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PODDInsulet Corporation

Health care · Medical Instruments · Nasdaq
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The 10-K against last year's

182 changes: 31 added, 50 removed, 97 reworded, 4 quiet changes

10-K Feb 18, 2026 vs Feb 21, 2025
Risk FactorsRedline ↓
27.7%
of the text changed · 9,410 words now
44.4%
of the text changed · 5,503 words now
Legal ProceedingsRedline ↓
90.1%
of the text changed · 486 words now
Accounting PoliciesRedline ↓
13.5%
of the text changed · 4,373 words now

10-K 0001145197-26-000028 (2026-02-18) vs 10-K 0001145197-25-000007 (2025-02-21)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Legal Proceedings New paragraph this year (276 words), with no similar paragraph last year.
On April 24, 2025, the United States District Court for the District of Massachusetts entered final judgment in favor of Insulet Corporation in its ongoing litigation against EOFlow Co., Ltd.; EOFlow, Inc.; Nephria Bio, Inc.; and EOFlow’s CEO, Jesse Kim (collectively, “Defendants”), Insulet Corp. v. EOFlow Co. Ltd. et al., 1:23-cv-11780-FDS (D. Mass.). The litigation concerned the Defendants’ misappropriation of Insulet’s proprietary trade secrets relating to the design and manufacture of the Omnipod insulin patch pump. On December 3, 2024, a unanimous jury found four trade secrets asserted by Insulet valid and misappropriated and awarded Insulet total damages of $452 million, composed of $170 million in compensatory damages and $282 million in exemplary damages. The district court’s April 24, 2025 orders upheld the jury verdict and further entered a permanent injunction against Defendants. The injunction prohibits Defendants and others subject to the order from using, possessing, selling, distributing, or seeking regulatory approval for any products that were designed, developed, or manufactured, in whole or in part, using or relying on Insulet’s trade secrets. The injunction is worldwide and took effect immediately subject to a limited exception that permits six months of continuing sales to those patients of EOFlow that existed in the Republic of Korea and the European Union as of October 2023. The permanent injunction further requires EOFlow to assign certain patent applications to Insulet, disgorge any break-up fees received from Medtronic in connection with a previously contemplated acquisition, and submit to ongoing audits to ensure compliance with the district court’s orders. In view of the scope of the permanent injunction, the Court reduced Insulet’s monetary award to $59.4 million to avoid a double recovery.

Source: Item 3, via Note 16 – Commitments and Contingencies, 10-K 0001145197-26-000028 vs Item 3, via Note 18 – Commitments and Contingencies, 10-K 0001145197-25-000007

MD&A 260 words changed in this paragraph; it is 40% similar to last year's version.
We exercise significant judgment generally recognize revenue when control of our products is transferred to customers in an amount that reflects the net consideration we determine variable consideration adjustments. As discussed in Note 2 expect to our consolidated financial statements, we receive. Our products are subject to pricing rebates on pricing programs under arrangements with managed care organizations, such as including pharmacy benefit managers, governmental payors, and third-party commercial payors, primarily in the United States. Reductions These rebates represent amounts owed pursuant to our revenues contractual agreements or legal requirements after the product is dispensed to a benefit plan participant. Provisions for rebates on products sold through our distributors under these rebates, collectively referred to as pharmacy benefits rebates, are treated as variable consideration and are recorded as a reduction to revenue using the most significant component of variable consideration. In addition, pharmacy rebates are most expected value method. Although we record a rebate provision at risk for significant adjustment because of the time delay between of sale, the recording of the provision when revenue is recognized and its ultimate settlement, an interval that related rebate payments are generally ranges from made 30 to 90 days, but can last days thereafter and, in certain cases, may extend up to one year. Our estimates for As a result of this timing difference, revenue recognized in a given period may include adjustments to rebate provisions recorded in prior periods. Estimates of pharmacy rebates are developed based on historical experience, revenue growth, sales trends, levels of inventory in the distribution channel lag, contract amendments channel, and trends. Pharmacy rebates contractual terms. A significant portion of our rebate provisions relate to sales of the Company’s products in the United States. United States pharmacy rebate provisions charged against gross sales amounted to $654.7 million, $452.7 million, and $367.3 million, and $175.2 million in 2025, 2024, and 2023, and 2022, respectively. When To the extent that actual pharmacy rebate settlements payments differ from our estimates, we adjust revise our estimates, which affects reported assumptions and record the resulting adjustments to revenue in the period that in which such variances differences become known.

