Dexcom Inc 10-Q, filed Oct 29, 2026
Dexcom Inc (DXCM)
10-Q
2026-10-29
For: 2026-09-30
View Original
Added on
October 29, 2026
About this 10-Q
Dexcom Inc filed this 10-Q on October 29, 2026, covering the quarter ended September 30, 2026.
Dexcom's third-quarter 2026 revenue rose 11% to $1.34 billion and gross profit rose 18% to $864.4 million, but operating cash flow fell 51% to $325.6 million and net income fell 3% to $275.1 million. AI summary
Headline figures
Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $1.34B
- up 11.2% from $1.21B a year earlier
- Net income
- $275.1M
- down 3.1% from net income of $283.8M a year earlier
- Diluted EPS
- $0.72
- up 2.9% from $0.70 a year earlier
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 | |||||
| or | |||||
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
| For the transition period from to | |||||
Commission File Number: 000-51222
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
(858 ) 200-0200
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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.
| ☒ | 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 ☒
As of October 22, 2026, there were 372,950,922 shares of the registrant’s common stock outstanding.
Table of Contents
| DexCom, Inc. | ||
| Table of Contents | ||
| Page | ||||||||
Condensed Consolidated Balance Sheets (unaudited) as of September 30, 2026 and December 31, 2025 | ||||||||
Condensed Consolidated Statements of Operations (unaudited) for the three and nine months ended September 30, 2026 and 2025 | ||||||||
Condensed Consolidated Statements of Comprehensive Income (unaudited) for the three and nine months ended September 30, 2026 and 2025 | ||||||||
Condensed Consolidated Statements of Stockholders’ Equity (unaudited) for the three and nine months ended September 30, 2026 and 2025 | ||||||||
Condensed Consolidated Statements of Cash Flows (unaudited) for the nine months ended September 30, 2026 and 2025 | ||||||||
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Table of Contents
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS | ||
Except for historical financial information contained herein, the matters discussed in this Quarterly Report on Form 10-Q may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Such statements include declarations regarding our operations, financial condition and prospects, and business strategies, and are based on management’s intent, beliefs, expectations, and assumptions as of the date of this report. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve a number of risks, uncertainties and other factors, some of which are beyond our control. Actual results could differ materially from those indicated or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to: (i) that the information is of a preliminary nature and may be subject to further adjustment; (ii) those risks and uncertainties identified under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission, or the SEC, on February 12, 2026, together with any updates identified under “Risk Factors” in our subsequently filed Quarterly Reports on Form 10-Q; and (iii) the other risks detailed from time-to-time in our other reports and registration statements filed with the SEC. Except as required by law, we undertake no obligation to revise or update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
AVAILABLE INFORMATION | ||
Our website address is located at www.dexcom.com and our investor relations website is located at investors.dexcom.com. We file electronically with the SEC our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act. We make available on our website, free of charge, copies of these reports and other information as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. Information that is based on estimates, forecasts, projections, market research or similar methodologies is inherently subject to uncertainties and actual events or circumstances may differ materially from events and circumstances reflected in this information. Unless otherwise expressly stated, we obtained industry, business, market, and other data from reports, research surveys, studies, and similar data prepared by market research firms and other third parties, industry, medical and general publications, government data, and similar sources.
We announce material information to the public about us, our products, and other matters through a variety of means, including filings with the SEC, press releases, public conference calls, presentations, webcasts, and our investor relations website, in order to achieve broad, non-exclusionary distribution of information to the public and to comply with our disclosure obligations under Regulation FD. We also routinely post important information for investors on our website noted above, and we may use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investor Relations portion of our website noted above. The information disclosed by the foregoing channels could be deemed to be material information. As such, we encourage investors, the media, and others to follow the channels listed above and review the information disclosed through such channels.
Except as expressly set forth in this Quarterly Report on Form 10-Q, the contents of our website and our investor relations website are not incorporated by reference into, or otherwise to be regarded as part of, this Quarterly Report on Form 10-Q or any other report or document we file with the SEC, and any references to websites are intended to be inactive textual references only.
“Dexcom”, “Dexcom Clarity”, “Dexcom Follow”, “Dexcom One”, “Dexcom One+”, “Dexcom Share”, “Stelo”, and any related logos and design marks appearing in this Quarterly Report on Form 10-Q are either registered trademarks or trademarks of DexCom, Inc. in the United States and/or other countries. Other service marks, trademarks and trade names referred to in this Quarterly Report on Form 10-Q are the property of their respective owners.
3
Table of Contents
PART I. FINANCIAL INFORMATION | ||
ITEM 1. FINANCIAL STATEMENTS | ||
| DexCom, Inc. | ||
Condensed Consolidated Balance Sheets | ||
| (Unaudited) | ||
(In millions, except share and par value data) | September 30, 2026 | December 31, 2025 | |||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Short-term marketable securities | |||||||||||
| Accounts receivable, net | |||||||||||
| Inventory | |||||||||||
| Prepaid and other current assets | |||||||||||
| Total current assets | |||||||||||
| Property and equipment, net | |||||||||||
| Operating lease right-of-use assets | |||||||||||
| Goodwill | |||||||||||
| Intangibles, net | |||||||||||
| Deferred tax assets | |||||||||||
| Other assets | |||||||||||
| Total assets | $ | $ | |||||||||
| Liabilities and Stockholders’ Equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable and accrued liabilities | $ | $ | |||||||||
| Accrued payroll and related expenses | |||||||||||
| Short-term operating lease liabilities | |||||||||||
Other current liabilities | |||||||||||
| Total current liabilities | |||||||||||
| Long-term senior convertible notes | |||||||||||
| Long-term operating lease liabilities | |||||||||||
| Other long-term liabilities | |||||||||||
| Total liabilities | |||||||||||
Commitments and contingencies (Note 5) | |||||||||||
| Stockholders’ equity: | |||||||||||
Preferred stock, $ | |||||||||||
Common stock, $ | |||||||||||
| Additional paid-in capital | |||||||||||
Accumulated other comprehensive income | |||||||||||
| Retained earnings | |||||||||||
Treasury stock, at cost; | ( | ( | |||||||||
| Total stockholders’ equity | |||||||||||
| Total liabilities and stockholders’ equity | $ | $ | |||||||||
4
Table of Contents
See accompanying notes
5
Table of Contents
| DexCom, Inc. | ||
Condensed Consolidated Statements of Operations | ||
| (Unaudited) | ||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions, except per share data) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Revenue | $ | $ | $ | $ | |||||||||||||||||||
| Cost of sales | |||||||||||||||||||||||
| Gross profit | |||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Research and development | |||||||||||||||||||||||
| Selling, general and administrative | |||||||||||||||||||||||
| Total operating expenses | |||||||||||||||||||||||
| Operating income | |||||||||||||||||||||||
| Other income, net | |||||||||||||||||||||||
| Income before income taxes | |||||||||||||||||||||||
| Income tax expense | |||||||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
| Basic net income per share | $ | $ | $ | $ | |||||||||||||||||||
| Shares used to compute basic net income per share | |||||||||||||||||||||||
| Diluted net income per share | $ | $ | $ | $ | |||||||||||||||||||
| Shares used to compute diluted net income per share | |||||||||||||||||||||||
See accompanying notes
6
Table of Contents
| DexCom, Inc. | ||
| Condensed Consolidated Statements of Comprehensive Income | ||
| (Unaudited) | ||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
| Other comprehensive income (loss), net of tax: | |||||||||||||||||||||||
| Translation adjustments and other | ( | ( | ( | ||||||||||||||||||||
| Unrealized gain (loss) on marketable debt securities | ( | ( | |||||||||||||||||||||
| Total other comprehensive income (loss), net of tax | ( | ( | ( | ||||||||||||||||||||
| Comprehensive income | $ | $ | $ | $ | |||||||||||||||||||
See accompanying notes
7
Table of Contents
| DexCom, Inc. | ||
Condensed Consolidated Statements of Stockholders’ Equity | ||
| (Unaudited) | ||
| Three Months Ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (In millions) | Common Stock | Additional Paid-In Capital | Translation Adjustments and Other | Net Unrealized Loss on Marketable Securities | Retained Earnings | Treasury Stock | Total Stockholders’ Equity | |||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | $ | $ | $ | ( | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity incentive plans | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock for Employee Stock Purchase Plan | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock withheld related to net share settlement of equity awards | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Purchases of treasury stock, including excise tax | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation expense | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | ( | ( | — | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | ( | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||
| Three Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (In millions) | Common Stock | Additional Paid-In Capital | Translation Adjustments and Other | Net Unrealized Gain on Marketable Securities | Retained Earnings | Treasury Stock | Total Stockholders’ Equity | |||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock for Employee Stock Purchase Plan | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Purchases of treasury stock, including excise tax | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation expense | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | ( | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||
See accompanying notes
8
Table of Contents
| DexCom, Inc. | ||
| Consolidated Statements of Stockholders’ Equity | ||
| (Unaudited) | ||
| Nine Months Ended September 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (In millions) | Common Stock | Additional Paid-In Capital | Translation Adjustments and Other | Net Unrealized Gain (Loss) on Marketable Securities | Retained Earnings | Treasury Stock | Total Stockholders’ Equity | |||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2025 | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity incentive plans | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock for Employee Stock Purchase Plan | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock withheld related to net share settlement of equity awards | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Purchases of treasury stock, including excise tax | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation expense | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net of tax | — | — | — | ( | ( | — | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | ( | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||
| Nine Months Ended September 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated Other Comprehensive Income (Loss) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (In millions) | Common Stock | Additional Paid-In Capital | Translation Adjustments and Other | Net Unrealized Gain on Marketable Securities | Retained Earnings | Treasury Stock | Total Stockholders’ Equity | |||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | $ | ( | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock under equity incentive plans | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock for Employee Stock Purchase Plan | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Purchases of treasury stock, including excise tax | ( | — | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation expense | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income, net of tax | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||
See accompanying notes
9
Table of Contents
| DexCom, Inc. | ||
Condensed Consolidated Statements of Cash Flows | ||
| (Unaudited) | ||
| Nine Months Ended September 30, | |||||||||||
| (In millions) | 2026 | 2025 | |||||||||
| Operating activities | |||||||||||
| Net income | $ | $ | |||||||||
Adjustments to reconcile net income to cash provided by operating activities: | |||||||||||
| Depreciation and amortization | |||||||||||
| Share-based compensation | |||||||||||
| Non-cash interest expense | |||||||||||
| Deferred income taxes | ( | ||||||||||
| Net (gains) losses on equity investments | ( | ||||||||||
| Other non-cash income and expenses | ( | ||||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable, net | ( | ||||||||||
| Inventory | ( | ( | |||||||||
| Prepaid and other assets | ( | ||||||||||
| Operating lease right-of-use assets and liabilities, net | ( | ( | |||||||||
| Accounts payable and accrued liabilities | |||||||||||
| Accrued payroll and related expenses | ( | ||||||||||
| Deferred revenue and other liabilities | ( | ( | |||||||||
| Net cash provided by operating activities | |||||||||||
| Investing activities | |||||||||||
| Purchases of marketable securities | ( | ( | |||||||||
| Proceeds from sale and maturity of marketable securities | |||||||||||
| Purchases of property and equipment | ( | ( | |||||||||
| Acquisitions, net of cash acquired | ( | ||||||||||
Purchases of non-marketable equity securities | ( | ( | |||||||||
| Other investing activities | |||||||||||
| Net cash provided by (used in) investing activities | ( | ||||||||||
| Financing activities | |||||||||||
| Net proceeds from issuance of common stock | |||||||||||
| Purchases of treasury stock | ( | ( | |||||||||
Payments for taxes related to net share settlement of equity awards | ( | ||||||||||
| Other financing activities | ( | ( | |||||||||
| Net cash used in financing activities | ( | ( | |||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | ( | ||||||||||
| Increase in cash, cash equivalents and restricted cash | |||||||||||
| Cash, cash equivalents and restricted cash, beginning of period | |||||||||||
| Cash, cash equivalents and restricted cash, end of period | $ | $ | |||||||||
| Reconciliation of cash, cash equivalents and restricted cash, end of period: | |||||||||||
| Cash and cash equivalents | $ | $ | |||||||||
| Restricted cash | |||||||||||
| Total cash, cash equivalents and restricted cash | $ | $ | |||||||||
| Supplemental disclosure of non-cash investing and financing transactions: | |||||||||||
| Acquisition of property and equipment included in accounts payable and accrued liabilities | $ | $ | |||||||||
| Right-of-use assets obtained in exchange for operating lease liabilities | $ | $ | |||||||||
| Right-of-use assets obtained in exchange for finance lease liabilities | $ | $ | |||||||||
See accompanying notes
10
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| DexCom, Inc. | ||
Notes to Condensed Consolidated Financial Statements | ||
| (Unaudited) | ||
1. Organization and Significant Accounting Policies | ||
| Organization and Business | ||
We are a medical device company primarily focused on the design, development and commercialization of continuous glucose monitoring, or CGM, systems for the management of diabetes and metabolic health by patients, caregivers, and clinicians around the world. Unless the context requires otherwise, the terms “we,” “us,” “our,” the “company,” or “Dexcom” refer to DexCom, Inc. and its subsidiaries.
| Basis of Presentation and Principles of Consolidation | ||
We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Securities and Exchange Commission, or SEC, Regulation S-X. Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments, which include only normal recurring adjustments considered necessary for a fair presentation, have been included.
Operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2026.
These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the fiscal year ended December 31, 2025 included in the Annual Report on Form 10-K that we filed with the SEC on February 12, 2026.
These condensed consolidated financial statements include the accounts of DexCom, Inc. and our wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.
We have reclassified certain prior period amounts to conform to the current period presentation.
We determine the functional currencies of our international subsidiaries by reviewing the environment where each subsidiary primarily generates and expends cash. For international subsidiaries whose functional currencies are the local currencies, we translate the financial statements into U.S. dollars using period-end exchange rates for assets and liabilities and average exchange rates for each period for revenue, costs and expenses. We include translation-related adjustments in comprehensive income and in accumulated other comprehensive income in the equity section of our condensed consolidated balance sheets. We record gains and losses resulting from transactions with customers and vendors that are denominated in currencies other than the functional currency and from certain intercompany transactions in other income, net in our condensed consolidated statements of operations.
| Significant Accounting Policies | ||
There were no material changes during the nine months ended September 30, 2026 to our significant accounting policies as described in Note 1 “Organization and Significant Accounting Policies” to the financial statements in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
| Use of Estimates | ||
The preparation of condensed consolidated financial statements in conformity with GAAP requires us to make certain estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and the disclosures made in the accompanying notes. Areas requiring significant estimates include pharmacy rebates, inventory reserves, loss contingencies, and the amount of our worldwide tax provision. Despite our intention to establish accurate estimates and use reasonable assumptions, actual results may differ from our estimates.
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| Concentration of Credit Risk | ||
Financial instruments which potentially subject us to concentrations of credit risk consist primarily of cash, cash equivalents, short-term marketable securities, and accounts receivable. We limit our exposure to credit risk by placing our cash and investments with a few major financial institutions. We have also established guidelines regarding diversification of our investments and their maturities that are designed to maintain principal and maximize liquidity. We review these guidelines periodically and modify them to take advantage of trends in yields and interest rates and changes in our operations and financial position. We monitor the creditworthiness of our customers based on historical trends, the financial condition of our customers, and external market factors.
Contract Balances | ||
Contract balances represent amounts presented in our condensed consolidated balance sheets when either we have transferred goods or services to the customer or the customer has paid consideration to us under the contract. These contract balances include accounts receivable and deferred revenue. Payment terms vary by contract type and type of customer and generally range from 30 to 90 days.
As of September 30, 2026 and December 31, 2025, accounts receivable included unbilled amounts of $19.9 million and $16.9 million, respectively. We expect to invoice and collect all unbilled accounts receivable within twelve months.
We record deferred revenue when cash payments have been received prior to satisfaction of the related performance obligation. Our performance obligations are generally satisfied within twelve months of the initial contract date. As of September 30, 2026 and December 31, 2025, the current deferred revenue balances were not material.
| Net Income Per Share | ||
Basic net income per share attributable to common stockholders is calculated by dividing the net income attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income per share is computed using the weighted average number of common shares outstanding during the period and, when dilutive, potential common share equivalents.
Potentially dilutive common shares consist of shares issuable from restricted stock units, or RSUs, performance stock units, or PSUs, and our senior convertible notes. Other instruments, including warrants and sales‑based milestones, are evaluated when applicable. Potentially dilutive common shares issuable upon vesting of RSUs and PSUs are determined using the average share price for each period under the treasury stock method. Potentially dilutive common shares issuable upon conversion of our senior convertible notes are determined using the if-converted method.
The following table sets forth the computation of basic and diluted net income per share:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions, except per share data) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
| Add back interest expense, net of tax attributable to assumed conversion of senior convertible notes | |||||||||||||||||||||||
| Net income - diluted | $ | $ | $ | $ | |||||||||||||||||||
| Net income per common share | |||||||||||||||||||||||
| Basic | $ | $ | $ | $ | |||||||||||||||||||
| Diluted | $ | $ | $ | $ | |||||||||||||||||||
| Basic weighted average shares outstanding | |||||||||||||||||||||||
Dilutive potential securities: | |||||||||||||||||||||||
RSUs and PSUs | |||||||||||||||||||||||
| Senior convertible notes | |||||||||||||||||||||||
| Diluted weighted average shares outstanding | |||||||||||||||||||||||
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Outstanding anti-dilutive securities not included in the calculations of diluted net income per share attributable to common stockholders were as follows:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
RSUs and PSUs | |||||||||||||||||||||||
| Recent Accounting Guidance | ||
Recently Adopted Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-04, Debt-Debt with Conversion and Other Options. The ASU clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion. The ASU is effective for annual reporting periods beginning after December 15, 2025, and interim periods within those annual reporting periods, with early adoption permitted. The ASU may be applied on either a prospective or a retrospective basis. We adopted this standard in the first quarter of 2026 on a prospective basis and there was no material impact on our condensed consolidated financial statements.
Recently Issued Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses. The ASU requires disaggregated disclosure of certain costs and expenses in the notes to the financial statements. The ASU is effective for annual reporting periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The ASU may be applied on either a prospective or a retrospective basis. We are currently evaluating the impact of this standard on our disclosures.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting. The ASU clarifies interim disclosure requirements and the applicability of Topic 270. The ASU is effective for annual reporting periods beginning after December 15, 2027, and interim periods within those annual reporting periods, with early adoption permitted. The ASU may be applied on either a prospective or a retrospective basis. We are currently evaluating the impact of this standard on our disclosures.
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2. Fair Value Measurements | ||
Assets and Liabilities Measured at Fair Value on a Recurring Basis
We estimate the fair values of our Level 1 financial instruments, which are in active markets, using unadjusted quoted market prices for identical instruments.
We obtain the fair values of our Level 2 financial instruments, which are not in active markets, from a primary professional pricing source that uses quoted market prices for identical or comparable instruments, rather than direct observations of quoted prices in active markets. Fair values obtained from this professional pricing source can also be based on pricing models whereby all significant observable inputs, including maturity dates, issue dates, settlement dates, benchmark yields, reported trades, broker-dealer quotes, issue spreads, benchmark securities, bids, offers or other market related data, are observable or can be derived from, or corroborated by, observable market data for substantially the full term of the asset.
We estimate the fair values of our Level 3 financial instruments based on unobservable inputs and other estimation techniques due to the absence of quoted market prices and inherent lack of liquidity.
The following table summarizes financial assets that we measured at fair value on a recurring basis as of September 30, 2026, classified in accordance with the fair value hierarchy:
| Fair Value Measurements Using | |||||||||||||||||||||||
| (In millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
| Cash equivalents | $ | $ | $ | $ | |||||||||||||||||||
| Debt securities, available-for-sale: | |||||||||||||||||||||||
U.S. government agencies (1) | |||||||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Corporate debt | |||||||||||||||||||||||
| Total debt securities, available-for-sale | |||||||||||||||||||||||
| Other assets: | |||||||||||||||||||||||
| Convertible note investments | |||||||||||||||||||||||
Deferred compensation plan assets (2) | |||||||||||||||||||||||
| Total assets measured at fair value on a recurring basis | $ | $ | $ | $ | |||||||||||||||||||
(1)Includes debt obligations issued by U.S. government-sponsored enterprises or U.S. government agencies.
(2)Includes assets which are held pursuant to a deferred compensation plan for senior management, which consist mainly of mutual funds.
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The following table summarizes financial assets that we measured at fair value on a recurring basis as of December 31, 2025, classified in accordance with the fair value hierarchy:
| Fair Value Measurements Using | |||||||||||||||||||||||
| (In millions) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
| Cash equivalents | $ | $ | $ | $ | |||||||||||||||||||
| Debt securities, available-for-sale: | |||||||||||||||||||||||
U.S. government agencies (1) | |||||||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Corporate debt | |||||||||||||||||||||||
| Total debt securities, available-for-sale | |||||||||||||||||||||||
| Other assets: | |||||||||||||||||||||||
| Convertible note investments | |||||||||||||||||||||||
Deferred compensation plan assets (2) | |||||||||||||||||||||||
| Total assets measured at fair value on a recurring basis | $ | $ | $ | $ | |||||||||||||||||||
(1)Includes debt obligations issued by U.S. government-sponsored enterprises or U.S. government agencies.
(2)Includes assets which are held pursuant to a deferred compensation plan for senior management, which consist mainly of mutual funds.
There were no
Foreign Currency and Derivative Financial Instruments
As we conduct business globally in many currencies, we are exposed to foreign exchange rate changes. To limit this exposure, we enter into foreign currency forward contracts to hedge monetary assets and liabilities, including intercompany loans, denominated in non-functional currencies. Our foreign currency forward contracts are not designated as hedging instruments. Therefore, changes in the fair values of these contracts are recognized in other income, net in our condensed consolidated statements of operations, thereby offsetting the current earnings effect of the related foreign currency assets and liabilities. The duration of these contracts are generally less than one year.
As of September 30, 2026 and December 31, 2025, the notional amounts of outstanding foreign currency forward contracts were $273.3 million and $229.3 million, respectively. The resulting impact on our condensed consolidated financial statements from currency hedging activities was not significant for the three and nine months ended September 30, 2026 and September 30, 2025.
We monitor the costs and the impact of foreign currency risks upon our financial results as part of our risk management program. We do not use derivative financial instruments for speculation or trading purposes or for activities other than risk management. We do not require and are not required to pledge collateral for these financial instruments and we do not carry any master netting arrangements to mitigate the credit risk.
Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
In accordance with authoritative guidance, we measure certain non-financial assets and liabilities at fair value on a non-recurring basis. These measurements are usually performed using the discounted cash flow method or cost method and Level 3 inputs. These include items such as non-financial assets and liabilities initially measured at fair value in a business combination and non-financial long-lived assets measured at fair value for an impairment assessment. In general, non-financial assets, including goodwill, intangible assets, and property and equipment, are measured at fair value when there are indicators of impairment and are recorded at fair value only when an impairment is recognized.
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Our non-marketable equity investments without readily determinable fair values are accounted for under the measurement alternative. As such, we measure these investments at cost less impairment, adjusted for any observable price changes in orderly transactions for the identical or a similar investment of the same issuer. It is impracticable for us to estimate the fair value of these investments on a recurring basis due to the fact that these entities are privately held and limited information is available. We include the carrying values of these investments in other assets in our condensed consolidated balance sheets. Adjustments to the carrying values of these investments as a result of observable price changes and impairments are recorded in other income, net in our condensed consolidated statements of operations.
The carrying values of our non-marketable equity investments were $217.5 million as of September 30, 2026 and $218.0 million as of December 31, 2025. During the three and nine months ended September 30, 2026, we did not 82.5
For our non-marketable equity investments held as of September 30, 2026, the cumulative upward adjustments for observable price changes were $82.5 million and cumulative downward adjustments and impairments were not significant.
During the three and nine months ended September 30, 2026, net unrealized losses on non-marketable equity investments were not 82.5 million and $80.0 million, respectively.
