ITEM 5.02.     DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
               APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
               CERTAIN OFFICERS.


On December 15, 2021, the Compensation Committee (the "Committee") of the Board of Directors of DexCom, Inc. (the "Company") approved the following grants of restricted stock units (the "RSUs") to certain of our named executive officers under the Company's Amended and Restated 2015 Equity Incentive Plan (the "Plan") to incentivize employee retention. The grant date of the RSUs shall be December 15, 2021 (the "Grant Date").



Officer                           Title                    RSU Grant*
Jacob Leach          EVP, Chief Technology Officer           2,925
Jereme Sylvain       EVP, Chief Financial Officer            2,925


*The RSUs shall begin vesting on the Grant Date with 50% of the total number of RSUs vesting on December 15, 2023 and 12.5% of the total number of RSUs vesting on each of March 8, 2024, June 8, 2024, September 8, 2024 and December 15, 2024, subject to the grantee's continued Service (as defined in the Plan) and further subject to any applicable vesting acceleration provisions as are currently applicable to each grantee.

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