117.1

Note 7. Accrued Expenses and Other Current Liabilities

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

(in millions)June 30, 2026December 31, 2025
Accrued rebates$259.7$205.5
Employee compensation and related costs153.8209.2
Professional and consulting services51.458.2
Other137.2113.9
Accrued expenses and other current liabilities$602.0$586.7

Product Warranty Costs

The Company provides a four-year warranty on its Controllers and Personal Diabetes Managers (“PDMs”) sold in the United States and Europe and a five-year warranty on Controllers and 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 claims include current product costs, reclaim costs, shipping and handling costs, and direct and incremental distribution and customer service support costs. Since the Company continues to introduce new products and versions, the anticipated performance of the product over the warranty period is also considered in estimating warranty reserves. Warranty expense is recorded in cost of revenue in the consolidated statements of income.

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

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Product warranty liability at beginning of period$24.7$16.1$16.8$13.9
Warranty expense - voluntary medical device corrections25.3—37.0—
Warranty expense - other8.56.815.414.4
Change in estimate(3.6)—(3.6)—
Warranty fulfillment(21.5)(5.8)(32.2)(11.2)
Product warranty liability at end of period$33.4$17.1$33.4$17.1

During the six months ended June 30, 2026, we issued two voluntary medical device corrections (“MDCs”), one in March and the other in May related to separate manufacturing issues that caused a tear in the cannula of certain Omnipod products.

Note 8. Debt

The components of debt consisted of the following:

June 30, 2026December 31, 2025
(in millions)Maturity DateAmountAmount
Equipment financings2028$28.3$34.9
Costa Rica plant financing20287.4—
Revolving Credit Facility2030——
Term Loan B2031475.0477.5
Senior Unsecured Notes2033450.0450.0
Unamortized debt discount(3.4)(3.5)
Debt issuance costs(8.9)(9.7)
Total debt, net948.4949.2
Less: current portion18.918.4
Total long-term debt, net$929.5$930.8

Costa Rica Plant Financing

In 2025, the Company entered an agreement for the construction and future purchase of a manufacturing plant in Costa Rica, which includes a finance lease for the land recorded in long-term debt. The construction of the manufacturing plant is a build-to-suit arrangement, which does not qualify as a sale-leaseback. Accordingly, the Company is considered the accounting owner of the facility during construction. Costs financed by the seller are recorded as construction-in-process with a corresponding obligation recorded within long-term debt. In April 2026, the Company entered an agreement to guarantee potential future payments of up to $97 million of the seller’s loan used to finance construction of the manufacturing plant.

Senior Unsecured Notes

In March 2025, the Company issued an aggregate principal amount of $450 million of 6.5% senior unsecured notes due in April 2033. The net proceeds of $440.7 million were used to repurchase a portion of the Convertible Senior Notes.

Convertible Senior Notes

During the three months ended June 30, 2025, the Company repurchased $294.7 million in principal ($293.1 million net of issuance costs) of the Convertible Senior Notes for $377.6 million in cash, which resulted in an $84.4 million loss on extinguishment. The Company repurchased a total of $419.9 million in principal ($417.6 million net of issuance costs) of the Convertible Senior Notes for $541.5 million in cash during the six months ended June 30, 2025, which resulted in a $123.9 million loss on extinguishment. Additionally, during the three and six months ended June 30, 2025, the Company received proceeds from the settlement of capped calls options totaling $52.6 million and $75.7 million, respectively.

Note 9. Financial Instruments and Fair Value

Financial Instruments Disclosed at Fair Value

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

Fair Value Measurements at June 30, 2026
(in millions)Level 1Level 2Level 3Total
Term Loan B(1)$478.6$—$—$478.6
Senior Unsecured Notes(1)456.5——456.5
Equipment financings(2)——28.228.2
Costa Rica plant financing(2)——7.47.4
Total$935.0$—$35.6$970.6
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

(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 total carrying value of the Company’s investments in money market mutual funds was $346.3 million and $577.4 million at June 30, 2026 and December 31, 2025, respectively. The fair value of money market mutual funds, which are classified as Level 1 in the fair value hierarchy, represent their carrying amount.

The Company enters short-term term and time deposits with varying maturity dates ranging from one week to 30 days. The Company has classified these investments within cash and cash equivalents in the consolidated balance sheets based on their maturity dates and are not subject to fair value measurement.