There were no significant impairment losses on assets and liabilities measured at fair value on a non-recurring basis during the three and nine months ended September 30, 2026 and September 30, 2025.
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3. Balance Sheet Details and Other Financial Information | ||
| Short-Term Debt Marketable Securities | ||
Short-term debt marketable securities, consisting of available-for-sale debt securities were as follows:
| September 30, 2026 | |||||||||||||||||||||||
| (In millions) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Market Value | |||||||||||||||||||
| Debt securities, available-for-sale: | |||||||||||||||||||||||
U.S. government agencies (1) | $ | $ | $ | ( | $ | ||||||||||||||||||
| Commercial paper | ( | ||||||||||||||||||||||
| Corporate debt | ( | ||||||||||||||||||||||
| Total debt securities, available-for-sale | $ | $ | $ | ( | $ | ||||||||||||||||||
(1)Includes debt obligations issued by U.S. government-sponsored enterprises or U.S. government agencies.
| December 31, 2025 | |||||||||||||||||||||||
| (In millions) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Market Value | |||||||||||||||||||
| Debt securities, available-for-sale: | |||||||||||||||||||||||
U.S. government agencies (1) | $ | $ | $ | $ | |||||||||||||||||||
| Commercial paper | |||||||||||||||||||||||
| Corporate debt | |||||||||||||||||||||||
| Total debt securities, available-for-sale | $ | $ | $ | $ | |||||||||||||||||||
(1)Includes debt obligations issued by U.S. government-sponsored enterprises or U.S. government agencies.
As of September 30, 2026, the estimated market values of our short-term debt securities with contractual maturities due within 12 months and due after 12 months through 18 months were $722.9 million and $133.6 million, respectively. As of December 31, 2025, the estimated market value of our short-term debt securities with contractual maturities due within 12 months was $1.08 billion. Gross realized gains and losses on sales of our short-term debt securities for the three and nine months ended September 30, 2026 and September 30, 2025 were not significant.
We periodically review our portfolio of debt securities to determine if any investment is impaired due to credit loss or other potential valuation concerns. For debt securities where the fair value of the investment is less than the amortized cost basis, we have assessed at the individual security level for various quantitative factors including, but not limited to, the nature of the investments, changes in credit ratings, interest rate fluctuations, industry analyst reports, and the severity of impairment. Unrealized losses on available-for-sale debt securities at September 30, 2026 were primarily due to changes in interest rates, including market credit spreads, and not due to increased credit risks associated with specific securities. We do not intend to sell these investments and it is not more likely than not that we will be required to sell the investments before recovery of their amortized cost bases, which may be at maturity. Accordingly, we have not recorded an allowance for credit losses.
Inventory | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Raw materials | $ | $ | |||||||||
| Work-in-process | |||||||||||
| Finished goods | |||||||||||
| Total inventory | $ | $ | |||||||||
We recorded inventory reserve charges of $33.0 million and $16.0 million, during the three months ended September 30, 2026 and 2025, respectively, and $117.2 million and $53.0 million during the nine months ended September 30, 2026 and 2025, respectively. These charges are recorded in cost of sales and reflect reserves established through our ongoing evaluation of quality control data, the planned discontinuation of G6 manufacturing, forecasted demand, analysis of risk exposure, and the continued improvement and innovation of our products.
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| Prepaid and Other Current Assets | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||||||||||||||||||||||||||
| Prepaid expenses | $ | $ | |||||||||||||||||||||||||||||||||
| Deferred compensation plan assets | |||||||||||||||||||||||||||||||||||
| Income tax receivables | |||||||||||||||||||||||||||||||||||
Indirect tax receivables | |||||||||||||||||||||||||||||||||||
| Other current assets | |||||||||||||||||||||||||||||||||||
| Total prepaid and other current assets | $ | $ | |||||||||||||||||||||||||||||||||
Property and Equipment | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Building | $ | $ | |||||||||
| Computer software and hardware | |||||||||||
| Furniture and fixtures | |||||||||||
| Land and land improvements | |||||||||||
| Leasehold improvements | |||||||||||
| Machinery and equipment | |||||||||||
| Construction in progress | |||||||||||
| Total cost | |||||||||||
Less: accumulated depreciation and amortization | ( | ( | |||||||||
| Total property and equipment, net | $ | $ | |||||||||
Intangibles, Net | ||||||||||||||
In the second quarter of 2026, we acquired an entity, in which substantially all the fair value of the gross assets acquired are concentrated in a group of similar identifiable assets. Accordingly, the transaction was accounted for as an acquisition of a group of assets. In connection with the acquisition, we recorded $48.7 million in gross intangible assets, primarily related to acquired technology. Net intangible assets increased $18.6 million from December 31, 2025, reflecting the impact of the acquisition, partially offset by amortization expense recognized during the nine months ended September 30, 2026.
Other Assets | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
Non-marketable equity securities | $ | $ | |||||||||
Capitalized software | |||||||||||
| Long-term deposits | |||||||||||
| Other assets | |||||||||||
| Total other assets | $ | $ | |||||||||
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Accounts Payable and Accrued Liabilities | ||
(In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Accounts payable trade | $ | $ | |||||||||
| Accrued rebates | |||||||||||
| Accrued tax, audit, and legal fees | |||||||||||
| Accrued warranty | |||||||||||
| Deferred compensation plan liabilities | |||||||||||
Income tax payable | |||||||||||
| Other accrued liabilities | |||||||||||
| Total accounts payable and accrued liabilities | $ | $ | |||||||||
Accrued Payroll and Related Expenses | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Accrued wages, bonus and taxes | $ | $ | |||||||||
| Other accrued employee benefits | |||||||||||
| Total accrued payroll and related expenses | $ | $ | |||||||||
Other Long-Term Liabilities | ||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Asset retirement obligation | $ | $ | |||||||||
Finance lease obligations | |||||||||||
Income tax payable | |||||||||||
| Other liabilities | |||||||||||
| Total other long-term liabilities | $ | $ | |||||||||
| Other Income, Net | ||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
Interest and dividend income | $ | $ | $ | $ | |||||||||||||||||||
Interest expense | ( | ( | ( | ( | |||||||||||||||||||
| Net gains (losses) on equity investments | ( | ||||||||||||||||||||||
| Other income (expense), net | ( | ( | ( | ||||||||||||||||||||
Total other income, net | $ | $ | $ | $ | |||||||||||||||||||
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4. Debt | ||
| Senior Convertible Notes | ||
As of September 30, 2026 and December 31, 2025, the if-converted value of our unsecured senior convertible notes due 2028, or 2028 Notes, did not exceed their outstanding principal amount. Our unsecured senior convertible notes due 2025, or 2025 Notes, matured in November 2025 and we repaid the principal of $1.21 billion entirely in cash on the maturity date.
The carrying amounts of our senior convertible notes were as follows:
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
| Principal amount: | |||||||||||
2028 Notes | $ | $ | |||||||||
| Unamortized debt issuance costs | ( | ( | |||||||||
| Carrying amount of senior convertible notes | $ | $ | |||||||||
The following table summarizes the components of interest expense and the effective interest rates for our senior convertible notes:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Cash interest expense: | |||||||||||||||||||||||
Contractual coupon interest (1) | $ | $ | $ | $ | |||||||||||||||||||
| Non-cash interest expense: | |||||||||||||||||||||||
| Amortization of debt issuance costs | |||||||||||||||||||||||
| Total interest expense recognized on senior notes | $ | $ | $ | $ | |||||||||||||||||||
| Effective interest rate: | |||||||||||||||||||||||
2025 Notes | * | % | * | % | |||||||||||||||||||
2028 Notes | % | % | % | % | |||||||||||||||||||
(1) Interest on the 2025 Notes began accruing upon issuance and was payable semi-annually on May 15 and November 15 of each year until the 2025 Notes matured in November 2025. Interest on the 2028 Notes began accruing upon issuance and is payable semi-annually on May 15 and November 15 of each year. | |||||||||||||||||||||||
* Not applicable as no notes were outstanding in the relevant period. | |||||||||||||||||||||||
Fair Value of Senior Convertible Notes
The fair value, based on trading prices (Level 1 inputs), of our senior convertible notes were as follows:
| Fair Value Measurements Using Level 1 | |||||||||||
| (In millions) | September 30, 2026 | December 31, 2025 | |||||||||
2028 Notes | $ | $ | |||||||||
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Convertible Debt Summary
The following table summarizes key details of the 2028 Notes:
Senior Convertible Notes | Offering Completion Date | Maturity Date | Stated Interest Rate | Aggregate Principal Amount Issued | Net Proceeds(1) | Initial Conversion Rate(2) (per $1,000 principal amount) | Conversion Price (per share) | Settlement Methods(3) | ||||||||||||||||||
2028 Notes | May 2023 | May 15, 2028 | $ | $ | 6.1571 shares | $ | Cash and/or shares | |||||||||||||||||||
(1) Net proceeds are calculated by deducting the initial purchasers’ discounts and estimated costs directly related to the offering from the aggregate principal amount of the applicable series of notes. | ||||||||||||||||||||||||||
(2) Subject to adjustments as defined in the applicable indentures. | ||||||||||||||||||||||||||
(3) The 2028 Notes may be settled upon conversion in cash, stock, or a combination thereof, solely at our discretion. | ||||||||||||||||||||||||||
We use the if-converted method for assumed conversion of our senior convertible notes to compute the weighted average shares of common stock outstanding for diluted earnings per share.
No principal payments are due on any of our senior convertible notes prior to maturity. Other than restrictions relating to certain fundamental changes and consolidations, mergers or asset sales and customary anti-dilution adjustments, the indentures relating to our senior convertible notes include customary terms and covenants, including certain events of default after which the senior convertible notes may be due and payable immediately.
2028 Capped Call Transactions
In May 2023, in connection with the offering of the 2028 Notes, we entered into privately negotiated capped call transactions, or the 2028 Capped Calls, with certain financial institutions. The 2028 Capped Calls cover, subject to anti-dilution adjustments substantially similar to those applicable to the 2028 Notes, the number of shares of our common stock initially underlying the 2028 Notes. The 2028 Capped Calls are expected generally to reduce potential dilution to our common stock upon conversion of the 2028 Notes and/or offset any cash payments that we are required to make in excess of the principal amount of converted 2028 Notes, as the case may be, with such reduction and/or offset subject to a cap. The 2028 Capped Calls have an initial cap price of $212.62 per share, subject to adjustments, which represents a premium of 80 % over the closing price of our common stock of $118.12 per share on the Nasdaq Global Select Market on May 2, 2023. The cost to purchase the 2028 Capped Calls of $101.3 million was recorded as a reduction to additional paid-in capital in our condensed consolidated balance sheets as the 2028 Capped Calls met the criteria for classification in stockholders’ equity.
Conversion Rights for Senior Convertible Notes
Holders of our outstanding senior convertible notes have the right to require us to repurchase for cash all or a portion of their notes at 100 % of their principal amount, plus any accrued and unpaid interest, upon the occurrence of a fundamental change (as defined in the applicable indenture relating to the notes). We are also required to increase the conversion rate for holders who convert their notes in connection with certain fundamental changes occurring prior to the maturity date or following the delivery by Dexcom of a notice of redemption.
