SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

VERSANT VENTURE CAPITAL I LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INSULET CORP [ PODD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Holder

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/14/2007	05/14/2007	C		38,301	A	$0.00	38,301⁽¹⁾	I	Versant Side Fund I, L.P.⁽²⁾
Common Stock	05/14/2007	05/14/2007	C		1,957,713	A	$0.00	1,957,713⁽¹⁾	I	Versant Venture Capital I, L.P.⁽³⁾
Common Stock	05/14/2007	05/14/2007	C		42,557	A	$0.00	42,557⁽¹⁾	I	Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Common Stock	05/14/2007	05/14/2007	C		89,372	A	$0.00	89,372⁽¹⁾	I	Versant Affiliates Fund I-B, L.P.⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			36,486	⁽⁶⁾	⁽⁷⁾	Common Stock	13,890⁽⁸⁾	$0.00	0	I	Versant Side Fund I, L.P.⁽²⁾
Series B Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			1,864,865	⁽⁶⁾	⁽⁷⁾	Common Stock	709,964⁽⁸⁾	$0.00	0	I	Versant Venture Capital I, L.P.⁽³⁾
Series B Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			40,541	⁽⁶⁾	⁽⁷⁾	Common Stock	15,434⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series B Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			85,135	⁽⁶⁾	⁽⁷⁾	Common Stock	32,411⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-B, L.P.⁽⁵⁾
Series C Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			34,286	⁽⁶⁾	⁽⁷⁾	Common Stock	13,052⁽⁸⁾	$0.00	0	I	Versant Side Fund I, L.P.⁽²⁾
Series C Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			1,752,381	⁽⁶⁾	⁽⁷⁾	Common Stock	667,141⁽⁸⁾	$0.00	0	I	Versant Venture Capital I, L.P.⁽³⁾
Series C Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			38,095	⁽⁶⁾	⁽⁷⁾	Common Stock	14,502⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series C Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			80,000	⁽⁶⁾	⁽⁷⁾	Common Stock	30,456⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-B, L.P.⁽⁵⁾
Series D Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			24,894	⁽⁶⁾	⁽⁷⁾	Common Stock	9,477⁽⁸⁾	$0.00	0	I	Versant Side Fund I, L.P.⁽²⁾
Series D Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			1,272,337	⁽⁶⁾	⁽⁷⁾	Common Stock	484,386⁽⁸⁾	$0.00	0	I	Versant Venture Capital I, L.P.⁽³⁾
Series D Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			27,660	⁽⁶⁾	⁽⁷⁾	Common Stock	10,530⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series D Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			58,085	⁽⁶⁾	⁽⁷⁾	Common Stock	22,113⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-B, L.P.⁽⁵⁾
Series E Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			4,945	⁽⁶⁾	⁽⁷⁾	Common Stock	1,882⁽⁸⁾	$0.00	0	I	Versant Side Fund I, L.P.⁽²⁾
Series E Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			252,748	⁽⁶⁾	⁽⁷⁾	Common Stock	96,222⁽⁸⁾	$0.00	0	I	Versant Venture Capital I, L.P.⁽³⁾
Series E Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			5,495	⁽⁶⁾	⁽⁷⁾	Common Stock	2,091⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-A, L.P.⁽⁴⁾
Series E Preferred Stock	⁽⁶⁾	05/14/2007	05/14/2007	C			11,538	⁽⁶⁾	⁽⁷⁾	Common Stock	4,392⁽⁸⁾	$0.00	0	I	Versant Affiliates Fund I-B, L.P.⁽⁵⁾

1. Name and Address of Reporting Person^*

VERSANT VENTURE CAPITAL I LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Holder

1. Name and Address of Reporting Person^*

VERSANT SIDE FUND I LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

VERSANT AFFILIATES FUND I-A LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

VERSANT AFFILIATES FUND I-B LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

VERSANT VENTURES I LLC

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

ATWOOD BRIAN G

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

LINK WILLIAM J PHD

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

LUBASH BARBARA N

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

MILDER DONALD B

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

1. Name and Address of Reporting Person^*

ROBERTSON REBECCA B

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, #4-210

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Former 10% Owner

Explanation of Responses:

1. Each of the Reporting Persons disclaims beneficial ownership of the shares reported, except to the extent of their pecuniary interest therein.

2. The shares are owned by Versant Side Fund I, L.P., and Versant Ventures I, LLC is its general partner.

3. The shares are owned by Versant Venture Capital I, L.P., and Versant Ventures I, LLC is its general partner.

4. The shares are owned by Versant Affiliates Fund I-A, L.P., and Versant Ventures I, LLC is its general partner.

5. The shares are owned by Versant Affiliates Fund I-B, L.P., and Versant Ventures I, LLC is its general partner.

6. The Issuer's preferred stock automatically converted into Common Stock on a 1-for-2.6267 basis upon the closing of the Issuer's initial public offering.

7. The securities do not have an expiration date.

8. Reflects the reverse split of the Common Stock effective upon the closing of the Issuer's initial public offering.

Remarks:

Samuel D. Colella is also part of this reporting group but is reporting on a separate form due to the limitations on the number of joint filers permitted on one form.

	/s/ Robin L. Praeger, Attorney-in-Fact	05/17/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	Robin L. Praeger, Attorney-in-Fact	05/16/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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