Equity Securities Measured at Fair Value on a Non-Recurring Basis

The total carrying value of the Company’s investments in equity securities without readily determinable fair values was $19.1 million at both June 30, 2026 and December 31, 2025 and was included within other assets on the consolidated balance sheets. 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 investments are measured at fair value as of the date that the observable transaction occurred and categorized as Level 2 in the fair value hierarchy.

Note 10. Derivative Instruments

The Company manages interest rate exposure through the use of interest rate swap transactions with financial institutions acting as principal counterparties. Under the Company’s interest rate swap agreements, 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 its Term Loan B. The Company has designated the interest rate swaps as cash flow hedges.

The Company measures interest rate swaps at fair value on a recurring basis. As of June 30, 2026, the fair value of the interest rate swaps was insignificant.

As of June 30, 2026, 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.

Note 11. Commitments and Contingencies

Legal Proceedings

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.

*Hu v. Insulet Corporation, et al.—*On July 2, 2026, a putative securities class action, Hu v. Insulet Corporation, et al. (No. 1:26-cv-13062-LTS), was filed in the U.S. District Court for the District of Massachusetts against the Company and certain current and former executives and directors. The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder, arising from allegedly false and misleading public statements regarding the quality and safety of the Company’s Omnipod products. The complaint is brought on behalf of a putative class of those who purchased or otherwise acquired Insulet securities between February 21, 2025 and May 26, 2026, and seeks relief including damages and costs, including attorneys’ fees. The Company intends to defend this case vigorously. Based on the information currently available, the Company does not believe that a loss is probable and, accordingly, no accrual has been recorded in the Company’s consolidated financial statements.

Insulet Corp. v. *EOFlow Co. Ltd. et al.—*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 concerns 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 Defendants misappropriated four of Insulet’s trade secrets and awarded Insulet total damages of $452 million, composed of $170 million in compensatory damages and $282 million in exemplary damages. The Court’s April 24, 2025 post-trial orders upheld the jury verdict and entered a permanent injunction against Defendants; to avoid any double recovery with the injunction, the district court also reduced the damages of the award to $59.4 million.

The district court’s permanent 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 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 Court’s orders. The injunction is worldwide and took effect immediately, subject to a limited exception that originally permitted 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.

Certain Defendants appealed the judgment to the United States Court of Appeals for the Federal Circuit and moved to stay the district court’s permanent injunction in its entirety pending resolution of the appeal. On July 7, 2025, the Federal Circuit granted Defendants a stay of the permanent injunction 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.

On May 28, 2026, after briefing and argument in the appeal, the Federal Circuit reversed the district court’s judgment, concluding that Insulet’s claims are barred by the Defend Trade Secret Act’s three-year statute of limitations. Defendants then filed an unopposed motion to modify the partial stay of the permanent injunction while Insulet seeks further review of the Federal Circuit’s decision. On June 22, 2026, the Federal Circuit granted Defendants’ motion, ordering that “[t]he partial stay as to Paragraphs 6 and 7 of the district court’s April 24, 2025 permanent injunction [prohibiting Defendants’ possession of the trade secrets or sales of any product derived from them] is extended to conduct occurring in the Republic of Korea, the European Union, Qatar, Saudi Arabia, and the United Arab Emirates.” The Federal Circuit’s June 22, 2026 order also provides that, if Insulet’s forthcoming petition for rehearing of the Federal Circuit’s decision “is granted, Insulet may move to rescind th[e] partial stay.” Insulet’s petition for rehearing in the Federal Circuit was filed on July 29, 2026. Since the Company had not previously recorded the damages awarded, the reversal of the judgment had no impact on the Company’s consolidated financial statements.

Note 12. Segment and Geographic Data

The Company’s product offering primarily consists of the Omnipod platform and drug delivery device based on the Omnipod platform. Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated on a regular basis by the chief operating decision-maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance of the segment. The Company operates under one reportable segment. The Company has concluded that its Chief Executive Officer (“CEO”) is the CODM as the CEO is the ultimate decision maker for key operating decisions, determining the allocation of resources and assessing the financial performance of the Company. The Company’s CODM uses operating income and net income to monitor actual results against forecast and budget to identify business trends, assess operating performance, and modify capital allocation as necessary.

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

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
U.S.$549.9$463.3$1,068.8$879.9
International251.8185.8494.6338.1
Total revenue$801.7$649.1$1,563.4$1,218.1

There were no significant segment expenses that are regularly provided to the CODM other than cost of goods sold, research and development expenses, and selling, general and administrative expenses, which are reported in the Company’s condensed consolidated statements of income for the three and six months ended June 30, 2026 and 2025.