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The following table outlines the conversion options related to our 2028 Notes:
Summary of Conversions Rights at the Option of the Holders for the 2028 Notes, or the Notes | ||||||||
Conversion Rights at the Option of the Holders | Holders of the Notes have the ability to convert all or a portion of their notes in multiples of $1,000 principal amount, at their option prior to 5:00 p.m., New York City time, on the business day immediately preceding February 15, 2028 for the 2028 Notes only under the following circumstances: | |||||||
Circumstance 1(1) | During any calendar quarter commencing after the applicable period (and only during such calendar quarter), if the last reported sale price of Dexcom’s common stock for at least | |||||||
Circumstance 2 | During the | |||||||
Circumstance 3 | If we call any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date (only with respect to the notes called or deemed called for redemption) | |||||||
Circumstance 4 | Upon the occurrence of specified corporate events | |||||||
Circumstance 5(2) | Holders of the Notes may convert all or a portion of their notes regardless of the foregoing circumstances prior to the close of business on the second scheduled trading day immediately preceding the maturity date | |||||||
(1) Circumstance 1 is available after the calendar quarter ended September 30, 2023 for the 2028 Notes. | ||||||||
(2) Circumstance 5 is available on or after February 15, 2028 for the 2028 Notes. | ||||||||
Summary of Conversion Right at the Option of the Company for the 2028 Notes | ||||||||
Conversion Right at Our Option(1) | Dexcom may redeem for cash all or part of the Notes, at its option, if the last reported sale price of our common stock has been at least | |||||||
(1) Dexcom does not have the right to redeem the 2028 Notes prior to May 20, 2026. Dexcom has the right to redeem the 2028 Notes on or after May 20, 2026 and prior to February 15, 2028. | ||||||||
Conversion Activity for Senior Convertible Notes
There was no conversion activity for the 2028 Notes for the nine months ended September 30, 2026.
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| Credit Agreement | ||
On September 14, 2026, we terminated our existing credit agreement, and entered into a new five-year credit agreement, or the Credit Agreement, which provides for a $200.0 million unsecured revolving credit facility, or the Credit Facility, scheduled to mature in September 2031. The Credit Facility includes a contingent accordion feature that allows us to request increases in the revolving commitments in an aggregate amount up to the greater of (i) 100 % of EBITDA as of the increase effective date and (ii) 100 % of EBITDA for the trailing four quarters, contingent upon the satisfaction of certain conditions and lender approval. The Credit Facility also includes a $75.0 million sublimit for the issuance of letters of credit.
Borrowings under the Credit Facility bear interest at a variable base rate, determined by the currency and type of borrowing, plus an applicable margin based on our long-term credit rating or total net leverage ratio. As of September 30, 2026, we had no outstanding borrowings, $8.7 million in outstanding letters of credit, and $191.3 million available for borrowing under the Credit Facility. Funds borrowed under the Credit Facility may be used for general corporate purposes.
The Credit Agreement contains customary representations, warranties, affirmative and negative covenants, and events of default. Financial covenants require us to maintain a minimum interest coverage ratio and a maximum total net leverage ratio. As of September 30, 2026, we were in compliance with these covenants.
As of September 30, 2026, we have other guarantee facilities related to certain international operations that are partially collateralized, which are included in non-current “Other assets” on our condensed consolidated balance sheets. These facilities are not significant to the condensed consolidated financial statements.
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5. Contingencies | ||
| Litigation | ||
We are subject to various claims, complaints and legal actions that arise from time to time in the normal course of business, including commercial insurance, product liability, intellectual property and employment related matters. In addition, from time to time we may bring claims or initiate lawsuits against various third parties with respect to matters arising out of the ordinary course of our business, including commercial and employment related matters.
Due to uncertainty surrounding the securities class action litigation, the derivative actions, and the G6 and G7 Class Action Litigation, we are unable to reasonably estimate the ultimate outcome of any of the litigation matters at this time. We intend to defend against these claims vigorously in all of these actions.
We do not believe we are party to any other currently pending legal proceedings, the outcome of which could have a material adverse effect on our business, financial condition, or results of operations. There can be no assurance that existing or future legal proceedings arising in the ordinary course of business or otherwise will not have a material adverse effect on our business, financial condition, or results of operations.
6. Income Taxes | ||
We estimate our annual effective tax rate to be 21.7 % for the full year 2026, which differs from the U.S. federal statutory rate due to state and foreign income taxes, federal taxation of international operations, and nondeductible executive compensation, partially offset by federal tax credits generated. Our actual effective tax rate of 21.5 % for the nine months ended September 30, 2026 compared to the estimated annual effective tax rate of 21.7 % was lower primarily due to the release of reserves for uncertain tax positions due to statute of limitations expiration, partially offset by shortfalls recognized for employee share-based compensation, net of disallowed executive compensation.
The Organization for Economic Co-operation and Development’s, or OECD, Pillar Two Initiative introduced a 15% global minimum tax for certain multinational groups exceeding minimum annual global revenue thresholds. As of September 30, 2026, the global minimum tax rules enacted in countries in which we operate, including the transitional safe harbor provisions, do not have a material impact on our condensed consolidated financial statements.
In June 2026, the California Franchise Tax Board commenced an audit of our California income tax returns for the 2022 and 2023 years. In July 2026, the IRS commenced an audit of our 2024 federal income tax return. As of September 30, 2026, we do not expect any significant adjustments as a result of either audit.
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7. Stockholders’ Equity | ||
Share-Based Compensation
Our share-based compensation expense is associated with RSUs, PSUs, and our Employee Stock Purchase Plan, or ESPP. The following table summarizes our share-based compensation expense included in our condensed consolidated statements of operations:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Cost of sales | $ | $ | $ | $ | |||||||||||||||||||
| Research and development | |||||||||||||||||||||||
| Selling, general and administrative | |||||||||||||||||||||||
| Total share-based compensation expense | $ | $ | $ | $ | |||||||||||||||||||
As of September 30, 2026, unrecognized estimated compensation costs related to RSUs and PSUs totaled $219.4 million and are expected to be recognized over a weighted-average period of approximately 1.9 years.
Share Repurchase Program and Treasury Shares
2025 Share Repurchase Program
In April 2025, our Board of Directors authorized and approved a share repurchase program of up to $750.0 million of our outstanding common stock, with a repurchase period ending no later than June 30, 2026, or the 2025 Share Repurchase Program. During the twelve months ended December 31, 2025, we repurchased 7.7 million shares of our common stock for $500.0 million under the 2025 Share Repurchase Program. In May 2026, our Board of Directors terminated the existing 2025 Share Repurchase Program, of which $250.0 million remained available to be repurchased under the program.
2026 Share Repurchase Program
In May 2026, our Board of Directors authorized and approved a share repurchase program of up to $1.00 billion of our outstanding common stock, with a repurchase period ending no later than June 30, 2027, or the 2026 Share Repurchase Program. During the three and nine months ended September 30, 2026, we repurchased 4.6 million and 13.2 million shares, respectively, of our common stock for $400.0 million and $1.00 billion, respectively, under the 2026 Share Repurchase Program. As of September 30, 2026, the 2026 Share Repurchase Program was completed.
Repurchases of our common stock under the 2026 Share Repurchase Program were permitted to be made from time to time in the open market, in privately negotiated transactions or by other methods, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, or the Exchange Act, at our discretion, and in accordance with the limitations set forth in Rule 10b-18 promulgated under the Exchange Act and other applicable federal and state laws and regulations.
During the three and nine months ended September 30, 2026, 0.1 million and 0.6 million shares, respectively, of our common stock were withheld to satisfy employee tax withholding obligations related to net share settlement.
Repurchased and withheld shares of our common stock are held as treasury shares until they are reissued or retired. We have not yet determined the ultimate disposition of repurchased or withheld shares and consequently we continue to hold them as treasury shares rather than retiring them. Authorization of future stock repurchase programs is subject to the final determination of our Board of Directors.
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8. Business Segment and Geographic Information | ||
We manage our business on a global consolidated basis within one operating and one reportable segment, which is consistent with how our chief operating decision maker (CODM), our President and Chief Executive Officer, reviews our business, makes investment and resource allocation decisions, and assesses operating performance. The majority of our revenue is generated in the United States. Our reportable segment derives revenues from the sale of disposable sensors and reusable transmitters and receivers.
The measures of segment profit or loss that are most consistent with U.S. GAAP used by the CODM to assess performance and allocate resources are operating income and net income. Our CODM also reviews total assets, as reported on our condensed consolidated balance sheets, and purchases of property and equipment, as reported on our condensed consolidated statements of cash flows.
Our CODM uses operating income and net income to evaluate income generated from segment assets (return on assets) in deciding whether to reinvest profits into the Company, monitor budget versus actual results, acquire companies, or invest in other companies.
The following table sets forth our segment information for revenue, measures of segment profit or loss, and significant expenses:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Revenue | $ | $ | $ | $ | ||||||||||||||||||||||
| Less: | ||||||||||||||||||||||||||
Cost of sales (1) | ||||||||||||||||||||||||||
| Payroll related expenses | ||||||||||||||||||||||||||
| Stock-based compensation expense | ||||||||||||||||||||||||||
| Marketing expense | ||||||||||||||||||||||||||
| Travel related expenses | ||||||||||||||||||||||||||
| Supply expenses and clinical trials | ||||||||||||||||||||||||||
| Consulting & professional fees | ||||||||||||||||||||||||||
| Equipment, office & facility expenses | ||||||||||||||||||||||||||
| IT software and data | ||||||||||||||||||||||||||
| Depreciation and amortization | ||||||||||||||||||||||||||
Other segment items (2) | ||||||||||||||||||||||||||
| Operating income | ||||||||||||||||||||||||||
Other income, net | ||||||||||||||||||||||||||
| Income tax expense | ||||||||||||||||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||||||||||||
(1) Includes amounts stated in other significant expense captions. | ||||||||||||||||||||||||||
(2) Other segment items are primarily composed of bad debt expense and other miscellaneous operating expenses. | ||||||||||||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||||||||||
| (In millions) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||||||||||||||||
| Other segment disclosures | ||||||||||||||||||||||||||||||||||||||||||||
Depreciation and amortization (1) | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||
| Expenditures for long-lived assets | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||
| Significant noncash items other than depreciation and amortization expense: | ||||||||||||||||||||||||||||||||||||||||||||
Deferred income tax expense (benefit) | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||
| Net (gains) losses on equity investments | $ | $ | ( | $ | $ | ( | ||||||||||||||||||||||||||||||||||||||
(1) Includes depreciation and amortization recorded in both cost of sales and operating expenses. | ||||||||||||||||||||||||||||||||||||||||||||
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See Note 3 “Balance Sheet Details and Other Financial Information—Other Income, Net” for information about our interest income and interest expense.
See Note 7 “Stockholders’ Equity—Share-Based Compensation” for information about our share-based compensation expense.
Revenue by Customer Sales Channel and Geographic Region
We sell our CGM systems direct and to distributors. We also disaggregate our revenue by our two primary geographical markets, the United States and International, based on the geographic location of delivery.
The following table presents our revenue disaggregated by major sales channel and geographic region:
| Three Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||||||||||||||
| (In millions) | United States | International | Total | United States | International | Total | |||||||||||||||||||||||||||||
| Distributor | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Direct | |||||||||||||||||||||||||||||||||||
| Total revenue | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||||||||||||||
| (In millions) | United States | International | Total | United States | International | Total | |||||||||||||||||||||||||||||
| Distributor | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
| Direct | |||||||||||||||||||||||||||||||||||
| Total revenue | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||
During the three and nine months ended September 30, 2026, and September 30, 2025, no individual country outside the United States generated revenue that represented more than 10% of our total revenue.
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9. Subsequent Events | ||
In October 2026, our Board of Directors authorized and approved a share repurchase program of up to $1.00 billion of our outstanding common stock with a repurchase period ending no later than December 31, 2027, which we refer to as the 2027 Share Repurchase Program.
Repurchases of our common stock under the 2027 Share Repurchase Program may be made from time to time in the open market, in privately negotiated transactions or by other methods, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, at our discretion, and in accordance with the limitations set forth in Rule 10b-18 promulgated under the Exchange Act and other applicable federal and state laws and regulations. The timing of any repurchases will depend on market conditions and will be made at our discretion.
The 2027 Share Repurchase Program does not obligate us to repurchase any dollar amount or number of shares of our common stock, and the program may be extended, modified, suspended, or discontinued at any time.
