STOCK TITAN

Trupanion (NASDAQ: TRUP) EVP RSUs vest, shares withheld for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TRUPANION, INC. (TRUP) reported that executive vice president Simon Wheeler had restricted stock units vest and convert into common stock on August 22 and 25, 2026. In total, 2,173 RSUs were exercised into an equal number of common shares, and 1,085 shares were withheld by the issuer to satisfy income tax withholding and remittance obligations. Footnotes state these withholdings do not represent sales by the reporting person.

Positive

  • None.

Negative

  • None.
Insider WHEELER SIMON
Role EVP, Trupanion International
Type Security Shares Price Value
Exercise Restricted Stock Unit (RSU) F1, F6 322 $0.00 $0.00
Exercise Common Stock F1 322 -- --
Tax Withholding Common Stock F2 161 $31.84 $5K
Exercise Restricted Stock Unit (RSU) F1, F3 528 $0.00 $0.00
Exercise Restricted Stock Unit (RSU) F1, F4 385 $0.00 $0.00
Exercise Restricted Stock Unit (RSU) F1, F5 938 $0.00 $0.00
Exercise Common Stock F1 528 -- --
Tax Withholding Common Stock F2 263 $31.76 $8K
Exercise Common Stock F1 385 -- --
Tax Withholding Common Stock F2 192 $31.76 $6K
Exercise Common Stock F1 938 -- --
Tax Withholding Common Stock F2 469 $31.76 $15K
Holdings After Transaction: Restricted Stock Unit (RSU) — 10,276 shares (Direct); Common Stock — 25,327 shares (Direct)
Footnotes (6)
  1. F1. Restricted stock units convert into common stock on a one-for-one basis.
  2. F2. 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. F3. On February 27, 2025, the reporting person was granted 4,219 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, 2025, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date.
  4. F4. On February 20, 2026, the reporting person was granted 3,079 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, 2026, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date.
  5. F5. On February 27, 2024, the reporting person was granted 15,000 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on February 25, 2025, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.
  6. F6. On August 14, 2023, the reporting person was granted 5,144 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on August 25, 2024, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.
RSUs exercised 2,173 shares Total derivative exercises (code M) reported for RSUs converting into common stock
Shares withheld for taxes 1,085 shares Total shares withheld to satisfy income tax withholding and remittance obligations (code F)
Tax withholding price $31.76 per share Common stock withheld for taxes on August 22, 2026
Tax withholding price $31.84 per share Common stock withheld for taxes on August 25, 2026
Transactions with derivative code M 4 transactions Exercise or conversion of derivative securities (RSUs) reported in the filing
Transactions with code F 4 transactions Share withholdings for payment of income tax liability reported
Restricted stock units (RSUs) financial
"On February 27, 2025, the reporting person was granted 4,219 restricted stock units (RSUs)."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
income tax withholding and remittance obligations financial
"shares of common stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations"
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.
convert into common stock financial
"Restricted stock units convert into common stock on a one-for-one basis."

FAQ

What did TRUP executive Simon Wheeler report in this Form 4 for TRUP?

Simon Wheeler reported the vesting and conversion of 2,173 restricted stock units into common stock of TRUPANION, INC. on August 22 and 25, 2026, with some of the resulting shares withheld by the issuer to cover income tax withholding obligations.

How many TRUP restricted stock units vested and converted in this filing?

The filing shows that 2,173 RSUs were exercised or converted into an equal number of TRUP common shares. Each restricted stock unit converts into one share of common stock according to the footnotes.

Were any of Simon Wheeler’s TRUP shares actually sold in the market?

The filing states that 1,085 TRUP shares were withheld by the issuer to satisfy its income tax withholding and remittance obligations upon RSU vesting, and explicitly notes this does not represent a sale by Simon Wheeler.

What prices are associated with the TRUP shares withheld for taxes?

Shares withheld for tax withholding in connection with RSU vesting were reported at per-share amounts of $31.76 and $31.84 for different tax-withholding transactions, as disclosed in the Form 4 transaction table.

What role does Simon Wheeler hold at TRUPANION, INC.?

Simon Wheeler is reported as an officer of TRUPANION, INC., holding the title EVP, Trupanion International, in the Form 4 reporting these RSU vesting and tax-withholding transactions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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)
08/22/2026
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)

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
Common Stock08/22/2026M528A(1)24,767D
Common Stock08/22/2026F263(2)D$31.7624,504D
Common Stock08/22/2026M385A(1)24,889D
Common Stock08/22/2026F192(2)D$31.7624,697D
Common Stock08/22/2026M938A(1)25,635D
Common Stock08/22/2026F469(2)D$31.7625,166D
Common Stock08/25/2026M322A(1)25,488D
Common Stock08/25/2026F161(2)D$31.8425,327D
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)08/22/2026M528 (3)02/22/2027(3)Common Stock528$01,055D
Restricted Stock Unit (RSU)(1)08/22/2026M385 (4)02/22/2028(4)Common Stock385$02,310D
Restricted Stock Unit (RSU)(1)08/22/2026M938 (5)02/25/2028(5)Common Stock938$05,625D
Restricted Stock Unit (RSU)(1)08/25/2026M322 (6)08/25/2027(6)Common Stock322$01,286D
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. On February 27, 2025, the reporting person was granted 4,219 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, 2025, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date.
4. On February 20, 2026, the reporting person was granted 3,079 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, 2026, after which 1/8th of the total shares vest quarterly, subject to continued service through each vest date.
5. On February 27, 2024, the reporting person was granted 15,000 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on February 25, 2025, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.
6. On August 14, 2023, the reporting person was granted 5,144 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on August 25, 2024, 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 Simon Wheeler08/26/2026
** 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)