ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 6, 2012, DexCom issued a press release announcing its financial results for the quarter ended June 30, 2012 and certain other information. This press release has been furnished as Exhibit 99.01 to this report and is incorporated herein by this reference.

The information in this Item 2.02, including Exhibit 99.01 hereto, is furnished pursuant to Item 2.02 of Form 8-K, and is not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. The information contained herein and in the accompanying exhibit is not incorporated by reference in any filing of DexCom under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Effective on August 6, 2012, Steven Pacelli's title was changed from Chief Operating Officer to Executive Vice President, Strategy and Corporate Development to enable Mr. Pacelli to focus his efforts on managing DexCom's worldwide business development and strategic relationships. Mr. Pacelli will also continue to lead the Company's investor relations, legal and intellectual property groups. Going forward, other operating responsibilities will be split between Terry Gregg, DexCom's Chief Executive Officer, and Kevin Sayer, DexCom's President, and DexCom will not have a principal operating officer.

ITEM 9.01.FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Number Description

99.01 Press release dated August 6, 2012.

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