DREYER EMILY 4
4 · TRUPANION, INC. · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
Trupanion CRO Emily Dreyer RSU Vesting; Shares Withheld for Taxes
What Happened
Emily Dreyer, Chief Revenue Officer of Trupanion, reported that 1,825 restricted stock units (RSUs) vested and converted into common stock on February 25, 2026 (1,482 + 343). To satisfy income tax withholding, the issuer withheld 443 shares (360 + 83) at $26.70 per share, totaling about $11,828. After withholding, Dreyer received a net of 1,382 shares. The withholding is reported as issuer remittance and is not an open-market sale by the reporting person.
Key Details
- Transaction date: February 25, 2026; Form 4 filed February 27, 2026 (timely).
- Conversion/exercise: 1,482 RSUs and 343 RSUs converted to common stock (codes M).
- Tax withholding (code F): 360 shares withheld @ $26.70 = $9,612; 83 shares withheld @ $26.70 = $2,216; total ≈ $11,828.
- Net shares delivered to Dreyer: 1,825 vested − 443 withheld = 1,382 shares.
- Shares owned after transaction: not specified in the filing.
- Footnotes: RSUs convert one-for-one into common stock (F1). Filing notes the withheld shares satisfy the issuer’s tax withholding/remittance obligations and do not represent a sale by the reporting person (F2). The RSUs stem from grants on Feb 28, 2022 (23,707 RSUs; vest schedule described in F3) and Aug 14, 2023 (5,489 RSUs; vest schedule described in F4).
Context
This was RSU vesting with share withholding for taxes — a routine administrative action rather than an open-market sale or purchase. Withholding of shares to cover taxes is common and typically does not signal the insider’s view on the company’s stock.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-25+1,482→ 43,519 total - Tax Payment
Common Stock
[F2]2026-02-25$26.70/sh−360$9,612→ 43,159 total - Exercise/Conversion
Common Stock
[F1]2026-02-25+343→ 43,502 total - Tax Payment
Common Stock
[F2]2026-02-25$26.70/sh−83$2,216→ 43,419 total - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F3]2026-02-25−1,482→ 0 totalExp: 2026-02-25→ Common Stock (1,482 underlying) - Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4]2026-02-25−343→ 2,058 totalExp: 2027-08-25→ Common Stock (343 underlying)
Footnotes (4)
- [F1]Restricted stock units convert into common stock on a one-for-one basis.
- [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.
- [F3]On February 28, 2022, the reporting person was granted 23,707 restricted stock units (RSUs). The RSUs vested and converted into common stock of the Issuer as to 1/4th of the total shares on February 25, 2023, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.
- [F4]On August 14, 2023, the reporting person was granted 5,489 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.