0001371285-22-000008.txt : 20220121 0001371285-22-000008.hdr.sgml : 20220121 20220121165905 ACCESSION NUMBER: 0001371285-22-000008 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210825 FILED AS OF DATE: 20220121 DATE AS OF CHANGE: 20220121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAWLINGS DARRYL CENTRAL INDEX KEY: 0001611679 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36537 FILM NUMBER: 22546627 MAIL ADDRESS: STREET 1: 6100 4TH AVENUE SOUTH STREET 2: SUITE 200 CITY: SEATTLE STATE: WA ZIP: 98108 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: 6100 4TH AVENUE SOUTH STREET 2: SUITE 200 CITY: SEATTLE STATE: WA ZIP: 98108 BUSINESS PHONE: 888-733-2685 MAIL ADDRESS: STREET 1: 6100 4TH AVENUE SOUTH STREET 2: SUITE 200 CITY: SEATTLE STATE: WA ZIP: 98108 FORMER COMPANY: FORMER CONFORMED NAME: TRUPANION INC. DATE OF NAME CHANGE: 20131114 FORMER COMPANY: FORMER CONFORMED NAME: VETINSURANCE INTERNATIONAL INC DATE OF NAME CHANGE: 20060802 4 1 wf-form4_164280232062485.xml FORM 4 X0306 4 2021-08-25 0 0001371285 TRUPANION, INC. TRUP 0001611679 RAWLINGS DARRYL C/O TRUPANION, INC. 6100 4TH AVENUE SOUTH, SUITE 200 SEATTLE WA 98108 1 1 0 0 CEO Common Stock 2021-08-25 4 M 0 1220 A 547088 D Common Stock 2021-08-25 4 F 0 480 93.83 D 546608 D Common Stock 2021-08-25 4 M 0 1505 A 548113 D Common Stock 2021-08-25 4 F 0 592 93.83 D 547521 D Common Stock 2021-08-25 4 M 0 2098 A 549619 D Common Stock 2021-08-25 4 F 0 825 93.83 D 548794 D Common Stock 2021-11-25 4 M 0 1219 A 550013 D Common Stock 2021-11-25 4 S 0 480 125.2228 D 549533 D Common Stock 2021-11-25 4 M 0 1505 A 551038 D Common Stock 2021-11-25 4 F 0 592 125.03 D 550446 D Common Stock 2021-11-25 4 M 0 2098 A 552544 D Common Stock 2021-11-25 4 F 0 825 125.03 D 551719 D Common Stock 2022-01-19 4 S 0 4000 97.2858 D 947222 I By Kuyashii Primary Equities LLC Restricted Stock Unit (RSU) 2021-08-25 4 M 0 1220 0 D 2022-02-25 Common Stock 1220.0 2439 D Restricted Stock Unit (RSU) 2021-08-25 4 M 0 1505 0 D 2023-02-25 Common Stock 1505.0 9030 D Restricted Stock Unit (RSU) 2021-08-25 4 M 0 2098 0 D 2024-02-25 Common Stock 2098.0 20979 D Restricted Stock Unit (RSU) 2021-11-25 4 M 0 1219 0 D 2022-02-25 Common Stock 1219.0 1220 D Restricted Stock Unit (RSU) 2021-11-25 4 M 0 1505 0 D 2023-02-25 Common Stock 1505.0 7525 D Restricted Stock Unit (RSU) 2021-11-25 4 M 0 2098 0 D 2024-02-25 Common Stock 2098.0 18881 D 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. This Form 4 discloses the shares of common stock that have been sold by the issuer to satisfy its income tax withholding and remittance obligations in connection with the vesting of the restricted stock units. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.22 to $125.56 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). The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by Kuyashii Primary Equities LLC. a limited liability company indirectly, wholly-owned by the reporting person and reporting person's spouse, on November 8, 2021, in order to implement a plan of financial diversification. Accordingly, the reporting person had no discretion with regard to the timing of the transaction. In aggregate, the reporting person's plan is Rule 10b5-1 trading plan is part of a diversification strategy on the part of the reporting person to diversify up to 25% of the reporting person's holdings as of the date of the Company's initial public offering in July 2014 from the inception of the Rule 10b5-1 trading plan through 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.88 to $99.14 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 (6). The RSU vests and will convert to common stock of the Issuer as to 1/4th of the total shares on February 25, 2019, after which 1/16th of the total shares vest quarterly, subject to continued service through each vesting date. The RSU vests and will convert to common stock of the Issuer as to 1/4th of the total shares on February 25, 2020, after which 1/16th of the total shares vest quarterly, subject to continued service through each vesting date. The RSU vests and will convert to common stock of the Issuer as to 1/4th of the total shares on February 25, 2021, after which 1/16th of the total shares vest quarterly, subject to continued service through each vesting date. /s/ Charlotte Sim-Warner as attorney-in-fact for Darryl Rawlings 2022-01-21