0001209191-14-047935.txt : 20140717 0001209191-14-047935.hdr.sgml : 20140717 20140717184345 ACCESSION NUMBER: 0001209191-14-047935 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140717 FILED AS OF DATE: 20140717 DATE AS OF CHANGE: 20140717 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TRUPANION INC. CENTRAL INDEX KEY: 0001371285 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 907 NW BALLARD WAY CITY: SEATTLE STATE: WA ZIP: 98107 BUSINESS PHONE: 888-738-7478 MAIL ADDRESS: STREET 1: 907 NW BALLARD WAY CITY: SEATTLE STATE: WA ZIP: 98107 FORMER COMPANY: FORMER CONFORMED NAME: VETINSURANCE INTERNATIONAL INC DATE OF NAME CHANGE: 20060802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAWLINGS DARRYL CENTRAL INDEX KEY: 0001611679 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36537 FILM NUMBER: 14981379 MAIL ADDRESS: STREET 1: 907 NW BALLARD WAY CITY: SEATTLE STATE: WA ZIP: 98107 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-07-17 0 0001371285 TRUPANION INC. TRUP 0001611679 RAWLINGS DARRYL C/O TRUPANION, INC. 907 NW BALLARD WAY SEATTLE WA 98107 1 1 1 0 President and CEO Common Stock 701262 D Series B Convertible Preferred Stock Common Stock 70 D Special Voting Shares Common Stock 1025559 D Stock Option (right to buy) 0.90 2018-12-04 Common Stock 544592 D Stock Option (right to buy) 1.04 2021-09-23 Common Stock 309679 D Represents unvested restricted stock subject to the issuer's right of repurchase as of the date of this filing, which repurchase right lapses over time. Each share of the issuer's Series B Convertible Preferred Stock will be converted into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering ("IPO") and has no expiration date. Each exchangeable share of Trupanion Canadian Shareholders, Ltd., a Canadian subsidiary of the issuer, will be automatically exchanged for 10 shares of the issuer's Common Stock immediately upon the closing of the issuer's IPO, which will trigger a mandatory redemption of each Special Voting Share, which Special Voting Share has no expiration date. The option is fully vested. The option vested as to 1/4 of the total shares on September 23, 2012, with an additional 1/48th of the total shares vesting monthly thereafter, subject to continued service through each vesting date. /s/ Charlotte Sim-Warner as attorney-in-fact for Darryl Rawlings 2014-07-17 EX-24.3_532054 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints the responsible officers, attorney and paralegal of Trupanion, Inc. (the "Company"), including Darryl Rawlings, Asher Bearman, Charlotte Sim-Warner, as long as they are providing services to the Company, and the responsible attorneys and paralegals of Fenwick & West LLP ("Fenwick"), or either of them, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of the Company, Forms 3, 4s and 5s in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder; (2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Forms 3, 4s and 5s and timely file such forms with the Securities and Exchange Commission and any stock exchange or similar authority, if required; and (3) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all that each such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company or Fenwick assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and Fenwick and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing Forms 3, 4s or 5s (including amendments thereto) and agrees to reimburse the Company and Fenwick and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4s and 5s with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of July, 2014. /s/ DARRYL RAWLINGS Name: Darryl Rawlings