Insulet PODD · USD

Segment and Geographic DataAs 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)202520242023U.S.$1,953.9 $1,548.2 $1,287.0 International754.3 523.4 410.1 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)20252024U.S.$472.5 $475.9 Malaysia220.0 159.1 China74.1 78.5 Other52.9 9.7 Property, plant and equipment, net$819.5 $723.

Revenue and Contract Acquisition CostsThe following table summarizes the Company’s disaggregated revenue:Years Ended December 31,(in millions)202520242023U.S.$1,919.8 $1,509.3 $1,251.0 International754.3 523.4 410.1 Total Omnipod products2,674.0 2,032.7 1,661.1 Drug Delivery34.1 38.9 36.0 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 31,202520242023Distributor 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)202520242023Accrued expenses and other current liabilities$14.0 $12.0 $15.4 Other liabilities1.5 2.0 1.9 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)202520242023Deferred 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)20252024Prepaid expenses and other current assets$25.3 $20.1 Other assets53.0 40.8 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.

Commitments and ContingenciesLegal ProceedingsOn 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.

DebtThe components of debt consisted of the following: December 31, 2025December 31, 2024(in millions)Maturity DateAmountEffective Interest RateAmountEffective Interest RateEquipment financing2025$— — %$8.7 5.90 %Mortgage2025— — %60.9 5.74 %Convertible Senior Notes2026— — %800.0 0.76 %Equipment financing202834.9 4.27% - 10.44%40.8 4.27% - 8.87%Revolving Credit Facility2030— — %— — %Term Loan B2031477.5 7.05 %482.5 8.68 %Senior Unsecured Notes2033450.0 6.84 %— Unamortized debt discount2025 - 2033(3.5)(5.4)Debt issuance costs2025 - 2033(9.7)(7.7)Total debt, net949.2 1,379.8 Less: current portion18.4 83.8 Total long term-debt, net$930.8 $1,296.1 Equipment FinancingsThe Company has outstanding loans secured by manufacturing lines located at the Company’s Acton, Massachusetts manufacturing facility.Senior Secured Credit AgreementThe 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.

Income Taxes The U.S. and foreign components of income before income taxes were as follows:Years Ended December 31,(in millions)202520242023U.S.$248.0 $253.9 $199.5 Foreign91.5 46.3 15.1 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)202520242023CurrentFederal$2.9 $5.8 $— State1.8 6.4 3.7 Foreign25.4 6.6 4.1 Total current tax expense30.1 18.8 7.8 DeferredFederal58.9 (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)AmountPercentU.S. federal statutory tax rate$71.3 21.0 %State and local income taxes, net of federal income tax effect(1) 6.0 1.8 Foreign tax effects United Kingdom4.8 1.4 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 allowance0.5 0.1 Nontaxable or nondeductible items Extinguishment of debt22.8 6.7 Other nondeductible items2.0 0.6 Other(0.1)— Changes in unrecognized tax benefits 3.6 1.1 Effective tax rate$92.4 27.2 %(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, 2023AmountPercentAmountPercentU.S. federal statutory rate$63.0 21.0 %$45.1 21.0 %Foreign tax rate differential3.2 1.1 1.3 0.6 State taxes, net of federal benefit6.9 2.3 5.2 2.4 Federal and state R&D credits(13.2)(4.4)(12.6)(5.9)Stock-based compensation1.4 0.5 (6.8)(3.2)Non-deductible officers’ compensation1.8 0.6 2.8 1.3 Permanent items3.2 1.1 1.6 0.7 Change in valuation allowance(179.4)(59.8)(23.2)(10.8)Change to prior year R&D credit(8.3)(2.8)(6.0)(2.8)Other3.2 1.1 1.2 0.6 Effective tax rate$(118.1)(39.3)%$8.3 3.9 %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.

LeasesAs 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)20252024Operating lease asset:Other assets$43.7 $36.7 Operating lease liabilities:Accrued expenses and other current liabilities$3.0 $2.1 Other liabilities48.9 40.0 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)202520242023Operating lease cost$10.6 $7.3 $8.8 Finance lease cost: Amortization of leased assets— 0.7 0.4 Interest on lease liabilities— 1.0 0.6 Total finance lease cost— 1.7 1.0 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)202520242023Right-of-use assets obtained in exchange for lease liabilitiesOperating 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%.

Like other companies, we currently operate in an environment characterized by increasing global cybersecurity vulnerabilities and threats. Accordingly, we have invested in people, processes, and technology aimed at identifying, assessing, and responding to cybersecurity threats. We take a holistic, layered approach to cybersecurity, with a strategy focused on prevention, detection, and mitigation. Our cybersecurity team assesses, monitors, and manages cybersecurity risk through a combination of technical, physical, and administrative controls. These controls include the implementing of cybersecurity policies, procedures, and strategies designed to prevent cybersecurity incidents to the extent feasible and to enhance the resilience of our systems to minimize business impact should a cybersecurity incident occur. We maintain a cybersecurity risk register, and cybersecurity team leaders meet monthly to discuss and prioritize cybersecurity threats, review risk assessments, and monitor progress on remediation activities. We leverage the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework 2.0 to manage and respond to cybersecurity threats. Additionally, Insulet’s information security management system is ISO 27001 and 27701 certified and we hold ISO certifications specific to Cloud Computing and Health Informatics.Key facets of our cybersecurity program include:•Ongoing Cybersecurity Threat Monitoring. Our cybersecurity operations centers operate across multiple time zones to support continuous monitoring, enabling timely detection, investigation, and response to cybersecurity threats. •External Threat Landscape Assessment. Insulet employs multiple third-party threat intelligence services to monitor for cybersecurity threats and cybersecurity incidents. In addition, we participate in a third-party healthcare industry cybersecurity threat intelligence data-sharing organization.•Insider Risk Detection. We use targeted third-party tools aimed at detecting insider cybersecurity threats and suspicious data movement.•Cloud and Vulnerability Management. To enhance cloud and data security, we work to reduce our potential attack surface by establishing secure defaults, implementing least privilege access principles, and continuously monitoring cloud and system configurations.

Equity Equity Award PlanIn 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 ExpenseCompensation expense related to stock-based awards was recorded as follows: Years Ended December 31,(in millions)202520242023Cost of revenue$0.8 $0.7 $0.4 Research and development12.0 9.0 11.6 Selling, general and administrative49.8 59.6 36.4 Total$62.6 $69.3 $48.4 Stock OptionsOptions 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 $207.66 6.9$23.2 Vested, December 31, 2025108,507 $153.21 3.9$14.2 Vested or expected to vest, December 31, 2025260,575 $202.52 6.6$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.