Item 5. Other Information
3K characters. Original on sec.gov ·
Item 5. Other Information
Rule 10b5-1 Trading Plans of Directors and Executive Officers
Our directors and executive officers may purchase or sell shares of our common stock in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act and in compliance with guidelines specified by our insider trading policy. In accordance with Rule 10b5-1 and our insider trading
| PART II – OTHER INFORMATION | Item 1-6 |
RESMED INC. AND SUBSIDIARIES
policy, directors, officers and certain employees who, at such time, are not in possession of material non-public information are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of our stock, including shares acquired pursuant to our equity incentive plans. Under a Rule 10b5-1 trading plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them. The use of these trading plans permits asset diversification as well as personal financial and tax planning. Our directors and executive officers also may buy or sell additional shares outside of a Rule 10b5-1 plan when they are not in possession of material nonpublic information, subject to compliance with SEC rules, the terms of our insider trading policy and certain minimum holding requirements.
The following table describes any contracts, instructions or written plans for the sale or purchase of the Company’s securities and intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act that were adopted by our directors and executive officers during the quarterly period ended September 30, 2025:
| Name and Title | Plan Action | Plan Adoption Date | Scheduled Expiration Date of Rule 10b5-1 Trading Plan**(1)** | Aggregate Number of Securities to Be Purchased or Sold (Up To) | ||||||||||||||||||||||
| Peter C. Farrell Chair Emeritus | Adoption | August 12, 2025 | November 12, 2026 | 24,000 | ||||||||||||||||||||||
| Jan De Witte Director | Adoption | August 19, 2025 | March 31, 2026 | 2,055 |
(1) A trading plan may also expire on such earlier date that all transactions under the trading plan are completed.
During the quarterly period ended September 30, 2025, none of our directors or executive officers terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (each term as defined in Item 408 of Regulation S-K).
| PART II – OTHER INFORMATION | Item 1-6 |
RESMED INC. AND SUBSIDIARIES
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