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ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | ||
This Quarterly Report on Form 10-Q, including the following Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains forward-looking statements that are not purely historical regarding Dexcom’s or its management’s intentions, beliefs, expectations and strategies for the future. These forward-looking statements fall within the meaning of the federal securities laws that relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “intend,” “potential” or “continue” or the negative of these terms or other comparable terminology. Forward-looking statements are made as of the date of this Quarterly Report on Form 10-Q, deal with future events, are subject to various risks and uncertainties, and actual results could differ materially from those anticipated in those forward looking statements. The risks and uncertainties that could cause actual results to differ materially are more fully described under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on February 12, 2026, together with any updates identified under “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q, elsewhere in this Quarterly Report on Form 10-Q, and in our other reports filed with the SEC. We assume no obligation to update any of the forward-looking statements after the date of this Quarterly Report on Form 10-Q or to conform these forward-looking statements to actual results. You should read the following discussion and analysis together with our condensed consolidated financial statements and related notes in Part I, Item 1 of this Quarterly Report on Form 10-Q.
| Overview | ||
| Who We Are | |||||
We are a medical device company primarily focused on the design, development and commercialization of continuous glucose monitoring, or CGM, systems for the management of diabetes and metabolic health by patients, caregivers, and clinicians around the world. We received approval from the Food and Drug Administration, or FDA, and commercialized our first product in 2006. We launched our latest generation systems, the Dexcom G7 Continuous Glucose Monitoring System, or G7, in 2023, and the Dexcom G7 15 Day Continuous Glucose Monitoring System, or G7 15 Day, in late 2025. In August 2024, we launched Stelo, our biosensor designed for adults with prediabetes and Type 2 diabetes who do not use insulin, as the first over-the-counter glucose biosensor in the U.S. In June 2026, Stelo received FDA clearance expanding its indication to include children ages 2 years and older who do not use insulin. Unless the context requires otherwise, the terms “we,” “us,” “our,” the “company,” or “Dexcom” refer to DexCom, Inc. and its subsidiaries. | |||||
| Global Presence | |||||
We have built a direct sales organization in North America and certain international markets to call on health care professionals, such as endocrinologists, physicians and diabetes educators, who can educate and influence patient adoption of continuous glucose monitoring. To complement our direct sales efforts, we have entered into distribution arrangements in North America and several international markets that allow distributors to sell our products. | |||||
| Future Developments | |||||
Product Development: We plan to develop future generations of technologies that are focused on improved performance and convenience and that will enable intelligent insulin administration. Over the longer term, we plan to continue to develop and improve networked platforms with open architecture, connectivity and transmitters capable of communicating with other devices. We also intend to expand our efforts to accumulate CGM patient data and metrics and apply predictive modeling and machine learning to generate interactive CGM insights that can inform patient behavior. | |||||
Partnerships: We continue to support partnerships with insulin pump companies and companies or institutions developing insulin delivery systems, including automated insulin delivery systems. With the introduction of Stelo, we are also pursuing and supporting development partnerships with consumer technology product companies that seek to provide metabolic health insights to their customers. | |||||
New Opportunities: We are also exploring how to extend our offerings to other opportunities, including for people with pre-diabetes, people who are obese, people who are pregnant, and people in the hospital setting. Eventually, we may apply our technological expertise to products beyond glucose monitoring. | |||||
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| Critical Accounting Estimates | ||
The discussion and analysis of our financial condition and results of operations are based on our condensed consolidated financial statements, which we have prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements as well as the reported revenue and expenses during the reporting periods. On an ongoing basis, we evaluate our estimates and judgments. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
We believe that the estimates, assumptions and judgments involved in the accounting policies described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, have the greatest potential impact on our financial statements, so we consider them to be our critical accounting policies and estimates. There were no material changes to our critical accounting estimates during the nine months ended September 30, 2026.
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| Overview of Financial Results | ||||||||||||||||||||||||||||||||||||||
The most important financial indicators that we use to assess our business are revenue, gross profit, operating income, net income, and operating cash flow. | ||||||||||||||||||||||||||||||||||||||
Key Highlights for the Three Months Ended September 30, 2026 include the following: | ||||||||||||||||||||||||||||||||||||||
| Revenue | Gross Profit | Operating Income | Net Income | Operating Cash Flow | ||||||||||||||||||||||||||||||||||
$1.34 billion | $864.4 million | $327.2 million | $275.1 million | $325.6 million | ||||||||||||||||||||||||||||||||||
up 11% from the same period in 2025 | up 18% from the same period in 2025 | up 35% from the same period in 2025 | down 3% from the same period in 2025 | down 51% from the same period in 2025 | ||||||||||||||||||||||||||||||||||
We ended the third quarter of 2026 with cash, cash equivalents and short-term marketable securities totaling $1.82 billion.
| Results of Operations | ||
| Financial Overview | ||
Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025 | |||||||||||||||||||||||||||||||||||
| Three Months Ended September 30, | 2026 - 2025 | ||||||||||||||||||||||||||||||||||
| (In millions, except per share amounts) | 2026 | % of Revenue (1) | 2025 | % of Revenue (1) | $ Change | % Change | |||||||||||||||||||||||||||||
| Revenue | $ | 1,344.5 | 100 | % | $ | 1,209.3 | 100 | % | $ | 135.2 | 11 | % | |||||||||||||||||||||||
| Cost of sales | 480.1 | 36 | % | 477.9 | 40 | % | 2.2 | — | % | ||||||||||||||||||||||||||
| Gross profit | 864.4 | 64 | % | 731.4 | 60 | % | 133.0 | 18 | % | ||||||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||
| Research and development | 161.6 | 12 | % | 157.5 | 13 | % | 4.1 | 3 | % | ||||||||||||||||||||||||||
| Selling, general and administrative | 375.6 | 28 | % | 331.4 | 27 | % | 44.2 | 13 | % | ||||||||||||||||||||||||||
| Total operating expenses | 537.2 | 40 | % | 488.9 | 40 | % | 48.3 | 10 | % | ||||||||||||||||||||||||||
| Operating income | 327.2 | 24 | % | 242.5 | 20 | % | 84.7 | 35 | % | ||||||||||||||||||||||||||
| Other income, net | 7.5 | 1 | % | 109.8 | 9 | % | (102.3) | (93) | % | ||||||||||||||||||||||||||
| Income before income taxes | 334.7 | 25 | % | 352.3 | 29 | % | (17.6) | (5) | % | ||||||||||||||||||||||||||
| Income tax expense | 59.6 | 4 | % | 68.5 | 6 | % | (8.9) | (13) | % | ||||||||||||||||||||||||||
| Net income | $ | 275.1 | 20 | % | $ | 283.8 | 23 | % | $ | (8.7) | (3) | % | |||||||||||||||||||||||
| Basic net income per share | $ | 0.73 | ** | $ | 0.73 | ** | $ | — | — | % | |||||||||||||||||||||||||
| Diluted net income per share | $ | 0.72 | ** | $ | 0.70 | ** | $ | 0.02 | 3 | % | |||||||||||||||||||||||||
(1) The sum of the individual percentages may not equal the total due to rounding. | |||||||||||||||||||||||||||||||||||
** Not meaningful | |||||||||||||||||||||||||||||||||||
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Revenue
We generate our revenue from the sale of disposable sensors and reusable transmitters and receivers. We expect that the revenue we generate from the sales of our products will fluctuate from quarter to quarter. We typically experience seasonality, with lower sales in the first quarter of each year compared to the immediately preceding fourth quarter. This seasonal sales pattern relates to U.S. annual insurance deductible resets and unfunded flexible spending accounts.
Cost of sales
Cost of sales includes direct labor and materials costs related to each product sold or produced, including assembly, test labor and scrap, as well as factory overhead supporting our manufacturing operations. Factory overhead includes facilities, material procurement and control, manufacturing engineering, quality assurance, supervision and management. These costs are primarily salary, fringe benefits, share-based compensation, facility expense, supplies and purchased services. All of our manufacturing costs are included in cost of sales. In addition, amortization of certain licensing related intangibles are also included in cost of sales.
Research and development
Our research and development expenses primarily consist of engineering and research expenses related to our sensing technology, clinical trials, regulatory expenses, quality assurance programs, employee compensation, and business process outsourcers.
Selling, general and administrative
Our selling, general and administrative expenses primarily consist of employee compensation for our executive, financial, sales, marketing, information technology and administrative functions. Other significant expenses include commissions, marketing and advertising, IT software license costs, insurance, professional fees for our outside legal counsel and independent auditors, litigation expenses, patent application expenses and consulting expenses.
Other income, net
Other income, net consists primarily of interest and dividend income on our cash, cash equivalents and short-term marketable securities portfolio, foreign currency transaction gains and losses resulting from the effects of foreign currency fluctuations, realized and unrealized gains and losses on marketable and non-marketable equity investments, including changes in fair value, and interest expense related to our senior convertible notes.
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025 | ||||||||||||||
| Three Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||||||||||||||
| (In millions) | United States | International | Total | United States | International | Total | |||||||||||||||||||||||||||||
| Distributor | $ | 933.1 | $ | 214.9 | $ | 1,148.0 | $ | 818.1 | $ | 207.9 | $ | 1,026.0 | |||||||||||||||||||||||
| Direct | 36.7 | 159.8 | 196.5 | 33.8 | 149.5 | 183.3 | |||||||||||||||||||||||||||||
| Total revenue | $ | 969.8 | $ | 374.7 | $ | 1,344.5 | $ | 851.9 | $ | 357.4 | $ | 1,209.3 | |||||||||||||||||||||||
Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025 | ||||||||
| Revenue | The revenue increase was primarily driven by increased sales volume of our disposable sensors due to the continued growth of our worldwide customer base. We added approximately 600,000 to 700,000 net customers, excluding Stelo customers, to our worldwide customer base in 2025. | |||||||
| Cost of sales & Gross profit | The increase in gross profit and gross profit margin percentage in the third quarter of 2026 compared to the third quarter of 2025 was primarily driven by increased sales volume, G7 15 Day benefits, improved manufacturing efficiencies, higher production volumes, and a more favorable manufacturing mix, which resulted in better absorption of fixed costs. The increase in gross margin was attributable to the implementation of additional quality testing and material validation efforts relative to the prior year. These favorable impacts were partially offset by higher inventory reserve charges primarily associated with the planned discontinuation of G6 manufacturing. Cost of sales remained relatively consistent primarily as a result of improved manufacturing efficiencies. | |||||||
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025 | ||||||||
| Research and development expense | Research and development expense was relatively consistent due to the timing of project spend. We continue to believe that focused investments in research and development are critical to our future growth and competitive position in the marketplace, and to the development of new and enhanced products and services that are central to our core business strategy. | |||||||
| Selling, general and administrative expense | Selling, general and administrative expense increased primarily due to $20.7 million in incremental investments in advertising and marketing costs, $11.1 million in higher facilities-related costs, and $6.9 million in higher third party and consulting fees. | |||||||
| Other income, net | Other income, net, decreased primarily due to the absence of an $82.5 million prior year gain on equity investments and $18.4 million in lower interest and dividend income. The decrease in interest income was driven by a decrease in the average invested balances and changes in market interest rates. | |||||||
| Income tax expense | The income tax expense recorded for the three months ended September 30, 2026 was primarily attributable to income tax expense from normal, recurring operations, partially offset by the release of reserves for uncertain tax positions due to statute of limitations expiration. The income tax expense recorded for the three months ended September 30, 2025 was primarily attributable to income tax expense from normal, recurring operations and the tax benefit related to the commencement of our Malaysia tax holiday. The decrease in our effective tax rate for the three months ended September 30, 2026 compared to the same period in 2025 is primarily attributable to the tax benefits recognized upon the release of reserves for uncertain tax positions due to statute of limitations expiration and mix of earnings by jurisdiction, partially offset by the prior-year benefit from the initial recognition of the Malaysia tax holiday in the third quarter of 2025. | |||||||
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| Results of Operations | ||||||||||||||
| Financial Overview | ||||||||||||||
Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025 | |||||||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | 2026 - 2025 | ||||||||||||||||||||||||||||||||||
| (In millions, except per share amounts) | 2026 | % of Revenue (1) | 2025 | % of Revenue (1) | $ Change | % Change | |||||||||||||||||||||||||||||
| Revenue | $ | 3,844.8 | 100 | % | $ | 3,402.4 | 100 | % | $ | 442.4 | 13 | % | |||||||||||||||||||||||
| Cost of sales | 1,400.1 | 36 | % | 1,393.2 | 41 | % | 6.9 | — | % | ||||||||||||||||||||||||||