Source: Item 7, 10-K 0001145197-26-000028 vs Item 7, 10-K 0001145197-25-000007

Risk Factors 217 words changed in this paragraph; it is 55% similar to last year's version.
As we continue to expand the number of customers we serve, driven in large part by significant increasing demand for Omnipod 5, our international expansion and entrance into the insulin-requiring type 2 diabetes market, we expect to continue to increase our manufacturing capacity, our personnel, and the scope of our sales and marketing efforts. This growth, as well as any other Our growth that we may experience in the future, will create challenges for our organization and may strain our management and operations resources, including our customer service. In order to manage future growth, we will be required to improve existing, and implement new, sales and marketing efforts, distribution channels, management, operations, and customer support procedures. In addition, the form and function of our enterprise information technology systems will need to change and be improved upon as our business needs change. For example, we recently implemented a new enterprise resource planning system and plan to upgrade our customer relationship management system. We will also need to manage our supply chain and manufacturing effectively, including our sourcing of materials such as semiconductor chips. We may also need to partner with additional third-party suppliers to manufacture certain components of our Omnipod products and install additional manufacturing lines, including as a part of our newly constructed facility in Malaysia. A transition to new suppliers may result in additional costs or delays. service resources. We may misjudge the amount of time or resources that will be required to effectively manage any anticipated or unanticipated growth in our business, or we may not be able to manufacture sufficient inventory, or and we may not be able to attract, hire, and retain sufficient personnel to meet our expanding needs. If we cannot scale our business appropriately, maintain control over expenses, manufacture our products in a cost-effective or timely manner, or otherwise adapt to anticipated and unanticipated growth, our business resources may become strained, customer experience may decline, and we may not be able to deliver our Omnipod products in a timely manner, and all of which would adversely affect our results of operations may be adversely affected. operations.

Source: Item 1A, 10-K 0001145197-26-000028 vs Item 1A, 10-K 0001145197-25-000007

Accounting Policies 101 words changed in this paragraph; it is 61% similar to last year's version.
The Company’s Drug Delivery product line includes sales of a modified version of the Pod to a pharmaceutical and biotechnology companies company who use the Company’s technology as a delivery method for their drugs. For the majority of this product line, revenue is recognized, with an associated unbilled receivable, as the The product is produced pursuant to the customer’s firm purchase commitments. The commitments, the Company has an enforceable right to payment for performance completed to date date, and the inventory has no alternative use to the Company. The Company recognizes Accordingly, revenue is recognized over time using a blend of percentage-of-completion method, measured based on costs incurred to date relative to total estimated costs at completion and time incurred to date relative to total production time to measure progress toward completion, which results in the satisfaction recognition of its performance obligations. The Company believes that both incurred cost and elapsed time reflect the value generated, which best depicts the transfer of control to the customer. Contract costs include third-party costs as well as an allocation of manufacturing overhead. associated unbilled receivable.

Source: Item 8, Note 2 – Summary of Significant Accounting Policies, 10-K 0001145197-26-000028 vs Item 8, Note 2 – Summary of Significant Accounting Policies, 10-K 0001145197-25-000007

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of PODD's Risk Factors and MD&A, 10-K 2026-02-18 against 10-K 2025-02-21. Each links to the text at sec.gov.

AddedRisk Factors
Moreover, compliance with administrative procedures or requirements of third-party payors may result in delays in the payor processing approvals for coverage of Omnipod products. Coverage decisions and rates of reimbursement increasingly require clinical evidence showing an improvement in user outcomes. Generating this clinical evidence requires substantial time and investment and there is no guarantee of a desired outcome.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
The competitive landscape in our industry continues to undergo significant change. We compete with established companies that produce insulin pumps, such as Medtronic Diabetes, a division of Medtronic plc (which division is being spun out into a new, independent publicly traded company), Tandem Diabetes Care Inc., as well as emerging companies like Beta Bionics Inc. Our competitors may develop products in the future that are superior to ours which would inhibit our ability to compete effectively.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
A significant element of our strategy is to increase revenue growth by continuing to focus on innovation and new product development. The results of our product development efforts may be affected by a number of factors, including our ability to anticipate customer needs, innovate and develop new products and technologies, successfully complete clinical trials, obtain regulatory approvals and reimbursement in the U.S. and abroad, gain and maintain market acceptance of our products, manufacture products in a cost-effective manner, and obtain appropriate intellectual property rights. Further, governmental regulation and laws related to AI and other emerging technologies may increase the burden and cost of research and development or require increased transparency that makes it more difficult to protect our intellectual property. In addition, patents attained by others can preclude or delay our commercialization of a product. There can be no assurance that any products currently in development, or that we may seek to develop in the future, will achieve technological feasibility, obtain regulatory approval, or gain market acceptance. If we are unable to develop and launch new products, our ability to maintain or expand our market position in the markets in which we participate may be negatively impacted. Even if we successfully develop new products, enhancements, or new generations of existing products, they may be quickly rendered obsolete by changing customer preferences, changing industry or regulatory standards, or competitors’ innovations. Our failure to introduce commercially successful new and innovative products in a timely manner could have a material adverse effect on our business, results of operations, financial condition, and cash flows.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
We may be unable to adequately protect our intellectual property rights, which could limit our ability to sell our products profitably, or at all, and cause us to incur additional costs.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Tariffs, sanctions or other trade barriers imposed by the U.S. (and countermeasures by non-U.S. governments) could adversely impact our supply chain costs or availability of certain components, demand for our products and our business, revenue, financial condition, results of operations and cash flows. Unpredictability of trade policy compounds this risk. Further, the U.S. Department of Commerce Bureau of Industry and Security (“BIS”) has announced the initiation of an investigation into the effects on U.S. national security of imports of personal protective equipment, medical consumables, and medical equipment, including medical devices such as insulin pumps. BIS is conducting the investigation under Section 232 of the Trade Expansion Act of 1962 (Section 232), a law that empowers the president to restrict imports of products that threaten to impair national security. The investigation could result in overriding the tariff exemption currently in place for certain medical devices, which could have a material impact on our results of operations in future years.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Our inventory is produced and maintained in a limited number of locations, including one operated by a third party in China, and any loss could have a material adverse effect on our ability to manufacture and sell our products.

