At December 31, 2024, the Company had three series of convertible senior notes outstanding. The issuances of such notes originally consisted of (i) $1.0 billion aggregate principal amount of 1.25% convertible senior notes due 2027 (the “2027 Notes”), issued on May 19, 2020 for net proceeds to the Company of $975.9 million after deducting offering costs of approximately $24.1 million, (ii) $287.5 million aggregate principal amount of 1.375% convertible senior notes due 2025 (the “2025 Notes”), issued on May 8, 2018 for net proceeds to the Company of $279.1 million after deducting offering costs of approximately $8.4 million, and (iii) $550.0 million aggregate principal amount of 0.875% convertible senior notes due 2025 that were issued by Livongo Health, Inc. ("Livongo") on June 4, 2020 for which the Company agreed to assume all of Livongo’s rights and obligations (the “Livongo Notes” and together with the 2027 Notes and the 2025 Notes, the “Notes”).

On the May 15, 2025 maturity date, the Company paid $0.6 million to settle the outstanding principal amount of the 2025 Notes and, on the June 1, 2025 maturity date, paid $550.0 million to settle the outstanding principal amount of the Livongo Notes. As of June 30, 2025, only the 2027 Notes remain outstanding.


	2027 Notes
Principal Amount Outstanding as of June 30, 2025 (in thousands)	$	1,000,000
Interest Rate Per Year	1.25		%
Fair Value as of June 30, 2025 (in thousands) (1)	$	921,000
Fair Value as of December 31, 2024 (in thousands) (1)	$	875,000
Maturity Date	June 1, 2027
Optional Redemption Date	June 5, 2024
Conversion Date	December 1, 2026
Conversion Rate Per $1,000 Principal Amount as of June 30, 2025	4.1258
Remaining Contractual Life as of June 30, 2025	1.9 years

(1)The Company estimates the fair value of its 2027 Notes utilizing market quotations for debt that have quoted prices in active markets. Since the Notes do not trade on a daily basis in an active market, the fair value estimates are based on market observable inputs based on borrowing rates currently available for debt with similar terms and average maturities. The 2027 Notes would be classified as Level 2 within the fair value hierarchy, as defined in Note 2. “Basis of Presentation and Principles of Consolidation.”

The 2027 Notes are unsecured obligations of the Company and rank senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to such 2027 Notes; equal in right of payment to the Company’s liabilities that are not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities incurred by the Company’s subsidiaries.

Holders may convert all or any portion of their 2027 Notes in integral multiples of $1,000 principal amount, at their option, at any time prior to the close of business on the business day immediately preceding the applicable conversion date only under the following circumstances:

•during any quarter (and only during such quarter), if the last reported sale price of the shares of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding quarter is greater than or equal to 130% of the conversion price for the 2027 Notes on each applicable trading day;

•during the five business day period after any 10 consecutive trading day period in which the trading price was less than 98% of the product of the last reported sale price of Company’s common stock and the conversion rate for the 2027 Notes on each such trading day;

On or after the applicable conversion date, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of the 2027 Notes, regardless of the foregoing circumstances.

The 2027 Notes are convertible into shares of the Company’s common stock at the applicable conversion rate shown in the table above. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination thereof, at the Company’s election. If the Company elects to satisfy the conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of the Company’s common stock, the amount of cash and shares of the Company’s common stock due upon conversion will be based on a daily conversion value calculated on a proportionate basis for each trading day in a 25 consecutive trading day observation period.

The Company may redeem for cash all or part of the 2027 Notes, at its option, on or after the applicable optional redemption date shown in the table above if the last reported sale price of its common stock exceeds 130% of the

conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading days ending on, and including, the trading day immediately preceding the date on which the Company provides notice of the redemption. The redemption price will be the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any. In addition, calling the 2027 Notes for redemption on or after the applicable optional redemption date will constitute a make-whole fundamental change with respect to the 2027 Notes, in which case the conversion rate applicable to the conversion of the 2027 Notes, if it is converted in connection with the redemption, will be increased in certain circumstances as described in the applicable indenture.

The Company accounts for the 2027 Notes at amortized cost within the liability section of its Condensed Consolidated Balance Sheets. The Company has reserved an aggregate of 4.1 million shares of common stock for the 2027 Notes.


	As of
	June 30,		December 31,
	2025		2024
2025 Notes
Principal	$	—	$	725
Less: Debt discount (1)	—		(2)
Net carrying amount	—		723

Livongo Notes
Principal	—		550,000
Less: Debt discount (1)	—		—
Net carrying amount	—		550,000

2027 Notes
Principal	1,000,000		1,000,000
Less: Debt discount (1)	(6,835)		(8,582)
Net carrying amount	993,165		991,418

Total net carrying amount	$	993,165	$	1,542,141

Convertible senior notes, net—current	$	—	$	550,723
Convertible senior notes, net—non-current	993,165		991,418
Total net carrying amount	$	993,165	$	1,542,141

(1)Included in the accompanying Condensed Consolidated Balance Sheets within Convertible senior notes, net—current and Convertible senior notes, net—non-current and amortized to interest expense over the expected life of the notes using the effective interest rate method.


	Three Months Ended June 30,						Six Months Ended June 30,
2025 Notes	2025			2024			2025			2024
Contractual interest expense	$	1		$	3		$	3		$	5
Amortization of debt discount	—			1			1			2
Total	$	1		$	4		$	4		$	7
Effective interest rate	1.8		%	1.8		%	1.8		%	1.8		%

	Three Months Ended June 30,						Six Months Ended June 30,
Livongo Notes	2025			2024			2025			2024
Contractual interest expense	$	802		$	1,203		$	2,005		$	2,406
Amortization of debt discount	—			—			—			—
Total	$	802		$	1,203		$	2,005		$	2,406
Effective interest rate	0.9		%	0.9		%	0.9		%	0.9		%

	Three Months Ended June 30,						Six Months Ended June 30,
2027 Notes	2025			2024			2025			2024
Contractual interest expense	$	3,125		$	3,125		$	6,250		$	6,250
Amortization of debt discount	874			861			1,746			1,719
Total	$	3,999		$	3,986		$	7,996		$	7,969
Effective interest rate	1.6		%	1.6		%	1.6		%	1.6		%