| Gross profit | 2,444.7 | 64 | % | 2,009.2 | 59 | % | 435.5 | 22 | % | ||||||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||
| Research and development | 459.9 | 12 | % | 450.9 | 13 | % | 9.0 | 2 | % | ||||||||||||||||||||||||||
| Selling, general and administrative | 1,084.0 | 28 | % | 969.5 | 28 | % | 114.5 | 12 | % | ||||||||||||||||||||||||||
| Total operating expenses | 1,543.9 | 40 | % | 1,420.4 | 42 | % | 123.5 | 9 | % | ||||||||||||||||||||||||||
| Operating income | 900.8 | 23 | % | 588.8 | 17 | % | 312.0 | 53 | % | ||||||||||||||||||||||||||
| Other income, net | 20.9 | 1 | % | 158.9 | 5 | % | (138.0) | (87) | % | ||||||||||||||||||||||||||
| Income before income taxes | 921.7 | 24 | % | 747.7 | 22 | % | 174.0 | 23 | % | ||||||||||||||||||||||||||
| Income tax expense | 198.0 | 5 | % | 178.7 | 5 | % | 19.3 | 11 | % | ||||||||||||||||||||||||||
| Net income | $ | 723.7 | 19 | % | $ | 569.0 | 17 | % | $ | 154.7 | 27 | % | |||||||||||||||||||||||
| Basic net income per share | $ | 1.90 | ** | $ | 1.45 | ** | $ | 0.45 | 31 | % | |||||||||||||||||||||||||
| Diluted net income per share | $ | 1.87 | ** | $ | 1.42 | ** | $ | 0.45 | 32 | % | |||||||||||||||||||||||||
(1) The sum of the individual percentages may not equal the total due to rounding. | |||||||||||||||||||||||||||||||||||
** Not meaningful | |||||||||||||||||||||||||||||||||||
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Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025 | ||||||||||||||
| Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| 2026 | 2025 | ||||||||||||||||||||||||||||||||||
| (In millions) | United States | International | Total | United States | International | Total | |||||||||||||||||||||||||||||
| Distributor | $ | 2,623.5 | $ | 637.2 | $ | 3,260.7 | $ | 2,338.7 | $ | 545.1 | $ | 2,883.8 | |||||||||||||||||||||||
| Direct | 112.0 | 472.1 | 584.1 | 104.7 | 413.9 | 518.6 | |||||||||||||||||||||||||||||
| Total revenue | $ | 2,735.5 | $ | 1,109.3 | $ | 3,844.8 | $ | 2,443.4 | $ | 959.0 | $ | 3,402.4 | |||||||||||||||||||||||
Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025 | ||||||||
| Revenue | The revenue increase was primarily driven by increased sales volume of our disposable sensors due to the continued growth of our worldwide customer base. We added approximately 600,000 to 700,000 net customers, excluding Stelo customers, to our worldwide customer base in 2025. The increase was also driven by favorable revenue per customer primarily due to payor mix and utilization. These favorable impacts were partially offset by channel and product mix and rebate eligibility. | |||||||
| Cost of sales & Gross profit | The increase in gross profit and gross profit margin percentage in 2026 compared to 2025 was primarily driven by increased sales volume, G7 15 Day benefits, improved manufacturing efficiencies, higher production volumes, and a more favorable manufacturing mix, which resulted in better cost absorption of fixed costs. The increase in gross margin was attributable to the implementation of additional quality testing and material valuation efforts relative to the prior year. These favorable impacts were partially offset by higher inventory reserve charges primarily associated with the planned discontinuation of G6 manufacturing and higher enhanced product replacement program costs. Cost of sales remained relatively consistent primarily as a result of improved manufacturing efficiencies. | |||||||
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Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025 | ||||||||
| Research and development expense | Research and development expense was relatively consistent due to the timing of project spend. We continue to believe that focused investments in research and development are critical to our future growth and competitive position in the marketplace, and to the development of new and updated products and services that are central to our core business strategy. | |||||||
| Selling, general and administrative expense | Selling, general and administrative expense increased primarily due to $47.9 million in incremental investments in advertising and marketing costs, $22.6 million in higher facilities-related costs, and $20.8 million in higher compensation and related costs. | |||||||
| Other income, net | Other income, net, decreased primarily due to the absence of an $82.5 million prior year gain on equity investments, $38.5 million in lower interest and dividend income, and $16.4 million in net foreign currency losses. The decrease in interest income was driven by a decrease in the average invested balances and changes in market interest rates. | |||||||
| Income tax expense | The income tax expense recorded for the nine months ended September 30, 2026 was primarily attributable to income tax expense from normal, recurring operations at an estimated annual effective tax rate of 21.7%, decreased by the release of reserves for uncertain tax positions due to statute of limitations expiration, partially offset by discrete shortfalls recognized for share-based compensation for employees, net of nondeductible executive compensation. The income tax expense recorded for the nine months ended September 30, 2025 was primarily attributable to income tax expense from normal, recurring operations at an estimated annual effective tax rate of 22.5%, increased by discrete shortfalls recognized for share-based compensation for employees, net of nondeductible executive compensation, offset by the tax benefit related to the commencement of our Malaysia tax holiday. The decrease in our effective tax rate for the nine months ended September 30, 2026 compared to the same period in 2025 is primarily attributable to the tax benefits recognized upon the release of reserves for uncertain tax positions due to statute of limitations expiration and the mix of earnings by jurisdiction. | |||||||
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| Liquidity and Capital Resources | ||
| Overview, Capital Resources, and Capital Requirements | ||
Our principal sources of liquidity are our existing cash, cash equivalents and marketable securities, cash generated from operations, proceeds from our senior convertible notes issuances, and access to our Credit Facility. Our primary uses of cash have been for research and development programs, selling and marketing activities, capital expenditures, acquisitions of businesses, and debt service costs.
We expect that cash provided by our operations may fluctuate in future periods as a result of a number of factors, including fluctuations in our operating results, working capital requirements and capital deployment decisions. We have historically invested our cash primarily in U.S. dollar-denominated, investment grade, highly liquid obligations of U.S. government agencies, commercial paper, corporate debt, and money market funds. Certain of these investments are subject to general credit, liquidity and other market risks. The general condition of the financial markets and the economy may increase those risks and may affect the value and liquidity of investments and restrict our ability to access the capital markets.
Our future capital requirements will depend on many factors, including but not limited to:
The evolution of the international expansion of our business and the revenue generated by sales of our approved products and any future products; | Our ability to efficiently scale our operations to meet demand for our current and any future products; | The success of our research and development efforts; | |||||||||||||||||||||
| The expenses we incur in manufacturing, developing, selling and marketing our products; | The costs, timing and risks of delays of additional regulatory approvals; | The costs of filing, prosecuting, defending and enforcing any patent claims and other intellectual property rights; | |||||||||||||||||||||
| The quality levels of our products and services; | The emergence of competing or complementary technological developments; | The terms and timing of any collaborative, licensing and other arrangements that we may establish; and | |||||||||||||||||||||
| The third-party reimbursement of our products for our customers; | The rate of progress and cost of our clinical trials and other development activities; | The acquisition of businesses, products and technologies and our ability to integrate and manage any acquired businesses, products and technologies. | |||||||||||||||||||||
We expect that existing cash and short-term investments and cash flows from our future operations will generally be sufficient to fund our ongoing core business. As current borrowing sources become due, we may be required to access the capital markets for additional funding. As we assess inorganic growth strategies, we may need to supplement our internally generated cash flow with outside sources. In the event that we are required to access the debt market, we believe that we will be able to secure reasonable borrowing rates. As part of our liquidity strategy, we will continue to monitor our current level of earnings and cash flow generation as well as our ability to access the market in light of those earning levels.
As we continue to expand internationally, we will be subject to additional foreign exchange currency risk. See “Foreign Currency Exchange Risk” in Part II, Item 7A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, for more information.
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Main Sources of Liquidity
Cash, cash equivalents and short-term marketable securities
Our cash, cash equivalents and short-term marketable securities totaled $1.82 billion as of September 30, 2026. None of those funds were restricted and $1.42 billion (approximately 78%) of those funds were located in the United States.
Cash flows from Operations
For the nine months ended September 30, 2026, we had positive cash flows of $1.12 billion from operating activities. We anticipate that we will continue to generate positive cash flows from operations for the foreseeable future.
Credit Agreement
As of September 30, 2026, we had no outstanding borrowings, $8.7 million in outstanding letters of credit, and $191.3 million available for borrowing under the Credit Facility. Funds borrowed under the Credit Facility may be used for general corporate purposes. We monitor counterparty risk associated with the institutional lenders that are providing the Credit Facility. The Credit Agreement will mature in September 2031. See Note 4 “Debt” to the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for more information on the Credit Agreement.
Short-term Liquidity Requirements
As of September 30, 2026, our short-term liquidity requirements primarily consist of regular operating costs, interest payments related to our 2028 Notes, capital expenditures for the development of our manufacturing facilities and office spaces, and short-term material cash requirements as described below. As of September 30, 2026, we had a working capital ratio of 1.74 and a quick ratio of 1.33, which indicates that our current assets are sufficient to cover our short-term liabilities. We expect to incur significant capital expenditures for the next year as we continue to invest in equipment and our manufacturing facilities.
We believe that our cash, cash equivalents, and marketable securities balances, projected cash contributions from our commercial operations, and borrowings under our Credit Facility will be sufficient to meet our anticipated seasonal working capital needs, all capital expenditure requirements, material cash requirements as described herein, and meet other liquidity requirements associated with our operations for at least the next 12 months. We currently intend to continue to use cash to repurchase shares of our common stock, including pursuant to share repurchase programs, or for other strategic initiatives that strengthen our foundation for long-term growth.
Long-term Liquidity Requirements
Our long-term liquidity requirements primarily consist of interest and principal payments related to our 2028 Notes, capital expenditures for the development of our manufacturing facilities and office spaces, and long-term material cash requirements as described below. As of September 30, 2026, we had a debt-to-assets ratio of 0.20, which indicates that our total assets are sufficient to cover our debts. As demand grows for our products, we will continue to expand global operations to meet demand through investments in manufacturing and operations. We expect to meet our long-term liquidity requirements from our main sources of liquidity as described above to support our future operations, capital expenditures, acquisitions, and other liquidity requirements associated with our operations beyond the next 12 months. Further, we expect to allocate at least 50% of cash generated from operations, net of planned capital expenditures, to share repurchases over the course of our long-range plan.
As of September 30, 2026, we have outstanding senior convertible notes classified as long-term that will mature in May 2028. However, the outstanding principal of our senior convertible notes could be converted into cash and/or shares of our common stock prior to maturity once certain conditions are met. See Note 4 “Debt—Senior Convertible Notes” to the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for information on conversion rights prior to maturity.
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Material Cash Requirements
From time to time in the ordinary course of business, we enter into a variety of purchase arrangements including but not limited to, purchase arrangements related to capital expenditures, components used in manufacturing, and research and development activities. As of September 30, 2026, our open purchase orders and other contractual obligations in the ordinary course of business were materially consistent with the amount disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Our obligations under the 2028 Notes include both principal and interest payments. Prior to the maturity of the 2028 Notes in May 2028, the notes may be converted into cash and/or shares of our common stock if certain conditions are met. Any conversion prior to maturity may result in repayment of the principal amounts due under the 2028 Notes sooner than the scheduled repayment.
As market conditions warrant, we may, from time to time, repurchase our outstanding debt securities or shares of our common stock, including pursuant to any future share repurchase program authorized by our Board of Directors, in the open market, in privately negotiated transactions, by exchange transaction or otherwise. Such repurchases, if any, will depend on prevailing market conditions, our liquidity and other factors and may be commenced or suspended at any time. The amounts involved and total consideration paid may be material. See Note 7 “Stockholders’ Equity—Share Repurchase Program and Treasury Shares” to the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for more information about our 2026 Share Repurchase Program, which was completed in the third quarter of 2026.
See Note 4 “Debt” to the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for more information about the terms of the Credit Agreement, our senior convertible notes, and the 2028 Capped Calls.
