false 0001104506 0001104506 2024-01-05 2024-01-05

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 5, 2024
INSMED INCORPORATED
(Exact name of registrant as specified in its charter)

Virginia | 000-30739 | 54-1972729
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.)

700 US Highway 202/206 Bridgewater, New Jersey |  | 08807 (Zip Code)
(Address of principal executive offices) |  |

Registrant’s telephone number, including area code: (908) 977-9900
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 | Trading Symbol(s) | Name of each exchange on which registered
Common Stock, par value $0.01 per share | INSM | 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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 7.01 – Regulation FD Disclosure.
As previously announced, management of Insmed Incorporated (the “Company”) will present at the 42nd Annual J.P. Morgan Healthcare Conference on Monday, January 8, 2024 at 3:00 p.m. PT (6:00 p.m. ET). A live webcast of the presentation will be accessible through the investor relations section of the Company’s website.
On January 5, 2024, in connection with the presentation, the Company has issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference. In addition, the slide presentation to be used during the presentation is attached hereto as Exhibit 99.2 and incorporated herein by reference.
The information contained herein, including the exhibits 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01 - Financial Statements and Exhibits.
(d) Exhibits

Exhibit No. |  | Description
99.1 |  | Press release issued by Insmed Incorporated on January 5, 2024.
99.2 |  | Insmed Incorporated J.P. Morgan Healthcare Conference Presentation.
104 |  | Cover Page Interactive Date File (embedded within the Inline XBRL document).

SIGNATURES
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.

Dated: January 5, 2024 | INSMED INCORPORATED
| By: | /s/ Michael A. Smith
| Name: | Michael A. Smith
| Title: | General Counsel and Corporate Secretary