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Inspire Medical (NYSE: INSP) CEO reports major stock awards and tax withholding

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Inspire Medical Systems CEO Timothy P. Herbert reported equity awards and related tax withholding in company stock. He acquired 9,005 shares of common stock at $0.00 per share upon satisfaction of performance conditions tied to previously granted performance stock units. To cover taxes on this vesting, 4,010 shares were disposed of at $59.53 per share through share withholding, a non‑open‑market transaction. Herbert also received an award of 62,153 restricted stock units that will vest in three equal annual installments starting on February 20, 2027, each representing one share of common stock if he remains employed through the vesting dates. Following these transactions, he held 37,681 shares directly, and 63,658 shares were held indirectly by a family trust.

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Insider Herbert Timothy P.
Role CEO and President
Type Security Shares Price Value
Grant/Award Common Stock 9,005 $0.00 --
Tax Withholding Common Stock 4,010 $59.53 $239K
Grant/Award Common Stock 62,153 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 41,691 shares (Direct); Common Stock — 63,658 shares (Indirect, By Trust)
Footnotes (1)
  1. Reflects an award of shares of common stock following the satisfaction of performance conditions associated with previously granted performance stock units. Reflects shares of common stock that were withheld by the Issuer to satisfy taxes incident to vesting of a performance stock unit award. Represents an award of restricted stock units ("RSUs"), which vests in three equal annual installments commencing on February 20, 2027. Each RSU represents a contingent right to receive one share of Issuer's common stock, subject to the Reporting Person's continuous employment with the Issuer through the relevant dates. Securities held by the Timothy P. Herbert 2018 Family Continuation Trust c/u the Timothy P. Herbert 2018 Grantor Retained Annuity Trust.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Herbert Timothy P.
(Last) (First) (Middle)
C/O INSPIRE MEDICAL SYSTEMS, INC.
5500 WAYZATA BLVD., SUITE 1600
(Street)
GOLDEN VALLEY MN 55416
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Inspire Medical Systems, Inc. [ INSP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and President
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/20/2026 A 9,005(1) A $0.00 41,691 D
Common Stock 02/20/2026 F 4,010(2) D $59.53 37,681 D
Common Stock 02/20/2026 A 62,153(3) A $0.00 99,834 D
Common Stock 63,658 I By Trust(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Reflects an award of shares of common stock following the satisfaction of performance conditions associated with previously granted performance stock units.
2. Reflects shares of common stock that were withheld by the Issuer to satisfy taxes incident to vesting of a performance stock unit award.
3. Represents an award of restricted stock units ("RSUs"), which vests in three equal annual installments commencing on February 20, 2027. Each RSU represents a contingent right to receive one share of Issuer's common stock, subject to the Reporting Person's continuous employment with the Issuer through the relevant dates.
4. Securities held by the Timothy P. Herbert 2018 Family Continuation Trust c/u the Timothy P. Herbert 2018 Grantor Retained Annuity Trust.
/s/ Bryan Phillips, Attorney-in-Fact for Timothy P. Herbert 02/24/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did INSP CEO Timothy Herbert report on this Form 4?

Timothy Herbert reported equity awards and related tax withholding. He acquired 9,005 common shares from vested performance stock units and 62,153 restricted stock units, while 4,010 shares were withheld by the company to satisfy tax obligations tied to vesting.

How many Inspire Medical Systems (INSP) shares did the CEO acquire in awards?

Timothy Herbert acquired 9,005 common shares at no cost from vested performance stock units and received 62,153 restricted stock units. The RSUs each represent one potential share of common stock, vesting over three years starting February 20, 2027, subject to continued employment.

Why were 4,010 INSP shares disposed of in Timothy Herbert’s Form 4 filing?

The 4,010 shares were withheld by Inspire Medical Systems to satisfy taxes due on a vesting performance stock unit award. This tax-withholding disposition used shares valued at $59.53 each and did not represent an open-market sale by the CEO.

What are the terms of Timothy Herbert’s new restricted stock unit award at INSP?

The filing shows an award of 62,153 restricted stock units. These RSUs vest in three equal annual installments beginning February 20, 2027, with each vested unit delivering one common share if Herbert remains continuously employed through the applicable vesting date.

How many Inspire Medical Systems (INSP) shares does the CEO hold after these transactions?

After the reported transactions, Timothy Herbert directly held 37,681 common shares. Additionally, 63,658 common shares were held indirectly by the Timothy P. Herbert 2018 Family Continuation Trust c/u the Timothy P. Herbert 2018 Grantor Retained Annuity Trust.

How are trust-held shares disclosed in the INSP CEO’s Form 4?

The Form 4 lists 63,658 common shares as indirectly owned, noted as held by the Timothy P. Herbert 2018 Family Continuation Trust c/u the Timothy P. Herbert 2018 Grantor Retained Annuity Trust, distinguishing these holdings from his directly owned shares.