We are party to various leasing arrangements, primarily for office, manufacturing and warehouse space that expire at various times through 2040, including any renewal options that we are reasonably certain to exercise. We also have land leases in Penang, Malaysia that expire in 2082 and Athenry, Ireland that expire in 3023 related to our international manufacturing facilities. We anticipate incurring significant expenditures related to the build-out of our manufacturing facilities and investment in equipment. See Note 5 “Leases and Other Commitments—Leases” to the consolidated financial statements in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 for more information about our leases. There were no material changes to our lease obligations during the nine months ended September 30, 2026.
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Cash Flows | ||
As of September 30, 2026, we had $1.82 billion in cash, cash equivalents and short-term marketable securities, which is a decrease of $180.8 million compared to $2.00 billion as of December 31, 2025.
The following table sets forth a summary of our cash flows and the primary changes in cash flows for the periods shown. See the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for the complete condensed consolidated statements of cash flows for these periods.
| Nine Months Ended September 30, | |||||||||||||||||
| (In millions) | 2026 | 2025 | $ Change | ||||||||||||||
| Net cash provided by operating activities | $ | 1,120.4 | $ | 1,146.7 | $ | (26.3) | |||||||||||
| Net cash provided by (used in) investing activities | (45.4) | 229.4 | (274.8) | ||||||||||||||
| Net cash used in financing activities | (1,023.8) | (164.2) | (859.6) | ||||||||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (8.8) | 17.7 | (26.5) | ||||||||||||||
| Increase in cash, cash equivalents and restricted cash | $ | 42.4 | $ | 1,229.6 | $ | (1,187.2) | |||||||||||
Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025 | |||||||||||
| Operating Cash Flows | $154.7 million increase in net income | ||||||||||
$24.6 million increase in net non-cash adjustments primarily due to net (gains) losses on equity investments and depreciation and amortization, partially offset by deferred income taxes | |||||||||||
$205.6 million decrease in net changes in operating assets and liabilities primarily due to the timing of payables and increase in inventory, partially offset by timing of sales and customer collections in accounts receivables | |||||||||||
| Investing Cash Flows | $289.0 million decrease in net proceeds from marketable securities due to the management of our liquidity | ||||||||||
$41.2 million increase in cash used for an acquisition in the second quarter of 2026 | |||||||||||
| Financing Cash Flows | $816.4 million increase in cash used to repurchase our common stock | ||||||||||
$39.2 million increase in payments for taxes related to net share settlement of equity awards | |||||||||||
| Recent Accounting Guidance | ||
See Note 1 “Organization and Significant Accounting Policies” to the condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for more information regarding recently issued accounting pronouncements and the potential impact on our condensed consolidated financial statements, if any.
| ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | ||
There were no material changes to our quantitative and qualitative disclosures about market risk during the nine months ended September 30, 2026. See Part II, Item 7A “Quantitative and Qualitative Disclosures About Market Risk” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, for a detailed discussion of our market risks.
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| ITEM 4 - CONTROLS AND PROCEDURES | ||
Evaluation of Disclosure Controls and Procedures
Regulations under the Exchange Act require public companies to maintain “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. Disclosure controls and procedures include, without limitation, controls and other procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is accumulated and timely communicated to management, including our President and Chief Executive Officer (our principal executive officer) and Chief Operating Officer and Chief Financial Officer (our principal financial officer), recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Our management, with the participation of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on their evaluation as of September 30, 2026, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of such date.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Limitation on Effectiveness of Controls
It should be noted that any system of controls, including ours, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. The design of any control system is based, in part, upon the benefits of the control system relative to its costs. Control systems can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. In addition, over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of these and other inherent limitations of control systems, we cannot guarantee that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
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| PART II. OTHER INFORMATION | ||
| ITEM 1 - LEGAL PROCEEDINGS | ||
We are subject to various claims, complaints and legal actions that arise from time to time in the normal course of business, including commercial insurance, product liability, intellectual property and employment related matters. In addition, from time to time we may bring claims or initiate lawsuits against various third parties with respect to matters arising out of the ordinary course of our business, including commercial and employment related matters.
Securities Class Actions
Between August 21 and October 9, 2024, three substantially similar putative class action complaints were filed against us and certain of our executive officers in the United States District Court for the Southern District of California. On December 13, 2024, the court appointed lead plaintiff and consolidated the three actions (now captioned In re Dexcom, Inc. Class Action Securities Litigation, Lead Case No.: 24-cv-1485-RSH-VET). On January 27, 2025, lead plaintiff filed a consolidated complaint. The consolidated complaint alleged violations of the Exchange Act against us and certain of our current and former executive officers for allegedly making false and misleading statements between April 28, 2023 and July 25, 2024, with respect to our expected revenue for fiscal 2024 and ability to capitalize on our growth potential. On March 13, 2025, we filed a motion to dismiss the consolidated complaint. On May 14, 2025, the court granted the motion to dismiss with leave to amend. On May 28, 2025, lead plaintiff filed an amended consolidated complaint. On June 11, 2025, we filed a motion to dismiss the amended consolidated complaint. On September 9, 2025, the court granted in part and denied in part the motion to dismiss. On October 7, 2025, defendants answered the amended consolidated complaint. On October 10, 2025, defendants filed a motion for judgment on the pleadings as to the two surviving challenged statements. On January 7, 2026, the court granted defendants’ motion for judgment on the pleadings with leave to amend. On February 6, 2026, lead plaintiff filed a second amended consolidated complaint. On February 20, 2026, we filed a motion to dismiss the second amended complaint. On August 27, 2026, the court granted defendants’ motion to dismiss with prejudice and entered judgment. On September 25, 2026, lead plaintiff filed a notice of appeal and on September 30, 2026, the Ninth Circuit issued a scheduling order. Pursuant to that order, appellant’s opening brief is due November 9, 2026, and our answering brief is due December 9, 2026.
On October 27, 2025, a putative class action complaint was filed against us and certain of our executive officers in the United States District Court for the Southern District of New York (captioned Prime v. Dexcom, Inc., et al, Case No.: 1:25-cv-08912). The complaint alleges violations of the Exchange Act against us and certain of our executive officers for allegedly making false and misleading statements between July 26, 2024 and September 17, 2025, with respect to the accuracy, reliability, and functionality of our G7 device, as well as our enhancements to and manufacturing of the device. A lead plaintiff has been appointed and filed an amended complaint on April 10, 2026. On June 9, 2026, we filed a motion to dismiss the amended complaint. Lead plaintiff opposed our motion to dismiss on July 31, 2026. We filed a reply in support of the motion on September 14, 2026. The motion to dismiss is now fully briefed and pending before the court. The court has not scheduled any oral argument on the motion.
Derivative Actions
Between September 13 and April 14, 2025, three putative stockholders filed derivative lawsuits against us and certain of our current and former executive officers and directors in the United States District Court for the Southern District of California. The derivative complaints allege factual allegations largely tracking allegations made in the In re Dexcom, Inc. Securities Class Action Litigation and seek, among other things, damages and restitution to be paid to the Company by the individual defendants, punitive damages, and attorney’s fees and costs. These actions have been consolidated (captioned In Re: Dexcom, Inc. Stockholder Derivative Litigation, Lead Case No.: 24-cv-1645-RSH-VET), and are currently stayed pending a resolution of the appeal in the In re Dexcom, Inc. Securities Class Action Litigation.
On September 25, 2025, an additional derivative lawsuit was filed against us and certain of our current and former executive officers and directors in the Court of Chancery of the State of Delaware. The allegations largely track those made in the In re Dexcom, Inc. Securities Class Action Litigation and seek, among other things, damages and restitution to be paid to the Company by the individual defendants, punitive damages, and attorney’s fees and costs. This action is currently stayed pending a resolution of the appeal in the In re Dexcom, Inc. Securities Class Action Litigation.
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On March 24, 2026, Dexcom’s board members and certain of its current and former executives were named as defendants in a complaint filed as a stockholder derivative action in the Southern District of California (captioned Bud & Sue Frashier Family Trust U/A Dated 5/5/98 v. Jacob S. Leach, et al., Case No. 3:26-cv-01852-AGS-SBC). The Company is named as a nominal defendant. The case makes similar allegations to those in the securities class action complaint filed in the Southern District of New York (captioned Prime v. Dexcom, Inc., et al., Case No.: 1:25-cv-08912). On May 11, 2026, the parties filed a joint motion and stipulation to stay the action pending the resolution of the securities class action, which the court granted on May 12, 2026.
On April 28, 2026, certain current and former members of Dexcom’s board of directors and executives were named as defendants in a complaint filed as a stockholder derivative action in the Southern District of New York (captioned Jerome Malone v. Kevin R. Sayer et al., Case No. 1:26-cv-03527). The Company is named as a nominal defendant. As with the stockholder derivative action filed in the Southern District of California, the case makes similar allegations to those in the securities class action complaint filed in the Southern District of New York (captioned Prime v. Dexcom, Inc., et al., Case No.: 1:25-cv-08912). On May 21, 2026, the parties filed a joint motion and stipulation to stay the action pending the resolution of the securities class action, which the court granted on May 26, 2026.
G6 and G7 Class Action Litigation
Between September 29, 2025, and January 8, 2026, various plaintiffs, purported users of G6 or G7 devices, filed six overlapping putative class action complaints against us. Five of the complaints, which originally were filed as individual actions in federal court (Levens, et al. v. Dexcom, Inc., No. 3:25-cv-02565-BJC-JAC; Estravit v. Dexcom, Inc., No. 3:25-cv-02845-BJC-JAC; Dalora v. Dexcom, Inc., No. 3:25-cv-03210-BJC-JAC; Grisoli, et al. v. Dexcom, Inc., No. 3:25-cv-03488-BJC-JAC; and Dickinson, et al. v. Dexcom, Inc., No. 3:26-cv-00102-BJC-JAC), were consolidated by the Court on May 15, 2026 (and the consolidated litigation is now captioned In re: Dexcom CGM Litigation, No. 3:25-cv-02565-BJC-JAC). The sixth putative class action complaint was filed and remains pending in the Superior Court of Los Angeles County, California (Chatelain v. Dexcom, Inc., No. 25STCV30722).
Plaintiffs in all six actions allege they overpaid for G6 and/or G7 devices or components that were worth less than the purchase price because, among other reasons, G6 and/or G7 devices or components they purchased allegedly were adulterated or misbranded under federal law; G6 and/or G7 devices or components they purchased allegedly failed to perform as advertised; and because we allegedly misled patients and providers about the safety, accuracy, efficacy, and reliability of G6 and/or G7 devices or components. Plaintiffs in each action assert various state law consumer protection, express and implied warranty, common law, and Magnuson-Moss Warranty Act claims, and seek, among other things, damages for economic losses, restitution, disgorgement, injunctive relief, and attorneys’ fees and costs. Plaintiffs seek to represent nationwide classes and state-specific subclasses of individuals.
Federal Court Consolidated Class Action
On May 15, 2026, the Court consolidated the five cases in the United States District Court for the Southern District of California. On May 29, 2026, various groups of plaintiffs’ counsel filed competing motions to appoint interim class counsel. The motions are fully briefed and remain pending. On September 28, 2026, plaintiff filed a motion requesting a status conference with the Court to address the pending competing motions to appoint interim class counsel, establish a schedule for the filing of a consolidated complaint after a ruling on the motions, and a briefing schedule on the Company’s anticipated motion to dismiss a consolidated complaint. There currently is not a date-certain deadline for the filing of an anticipated amended consolidated complaint or Dexcom’s response to the same.
State Court Class Action
The putative class action pending in Los Angeles County Superior Court remains stayed in favor of the federal class actions. On August 31, 2026, the Court extended the stay through at least February 26, 2027. The parties must submit a joint status report on the status of the consolidated federal litigation no later than February 19, 2027.
We intend to vigorously defend against such claims; however, we cannot be certain of the outcome of our ongoing proceedings and, if determined adversely to us, our business and financial condition may be adversely affected.
We do not believe we are party to any other currently pending legal proceedings, the outcome of which could have a material adverse effect on our business, financial condition, or results of operations. There can be no assurance that existing or future legal proceedings arising in the ordinary course of business or otherwise will not have a material adverse effect on our business, financial condition, or results of operations.
