false 0001294133 0001294133 2020-01-13 2020-01-13









Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 13, 2020



(Exact name of Registrant as Specified in Its Charter)






(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)




326 Bollay Drive,

Goleta, CA



(Address of Principal Executive Offices)


(Zip Code)


Registrant’s Telephone Number, Including Area Code: (805) 562-0500

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))


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


Title of each class





Name of each exchange on which registered

Common Stock, $0.001 par value




The NASDAQ Stock Market LLC

(NASDAQ Global Select Market)


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


Item 2.02.

Results of Operations and Financial Condition.

On January 13, 2020, Inogen, Inc. (the “Company”) issued a press release reporting preliminary, unaudited revenue results for the fourth quarter and full year ended December 31, 2019.  A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report 8-K.

Item 7.01.Regulation FD Disclosure.

Investor Conferences

The chief executive officer and chief financial officer of the Company will participate in the 2020 J.P. Morgan Healthcare Conference in San Francisco, which begins on Monday, January 13, 2020 at 8:00 a.m. PT. The chief executive officer and chief financial officer are scheduled to present at the conference on Thursday, January 16, 2020 at 8:30 a.m. PT. During the conference and in separate sessions with analysts and investors, the Company’s officers will refer to an updated slide presentation. A copy of this updated slide presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference. Included in this updated slide presentation is an updated inside sales representative headcount of 329 as of December 31, 2019. Interested parties can access the live audio webcast of this conference presentation from the Events section of the Investor Relations page on the Company’s website at www.inogen.com.


The information furnished pursuant to this Current Report on Form 8-K, including Exhibit 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange 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 into any other filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as expressly set forth by specific reference in such a filing.


Item 9.01.

Financial Statements and Exhibits.

(d)  Exhibits







Press Release dated January 13, 2020



Investor Presentation



The cover page of this Current Report on Form 8-K, formatted in Inline XBRL



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 hereunto duly authorized.







Date:  January 13, 2020


/s/ Alison Bauerlein



Alison Bauerlein

Executive Vice President, Finance,

Chief Financial Officer, Secretary and Treasurer