8-K – 2026-02-18 – podd-20260218.htm

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podd-20260218 0001145197 FALSE 0001145197 2026-02-18 2026-02-18

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):  February 18, 2026
 
INSULET CORPORATION
(Exact Name of Registrant as Specified in Charter)

Delaware 001-33462 04-3523891
(State or Other Jurisdiction
of Incorporation) (Commission
File Number) (IRS Employer
Identification No.)

100 Nagog Park
Acton Massachusetts 01720
(Address of Principal Executive Offices, including Zip Code)

Registrant’s telephone number, including area code:
(978) 600-7000

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)

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 accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 Par Value Per Share
PODD The NASDAQ Stock Market, LLC

Item 2.02. Results of Operations and Financial Condition.

On February 18, 2026, Insulet Corporation (the “Company”) announced its financial results for the fourth quarter and year ended December 31, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure

On February 13, 2026, the Board of Directors of Insulet Corporation (the “Company”) approved a $350 million increase in the previously authorized $125 million stock repurchase authorization and extended the authorization through December 31, 2027. With this additional authorization, the total authorization for the repurchase program allows for the purchase of up to $475 million in shares of the Company’s common stock. As of February 16, 2026, the Company has repurchased $60 million in shares under the repurchase program, leaving $415 million in shares available under the repurchase program.
The Company expects to continue to fund repurchases with existing cash and plans to allocate approximately $300 million toward repurchases in the first quarter of 2026. The Company has no obligation to repurchase shares, and the share repurchase program may be extended, modified, suspended or discontinued by the Company at any time.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No. Description

99.1
Press Release dated February 18, 2026

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
 

    INSULET CORPORATION

February 18, 2026     By:   /s/ Flavia H. Pease
Flavia H. Pease
Chief Financial Officer, Executive Vice President
(Principal Financial Officer)