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| ITEM 1A - RISK FACTORS | ||
The following risk factor supplements and, to the extent inconsistent, supersedes, the risk factors disclosed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 12, 2026. Our short and long-term success is subject to numerous risks and uncertainties, many of which involve factors that are difficult to predict or beyond our control. Before making a decision to invest in, hold or sell our common stock, in addition to the information and risk factors set forth in this Quarterly Report on Form 10-Q, stockholders and potential stockholders should carefully consider the risks and uncertainties described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which could materially and adversely affect our business, financial condition, results of operations and prospects. In that case, the value of our common stock could decline and stockholders may lose all or part of their investment.
Furthermore, additional risks and uncertainties of which we are currently unaware, or which we currently consider to be immaterial, could have a material adverse effect on our business, financial condition, results of operations or prospects. Refer to our disclaimer regarding forward-looking statements at the beginning of Part I, Item 1 of this Quarterly Report on Form 10-Q.
We cannot guarantee that the 2027 Share Repurchase Program will be fully consummated or that such program will enhance the long-term value of our share price.
In October 2026, our Board of Directors authorized and approved the 2027 Share Repurchase Program, which provides for the repurchase of up to $1.00 billion of our outstanding common stock, with a repurchase period ending no later than December 31, 2027. Repurchases of our common stock under the 2027 Share Repurchase Program may be made from time to time in the open market, in privately negotiated transactions or by other methods, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, at our discretion, and in accordance with the limitations set forth in Rule 10b-18 promulgated under the Exchange Act and other applicable federal and state laws and regulations. The timing of any repurchases will depend on market conditions and will be made at our discretion. The 2027 Share Repurchase Program does not obligate us to repurchase any dollar amount or number of shares of our common stock, and the program may be extended, modified, suspended, or discontinued at any time.
The 2027 Share Repurchase Program could affect the price of our common stock and increase the volatility thereof. Price volatility may cause the average price at which we repurchase our common stock in a given period to exceed the stock’s price at a given point in time. There can be no assurance that the timeframe for repurchases under our 2027 Share Repurchase Program or that any repurchases conducted thereunder will have a positive impact on our stock price or earnings per share. Important factors that could cause us to discontinue or decrease share repurchases under the 2027 Share Repurchase Program include, among others, unfavorable market conditions; the market price of our common stock; the nature of other investment or strategic opportunities presented to us from time to time; our ability to make appropriate, timely, and beneficial decisions as to when, how, and whether to repurchase shares under the 2027 Share Repurchase Program; and the availability of funds necessary to fulfill such repurchases.
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| ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS | ||
Purchases of Equity Securities by the Issuer
The following table provides information regarding repurchases of our shares of common stock during the three months ended September 30, 2026:
| Period | Total number of shares purchased | Average price paid per share(1) | Total number of shares purchased as part of publicly announced program(2) | Maximum dollar value of shares that may yet be purchased under the program (in millions)(2) | ||||||||||||||||||||||
7/01/2026 - 7/31/2026 | — | $ | — | — | $ | 400.0 | ||||||||||||||||||||
8/01/2026 - 8/31/2026 | 4,633,657 | $ | 86.32 | 4,633,657 | $ | — | ||||||||||||||||||||
9/01/2026 - 9/30/2026 | — | $ | — | — | $ | — | ||||||||||||||||||||
(1) Average price paid per share includes broker commissions. | ||||||||||||||||||||||||||
(2) On May 14, 2026, we announced that our Board of Directors authorized and approved a share repurchase program of up to $1.00 billion of our outstanding common stock, with a repurchase period ending no later than June 30, 2027. | ||||||||||||||||||||||||||
The table above excludes common shares withheld related to the net share settlement of equity awards.
| ITEM 3 - DEFAULTS UPON SENIOR SECURITIES | ||
None.
| ITEM 4 - MINE SAFETY DISCLOSURES | ||
None.
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| ITEM 5 - OTHER INFORMATION | ||
Trading Plans
During the three months ended September 30, 2026, the following Section 16 officers and directors adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K of the Exchange Act) intended to satisfy the affirmative defense of Rule 10b5-1(c):
| Name | Title | Action | Action Date | Aggregate Number of Shares to be Sold | Expiration Date(1) | |||||||||||||||||||||||||||
(1) Each trading arrangement permitted or permits transactions through and including the date listed in the table. | ||||||||||||||||||||||||||||||||
Each of the Rule 10b5-1 trading arrangements disclosed in the above table was made in accordance with our insider trading policy. Transactions made pursuant to such trading arrangements will be disclosed publicly in Section 16 filings with the SEC in accordance with applicable securities laws, rules and regulations.
During the three months ended September 30, 2026, none of our Section 16 officers or directors adopted , modified, or terminated
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| ITEM 6 - EXHIBITS | ||
| Incorporated by Reference | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Exhibit Number | Exhibit Description | Form | File No. | Date of First Filing | Exhibit Number | Provided Herewith | ||||||||||||||||||||||||||||||||||||||||||||
| 10.1* | — | — | — | — | X | |||||||||||||||||||||||||||||||||||||||||||||
| 31.1 | — | — | — | — | X | |||||||||||||||||||||||||||||||||||||||||||||
| 31.2 | — | — | — | — | X | |||||||||||||||||||||||||||||||||||||||||||||
| 32.1** | — | — | — | — | X | |||||||||||||||||||||||||||||||||||||||||||||
| 32.2** | — | — | — | — | X | |||||||||||||||||||||||||||||||||||||||||||||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| 104 | Cover Page Interactive Data File - the cover page from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2026 is formatted in Inline XBRL | X | ||||||||||||||||||||||||||||||||||||||||||||||||
| * | Represents a management contract or compensatory plan, contract or arrangement. | |||||||
| ** | This certification is not deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that Dexcom specifically incorporates it by reference. | |||||||
48
Table of Contents
| SIGNATURES | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
DEXCOM, INC. (Registrant) | |||||||||||||||||
| Dated: | October 29, 2026 | By: | /s/ JACOB LEACH | ||||||||||||||
Jacob Leach, President and Chief Executive Officer (Principal Executive Officer) | |||||||||||||||||
| Dated: | October 29, 2026 | By: | /s/ JEREME SYLVAIN | ||||||||||||||
Jereme Sylvain, Executive Vice President, Chief Operating Officer and Chief Financial Officer (Principal Financial and Accounting Officer) | |||||||||||||||||
49
 | 6340 Sequence Drive San Diego, CA 92121 1-888-738-3646 www.dexcom.com | |||||||
September 11, 2026
Jereme Sylvain
Via Email
Dear Jereme:
Congratulations! Dexcom (“Dexcom”, or the “Company”) is pleased to confirm your promotion to become EVP, Chief Operating Officer and Chief Financial Officer. The effective date of your promotion will be September 14, 2026 (“Effective Date”), subject to the terms and conditions of this letter agreement and your continued employment with the Company through the Effective Date.
During your employment as Chief Operating Officer and Chief Financial Officer, you will report to Jake Leach, President and Chief Executive Officer. Your principal work location will be at the Company’s office in San Diego, California, subject to necessary business travel. You shall be responsible for all duties customarily associated with the role of Chief Operating Officer and the role of Chief Financial Officer, in each case, of a publicly-traded company. You agree to devote your full-time working time, attention, and energies to the Company. During your employment with the Company, you will not engage in any business activity that is in conflict with your duties and obligations to the Company. You agree that you will not be employed by, or provide services to, any other person or entity (other than volunteer, unpaid services to educational, charitable, religious, or other non-profit organizations that do not interfere with your duties to the Company) without the prior written consent of the President and CEO.
As of the Effective Date, your annual base salary will be increased to $767,000 (your “Base Salary”), less payroll deductions and all required withholdings. You will be paid biweekly and will continue to be eligible to participate in the comprehensive benefit program that we offer to employees and their families, which includes medical, dental and vision insurance plans, a 401(k) investment program, and paid-time-off and holidays. Dexcom may, in its sole discretion, change or modify the benefit programs in which you participate.
As of the Effective Date, your target bonus opportunity for purposes of any annual bonus plan adopted under the Company’s Incentive Bonus Plan shall be equal to 75% of your Base Salary.
You shall remain eligible to receive an annual equity award grant under the Company’s Amended and Restated 2015 Equity Incentive Plan (the “Plan”) in accordance with the Company’s annual grant practices and policies. These grants are subject to approval by the Compensation Committee and shall be subject to the terms and conditions of the Plan and the applicable award agreements governing such grants.
As a Dexcom employee, you will be expected to continue to abide by the Company’s rules and regulations, including the Employee Proprietary Information and Inventions Agreement attached hereto as Exhibit A, which you shall be required to execute as a condition to your promotion to EVP, Chief Operating Officer and Chief Financial Officer, and which prohibits unauthorized use or disclosure of Dexcom’s proprietary information among other prohibitions and obligations.
In your work for the Company, you will be expected not to use or disclose any confidential information, including trade secrets, of any former employer or other person to whom you have an obligation of confidentiality, or to otherwise violate any obligation to a prior employer in connection with your employment with the Company. Rather, you will be expected to use only that information which is generally known and used by persons with training and experience comparable to your own, which is common knowledge in the industry or otherwise legally in the public domain, or which is otherwise provided or developed by the Company.
Your employment relationship with Dexcom is at-will. Accordingly, you may terminate your employment with Dexcom at any time, for any reason whatsoever, simply by notifying the Company. Likewise, Dexcom may terminate your employment at any time, with or without cause or advance notice. In addition, you will be eligible to participate in Dexcom’s Amended and Restated Severance and Change in Control Plan, as may be amended from time to time (the “Severance & Change in Control Plan”).
| 6340 Sequence Drive San Diego, CA 92121 1-888-738-3646 www.dexcom.com | |||||||
This letter, together with your Employee Proprietary Information and Inventions Agreement and the Severance & Change in Control Plan, forms the complete and exclusive statement of your employment agreement with Dexcom. It supersedes any other agreements or promises made to you by anyone, whether oral or written, and it can only be modified in a written agreement signed by you and by the Board.
Please sign and date this letter and return it to me by September 11, 2026. Jereme, we are excited to be extending this offer to you and look forward to working with you in your expanded role.
Sincerely,
/s/ Jake Leach
Jake Leach
President and Chief Executive Officer
Accepted and Agreed:
| /s/ Jereme Sylvain | ||
| Signature | ||
| Jereme Sylvain | ||
| Name | ||
| 9/11/2026 | ||
| Date | ||
| 6340 Sequence Drive San Diego, CA 92121 1-888-738-3646 www.dexcom.com | |||||||
EXHIBIT A
Employee Proprietary Information and Inventions Agreement
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Jacob Leach, certify that:
1. I have reviewed this quarterly report on Form 10-Q of DexCom, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| October 29, 2026 | By: | /s/ JACOB LEACH | |||||||||
| Jacob Leach | |||||||||||
| President and Chief Executive Officer | |||||||||||
| (Principal Executive Officer) | |||||||||||
Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Jereme Sylvain, certify that:
1. I have reviewed this quarterly report on Form 10-Q of DexCom, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| October 29, 2026 | By: | /s/ JEREME SYLVAIN | |||||||||
| Jereme Sylvain | |||||||||||
| Executive Vice President, Chief Operating Officer and Chief Financial Officer | |||||||||||
| (Principal Financial and Accounting Officer) | |||||||||||
Exhibit 32.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO
18 U.S.C. SECTION 1350
The undersigned, Jacob Leach, President and Chief Executive Officer of DexCom, Inc. (the “Company”), pursuant to 18 U.S.C. §1350, hereby certifies that:
(i) the quarterly report on Form 10-Q for the quarter ended September 30, 2026 of the Company (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: October 29, 2026
| /s/ JACOB LEACH | ||
| Jacob Leach | ||
| President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
Exhibit 32.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO
18 U.S.C. SECTION 1350
The undersigned, Jereme Sylvain, Executive Vice President, Chief Operating Officer and Chief Financial Officer of DexCom, Inc. (the “Company”), pursuant to 18 U.S.C. §1350, hereby certifies that:
(i) the quarterly report on Form 10-Q for the quarter ended September 30, 2026 of the Company (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: October 29, 2026
| /s/ JEREME SYLVAIN | ||
| Jereme Sylvain | ||
| Executive Vice President, Chief Operating Officer and Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||