UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549  
 


FORM 8-A/A
(Amendment No. 2)  
 



FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934  
 


INSULET CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
 
 
 


 
   
Delaware
 
04-3523891
(State or Other Jurisdiction
of Incorporation)
 
(I.R.S. Employer
Identification No.)
 
     
600 Technology Park Drive, Suite 200
Billerica, Massachusetts
 
01821
(Address of Principal Executive Offices)
 
 
(Zip Code)


Securities to be registered pursuant to Section 12(b) of the Act:
     
Title of each class
to be so registered
 
Name of each exchange on which
each class is to be registered
   
Preferred Stock Purchase Rights
 
The NASDAQ Stock Market LLC
     


If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.  
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box.  
Securities Act registration statement file number to which this form relates: Not applicable
Securities to be registered pursuant to Section 12(g) of the Act: None
 

  
INFORMATION REQUIRED IN REGISTRATION STATEMENT
 
Item 1.
Description of Registrant's Securities to be Registered.


On May 7, 2018, Insulet Corporation (the "Company") entered into Amendment No. 3 (the "Amendment") to the Company's Shareholder Rights Agreement, originally dated as of November 18, 2008, as amended, between the Company and Computershare Trust Company, N.A., as rights agent (as amended, the "Rights Agreement").
 
The Amendment accelerated the expiration of the Company's Series A Junior Participating Cumulative Preferred Stock purchase rights (the "Rights") from 5:00 p.m. (New York City time) on November 15, 2018 to 5:00 p.m. (New York City time) on May 7, 2018, and had the effect of terminating the Rights Agreement as of May 7, 2018. In connection with the termination of the Rights Agreement, all of the Rights distributed to holders of the Company's common stock pursuant to the Rights Agreement expired at 5:00 p.m. (New York City time) on May 7, 2018.
 
Item 2.
Exhibits.
     
Exhibit
No.
  
Description
   
 
     
 
 
 
 
 
 



SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized.
 
 
 
INSULET CORPORATION
 
       
May 10, 2018
By:
/s/ Michael L. Levitz  
    Name: Michael L. Levitz  
    Title: Chief Financial Officer