Trupanion (TRUP) CFO trades RSUs and sells 4,645 shares in pre-set plan

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Trupanion, Inc. Chief Financial Officer Fawwad Qureshi reported multiple share transactions involving common stock and restricted stock units. On February 25, 2026, he exercised 3,750 restricted stock units that convert into common stock on a one-for-one basis and received 3,750 common shares.

On the same date, he sold 4,645 common shares in an open-market transaction at a weighted average price of $25.61 per share, under a pre-arranged Rule 10b5-1 trading plan adopted on May 19, 2025, meaning he had no discretion over timing. The weighted average sale price reflects multiple trades between $25.35 and $25.89 per share.

In addition, 913 common shares were withheld by the company at $26.70 per share to cover income tax obligations on the RSU vesting, which is described as not representing a sale. After these transactions, he directly owned 2,837 common shares and 26,250 RSUs.

Insider Trade Summary

Net Seller: 4,645 shares ($118,958)

Net Sell 4 txns

Insider Qureshi Fawwad

Role Chief Financial Officer

Sold 4,645 shs ($119K)

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit (RSU)	3,750	$0.00	--
Sale	Common Stock	4,645	$25.61	$119K
Exercise	Common Stock	3,750	$0.00	--
Tax Withholding	Common Stock	913	$26.70	$24K

Holdings After Transaction: Restricted Stock Unit (RSU) — 26,250 shares (Direct); Common Stock — 0 shares (Direct)

Footnotes (1)

The sale reported is effected pursuant to a Rule 10b5-1 trading plan adopted by reporting person on May 19, 2025, in order to implement a plan of financial diversification. Accordingly, the reporting person had no discretion with regard to the timing of the transaction. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.35 to $25.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2). Restricted stock units convert into common stock on a one-for-one basis. This Form 4 discloses the shares of common stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the vesting of the restricted stock units, and does not represent a sale by the reporting person. On November 13, 2023, the reporting person was granted 60,000 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on 11/25/24, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/27/2026 - 08:03 PM

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

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^*

Qureshi Fawwad

(Last)

(First)

(Middle)

6100 4TH AVENUE SOUTH

SUITE 200

(Street)

SEATTLE

98108

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TRUPANION, INC. [ TRUP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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

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

X	Form filed by One Reporting Person
	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	02/25/2026		S		4,645⁽¹⁾	D	$25.61⁽²⁾	0	D
Common Stock	02/25/2026		M		3,750	A	⁽³⁾	3,750	D
Common Stock	02/25/2026		F		913⁽⁴⁾	D	$26.7	2,837	D

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)
Restricted Stock Unit (RSU)	⁽³⁾	02/25/2026		M			3,750	⁽⁵⁾	11/25/2027	Common Stock	3,750	$0	26,250	D

Explanation of Responses:

1. The sale reported is effected pursuant to a Rule 10b5-1 trading plan adopted by reporting person on May 19, 2025, in order to implement a plan of financial diversification. Accordingly, the reporting person had no discretion with regard to the timing of the transaction.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.35 to $25.89 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2).

3. Restricted stock units convert into common stock on a one-for-one basis.

4. This Form 4 discloses the shares of common stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the vesting of the restricted stock units, and does not represent a sale by the reporting person.

5. On November 13, 2023, the reporting person was granted 60,000 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on 11/25/24, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.

Remarks:

	/s/ Lauren Welsh as attorney-in-fact for Fawwad Qureshi	02/27/2026
	** 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).
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Trupanion (TRUP) CFO Fawwad Qureshi report?

He reported exercising 3,750 restricted stock units into common stock, selling 4,645 common shares in the open market, and having 913 shares withheld by the company to cover tax obligations related to the RSU vesting, all on February 25, 2026.

Was the Trupanion (TRUP) CFO’s sale of 4,645 shares pre-planned?

Yes. The sale was executed under a Rule 10b5-1 trading plan adopted on May 19, 2025. Such plans pre-schedule trades, so the CFO had no discretion over the timing of these particular transactions once the plan was in place.

At what prices did the Trupanion (TRUP) CFO sell his shares?

The reported weighted average sale price was $25.61 per share. According to the disclosure, the 4,645 common shares were sold in multiple transactions at prices ranging from $25.35 to $25.89 per share, inclusive, on February 25, 2026.

How do Trupanion (TRUP) restricted stock units affect common shares?

The restricted stock units convert into common stock on a one-for-one basis. In this filing, 3,750 RSUs vested and converted into 3,750 common shares, reflecting part of a 60,000-RSU grant that vests over time, subject to continued service with the company.

Why were 913 Trupanion (TRUP) shares disposed of in the Form 4?

The 913 common shares were withheld by the company to satisfy income tax withholding and remittance obligations tied to RSU vesting. The disclosure states this does not represent a sale by the CFO but rather shares used to pay associated tax liabilities.

How many Trupanion (TRUP) shares and RSUs does the CFO hold after these transactions?

After the reported transactions, the CFO directly owned 2,837 shares of common stock and 26,250 restricted stock units. The RSUs are scheduled to continue vesting under the previously granted 60,000-unit award, assuming ongoing service with Trupanion.