STOCK TITAN

Trupanion (TRUP) EVP exercises 1,526 RSUs and corrects prior Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

TRUPANION, INC. executive Simon Wheeler, EVP Trupanion International, exercised 1,526 restricted stock units into common stock on February 22, 2026 as part of his equity compensation. These RSUs came from a grant of 12,203 units awarded on February 27, 2024 that vests in eighths starting May 22, 2024 and then quarterly.

The amended Form 4 also corrects earlier clerical errors in reported derivative holdings for this RSU award, clarifying that 1,526 RSUs were beneficially owned as of November 25, 2025 and zero RSUs remained as of February 24, 2026. The filing reflects routine compensation-related vesting rather than an open-market trade.

Positive

  • None.

Negative

  • None.
Insider WHEELER SIMON
Role EVP, Trupanion International
Type Security Shares Price Value
Exercise Restricted Stock Unit (RSU) 1,526 $0.00 --
Holdings After Transaction: Restricted Stock Unit (RSU) — 0 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. On February 27, 2024, the reporting person was granted 12,203 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/8th of the total shares on May 22, 2024, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date. This Form 4 is being filed to correct a clerical error in previously reported holdings of derivative securities for RSU dated 2/27/24 for 12,203 shares. In the Form 4 filed on November 25, 2025, the number of derivative securities beneficially owned following the reported transaction was incorrectly reported; the correct amount beneficially owned as of November 25, 2025 was 1,526. In addition, the Form 4 filed on February 24, 2026 incorrectly reported the number of derivative securities beneficially owned following the reported transaction; the correct amount beneficially owned as of February 24, 2026 was 0.
RSUs exercised 1,526 units Restricted stock units converted to common stock on February 22, 2026
RSU grant size 12,203 units Restricted stock units granted on February 27, 2024
Vesting schedule fraction 1/8 per tranche 1/8 vests May 22, 2024, then 1/8 quarterly with continued service
Exercise price per share $0.00/share Conversion of RSUs to common stock
Beneficially owned RSUs 1,526 units Correct amount beneficially owned as of November 25, 2025
Beneficially owned RSUs 0 units Correct amount beneficially owned as of February 24, 2026
Derivative exercises 1 transaction; 1,526 shares Transaction summary exerciseCount and exerciseShares
Restricted Stock Unit (RSU) financial
"Restricted stock units convert into common stock on a one-for-one basis."
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
derivative security financial
"clerical error in previously reported holdings of derivative securities for RSU dated 2/27/24"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
beneficially owned financial
"the correct amount beneficially owned as of November 25, 2025 was 1,526"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
vest financial
"The RSUs vest and convert into common stock of the Issuer as to 1/8th of the total shares"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
WHEELER SIMON

(Last)(First)(Middle)
4TH FLOOR CHARTER HOUSE
WOODLANDS ROAD

(Street)
ALTRINCHAMWA14 1HF

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
TRUPANION, INC. [ TRUP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Trupanion International
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/24/2026
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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit (RSU)(1)02/22/2026M1,526 (2)02/22/2026(2)Common Stock1,526$00(3)D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. On February 27, 2024, the reporting person was granted 12,203 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/8th of the total shares on May 22, 2024, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date.
3. This Form 4 is being filed to correct a clerical error in previously reported holdings of derivative securities for RSU dated 2/27/24 for 12,203 shares. In the Form 4 filed on November 25, 2025, the number of derivative securities beneficially owned following the reported transaction was incorrectly reported; the correct amount beneficially owned as of November 25, 2025 was 1,526. In addition, the Form 4 filed on February 24, 2026 incorrectly reported the number of derivative securities beneficially owned following the reported transaction; the correct amount beneficially owned as of February 24, 2026 was 0.
Remarks:
/s/ Lauren Welsh as attorney-in-fact for Simon Wheeler06/01/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did TRUP executive Simon Wheeler report in this Form 4/A?

Simon Wheeler reported exercising 1,526 restricted stock units into Trupanion common stock on February 22, 2026. This transaction reflects routine vesting of previously granted equity compensation rather than an open-market stock purchase or sale by the executive.

What was the size and structure of Simon Wheeler’s RSU grant at Trupanion (TRUP)?

Simon Wheeler received a grant of 12,203 restricted stock units on February 27, 2024. The RSUs vest as to one-eighth of the total on May 22, 2024, with additional one-eighth portions vesting quarterly thereafter, conditioned on continued service through each vesting date.

Why did Trupanion (TRUP) file an amended Form 4/A for Simon Wheeler?

The amended Form 4 was filed to correct clerical errors in previously reported derivative holdings for the February 27, 2024 RSU grant. It clarifies the correct RSU amounts beneficially owned as of November 25, 2025 and as of February 24, 2026 for that award.

Did Simon Wheeler buy or sell Trupanion (TRUP) shares on the market in this filing?

The filing shows an exercise of restricted stock units, not an open-market trade. RSUs converted into common shares at a stated price of $0.00, indicating compensation-related equity vesting rather than discretionary buying or selling on the public market.

How many Trupanion RSUs did Simon Wheeler still hold after the February 22, 2026 transaction?

After exercising 1,526 restricted stock units on February 22, 2026, the filing indicates zero derivative securities remaining for this particular RSU award. The derivative summary is empty, showing no additional unexercised RSUs from this grant in the reported holdings.