Read it in 10-K 2026-02-18 at sec.gov ↗

Show the other 16
AddedRisk Factors
•our suppliers may be unable to fulfill our orders in a timely manner or at all due to financial hardship or the occurrence of a fire, natural disaster, or other catastrophe; and

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Any delays in obtaining approval for our products, or any failure to meet regulatory requirements could adversely affect our ability to sell our products resulting in a negative impact to our financial results.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
Our promotional materials and training methods must comply with FDA and other applicable laws and regulations, including the prohibition of the promotion of unapproved, or off-label, use. Doctors may prescribe our products off-label, as the FDA does not restrict or regulate a doctor’s choice of treatment within the practice of medicine. However, if the FDA determines that

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedRisk Factors
As Insulet continues to quickly grow, our success is highly dependent on attracting the right talent, retaining our employees, and keeping them engaged and focused on our mission. In 2025, we had changes in key leadership roles, including our Chief Executive Officer and Chief Financial Officer, among others. If we are unable to effectively integrate the new members of the management team, retain other key members of our team, and maintain continuity in critical functions, our business, financial condition, and results of operations could be adversely affected.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
While we do not expect tariffs to have a significant impact on our gross margin in 2026, should the exemption that is currently in place for certain medical devices be eliminated, tariffs would have a material impact on our results of operations in future years.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
During 2025, we repurchased $419.9 million million in principal ($417.6 million net of issuance costs) of our Convertible Senior Notes for $541.5 million in cash, which resulted in a $123.9 million loss on extinguishment. Refer to Note 13 to our consolidated financial statements for additional information.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
on extinguishment of our Convertible Senior Notes during 2025, the settlement of which resulted in non-deductible premiums, These impacts were partially offset by a nontaxable gain on the related derivative asset.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
The Organization for Economic Co-operation and Development (“OECD”) and participating countries continue to advance the implementation of a 15% global minimum corporate tax (“Pillar Two”). More than 50 countries, including the Netherlands and the United Kingdom, in which we operate, have enacted elements of the global minimum tax legislation with certain provisions effective in 2025. In January 2026, the OECD issued additional administrative guidance introducing a “side-by-side” framework applicable to U.S.-parented multinational groups. This framework provides an exemption from the application of certain Pillar Two charging provisions, including the Income Inclusion Rule and the Undertaxed Profits Rule, while such groups remain subject to Qualified Domestic Minimum Top-Up Taxes enacted by individual jurisdictions. We anticipate additional legislative activity and administrative guidance related to Pillar Two throughout 2026. Based on the legislation enacted as of December 31, 2025, the implementation of Pillar Two did not have a material impact on our consolidated financial statements for 2025. We are continuing to evaluate the potential impact on future periods.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In July 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States. The OBBBA permanently extends certain provisions of the Tax Cuts and Jobs Act, modifies aspects of the international tax framework, and restores favorable tax treatment for certain business provisions, including the immediate expensing of domestic research and development expenditures. The OBBBA also provides accelerated tax deductions for certain qualified property. The legislation has multiple effective dates, with certain provisions effective in 2025 and others effective through 2027. In 2025, OBBBA resulted in a decrease in our deferred tax assets of approximately $70 million, primarily due to the immediate expensing of domestic research and development expenditures and a corresponding increase in both operating and free cash flow. The impact on our consolidated statement of income was insignificant. We continue to evaluate the optional tax elections available under OBBBA and their potential impact on our consolidated financial statements for 2026 and subsequent periods.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
(1) 2025 includes $11.7 million reversal of stock-based compensation expense associated with the departure of the Company’s former Chief Executive Officer and Chief Financial Officer.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
Our $450 million aggregate principal amount of 6.5% senior unsecured notes, due 2033, contain leverage and fixed charge coverage ratio covenants, both of which are measured upon the incurrence of future debt, as well as other customary covenants, none of which we consider restrictive to our operations.

Read it in 10-K 2026-02-18 at sec.gov ↗

AddedMD&A
In March 2025, the Company’s Board of Directors authorized a program to repurchase up to $125.0 million of common stock through December 31, 2026 to offset dilution from stock-based compensation. During 2025, we repurchased approximately 184 thousand shares for $59.6 million under this program. In February 2026, the Board of Directors extended the authorization of this program through December 31, 2027 and approved an additional $350 million in repurchases of common stock. We plan to utilize $300 million of existing cash to repurchase shares in the first quarter of 2026.

Read it in 10-K 2026-02-18 at sec.gov ↗

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