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

(in millions)June 30, 2026December 31, 2025
U.S.$470.3$472.5
Malaysia234.1220.0
Other154.2126.9
Total$858.6$819.5

Note 13. Equity

Stock-Based Compensation Expense

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

Three Months Ended June 30,Six Months Ended June 30,
(in millions)2026202520262025
Cost of revenue$0.2$0.2$0.5$0.4
Research and development expenses3.52.96.85.5
Selling, general and administrative expenses16.04.433.719.8
Total$19.7$7.5$40.9$25.7

Share Repurchase Program

In February 2026, the Board of Directors extended the Company’s $125 million share repurchase program to December 31, 2027 and approved an additional $350 million in repurchases of common stock. Additionally, in February 2026, the Company entered into accelerated share repurchase agreements (“ASRs”) to repurchase $300 million of the Company’s common stock, which were completed by March 31, 2026.

Note 14. Income Taxes

The Company’s effective tax rate was 20.0% and 19.7% for the three and six months ended June 30, 2026, respectively. For both the three and six months ended June 30, 2026, the effective tax rate was lower than the U.S. statutory rate primarily due to U.S. research and development credits and a favorable mix of earnings, including increased income taxed at reduced rates and improved utilization of foreign tax credits, partially offset by state income taxes and other permanent differences.

The Company’s effective tax rate was 20.8% and 24.3% for the three and six months ended June 30, 2025, respectively. For both the three and six months ended June 30, 2025, the effective tax rate varied from the U.S. statutory rate primarily due to non-deductible charges related to the repurchase of a portion of the Company’s convertible debt, partially offset by windfall tax benefits from employee stock-based compensation.

Note 15. 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:

(in millions, except share and per share data)Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net income$95.0$22.5$186.1$57.9
Weighted average number of common shares outstanding, basic (in thousands)69,29870,38969,64270,330
Restricted stock units74159118195
Stock options3210442115
Weighted average number of common shares outstanding, diluted (in thousands)69,40370,65269,80370,641
Earnings per share:
Basic$1.37$0.32$2.67$0.82
Diluted$1.37$0.32$2.67$0.82

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:

Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2026202520262025
Restricted stock units797441677431
Stock options378130292134
Convertible Senior Notes—1,862—2,671
Total1,1752,4339693,236

Note 16. Accumulated Other Comprehensive Income

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

Three Months Ended June 30, 2026Six Months Ended June 30, 2026
(in millions)Foreign Currency Translation AdjustmentUnrealized Loss on Available-for-sale SecuritiesUnrealized Gain on Cash Flow HedgesAccumulated Other Comprehensive IncomeForeign Currency Translation AdjustmentUnrealized Loss on Available-for-sale SecuritiesUnrealized Gain on Cash Flow HedgesAccumulated Other Comprehensive Income
Balance at beginning of period$0.8$(0.3)$5.0$5.6$7.5$(0.3)$5.3$12.5
Other comprehensive income (loss) before reclassifications(3.0)—(4.9)(7.9)(9.6)—(9.4)(19.1)
Amounts reclassified to net income (1)——4.24.2——8.58.5
Balance at the end of period$(2.2)$(0.3)$4.4$1.9$(2.2)$(0.3)$4.4$1.9
Three Months Ended June 30, 2025Six Months Ended June 30, 2025
(in millions)Foreign Currency Translation AdjustmentUnrealized Loss on Available-for-sale SecuritiesUnrealized Gain on Cash Flow HedgesAccumulated Other Comprehensive (Loss) IncomeForeign Currency Translation AdjustmentUnrealized Loss on Available-for-sale SecuritiesUnrealized Gain on Cash Flow HedgesAccumulated Other Comprehensive (Loss) Income
Balance at beginning of period$(12.0)$(0.3)$6.3$(6.0)$(22.3)$(0.3)$9.4$(13.2)
Other comprehensive income (loss) before reclassifications22.3—(6.1)16.332.6—(14.5)18.1
Amounts reclassified to net income (1)——5.15.1——10.510.5
Balance at the end of period$10.3$(0.3)$5.3$15.4$10.3$(0.3)$5.3$15.4

(1) Presented net of income taxes, the amounts of which are insignificant. There is no income tax impact on currency translation adjustments.

Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations