[Form 4] Trupanion, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Fawwad Qureshi, Chief Financial Officer of Trupanion, Inc. (TRUP), reported changes in beneficial ownership on Form 4. The filing shows 3,750 restricted stock units (RSUs) vested on 08/25/2025 and converted one-for-one into common stock. The issuer withheld 1,779 shares to satisfy tax withholding related to that vesting. Separately, 2,800 shares were sold on 08/26/2025 under a Rule 10b5-1 trading plan adopted May 17, 2024, at a weighted average sale price of $45.5622 per share (individual sale prices ranged $45.37–$45.76). Following these events, the filing reports the reporting person beneficially owned 6,451 shares. The RSU grant was originally 60,000 units awarded on 11/13/2023 with a stated vesting schedule.

Positive

• RSU vesting: 3,750 restricted stock units converted one-for-one into common stock, reflecting compensation realization
• Use of Rule 10b5-1 plan: Sales executed under a 10b5-1 trading plan adopted 05/17/2024, indicating pre-planned, non-discretionary timing

Negative

• Net holdings decreased: After withholding and the sale, beneficial ownership reported fell to 6,451 shares
• Share withholding for taxes: 1,779 shares were withheld by the issuer to satisfy income tax obligations related to RSU vesting

Insights

Financial Analyst

TL;DR: Insider sold a portion of shares under a pre-established 10b5-1 plan and received vested RSUs; net beneficial holdings decreased.

The transactions are routine compensation and diversification activities. The 3,750 RSUs that vested increase share count but withholding of 1,779 shares for taxes and the 2,800-share sale reduced the reporting person’s net holdings to 6,451 shares. The sale was executed under a Rule 10b5-1 plan adopted 05/17/2024, which indicates pre-planned, non-discretionary timing. The weighted average sale price reported was $45.5622, with trades occurring between $45.37 and $45.76.

Corporate Governance Expert

TL;DR: The Form 4 discloses standard executive equity compensation vesting and tax withholding, plus a pre-established trading plan sale.

The filing documents standard governance-compliant actions: RSU vesting from a 11/13/2023 grant, tax-withholding by the issuer, and sales pursuant to a 10b5-1 plan adopted 05/17/2024 to implement diversification. Signature by an attorney-in-fact is provided and the report is dated 08/27/2025. No indicia of undisclosed related-party transactions or material deviations from disclosed vesting terms are present in the filing.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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 WA 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)
08/25/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/25/2025		M		3,750	A	(1)	11,030	D
Common Stock	08/25/2025		F		1,779(2)	D	$45.83	9,251	D
Common Stock	08/26/2025		S(3)		2,800	D	$45.5622(4)	6,451	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit (RSU)	(1)	08/25/2025		M			3,750	(5)	11/25/2027	Common Stock	3,750	$0	33,750	D

Explanation of Responses:

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

2. 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.

3. The exercise and sale reported were effected pursuant to a Rule 10b5-1 trading plan adopted by reporting person on May 17, 2024, in order to implement a plan of financial diversification. Accordingly, the reporting person had no discretion with regard to the timing of the transaction.

4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.3700 to $45.7600 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 (4).

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/ Christina Poler as attorney-in-fact for Fawwad Qureshi	08/27/2025
	** 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.

FAQ

What transactions did TRUP CFO Fawwad Qureshi report on Form 4?

The filing reports 3,750 RSUs vested and converted to common stock on 08/25/2025; 1,779 shares were withheld for taxes; and 2,800 shares were sold on 08/26/2025 under a 10b5-1 plan.

At what price were the TRUP shares sold by the reporting person?

The reported weighted average sale price was $45.5622 per share, with individual sale prices ranging from $45.37 to $45.76.

When was the 10b5-1 trading plan adopted for the reported sale?

The filing states the Rule 10b5-1 trading plan was adopted on 05/17/2024 to implement a plan of financial diversification.

How many RSUs were originally granted to the reporting person and what is the vesting schedule?

The reporting person was granted 60,000 RSUs on 11/13/2023; 1/4 vested on 11/25/2024 and thereafter 1/16 of the total vests quarterly, subject to continued service.

What is the reporting person’s beneficial ownership after the transactions?

Following the vesting, withholding, and sale, the Form 4 reports the reporting person beneficially owned 6,451 shares.