Tooth Margaret 4

4 · TRUPANION, INC. · Filed Feb 27, 2026

AI-generated summary of this filing

Updated Feb 28, 2026

Trupanion CEO Margaret Tooth Converts RSUs; Shares Withheld for Taxes

What happened

Margaret Tooth, CEO and director of Trupanion (TRUP), had restricted stock units (RSUs) convert to common stock on February 25, 2026. A total of 4,516 shares vested (3,266 + 1,250).
To satisfy tax withholding on the vesting, the issuer withheld 1,776 shares (1,285 + 491) at $26.70 per share, totaling $47,420. The filing notes the withheld shares are for tax remittance and do not represent an open‑market sale by the reporting person.
Transaction codes: M entries reflect conversion/exercise of derivative awards (RSUs converting to common stock); F entries reflect shares withheld to cover taxes.

Key details

Transaction date: February 25, 2026; Form 4 filed Feb 27, 2026 (timely).
Shares vested/converted: 3,266 and 1,250 (total 4,516).
Shares withheld for taxes: 1,285 @ $26.70 = $34,310; 491 @ $26.70 = $13,110; total withheld = 1,776 shares, $47,420.
Shares owned after the transaction: not specified in the filing.
Footnotes: RSUs convert one‑for‑one to common stock. The filing clarifies the withheld shares are for income tax withholding and are not a sale by the reporting person. Grants referenced: 52,250 RSUs granted Feb 28, 2022 (vesting schedule: 1/4 on 2/25/2023 then 1/16 quarterly) and 20,000 RSUs granted Aug 14, 2023 (1/4 on 8/25/2024 then 1/16 quarterly).

Context

This was a routine vesting and tax‑withholding event (company withheld shares to cover taxes). That withholding is common and does not necessarily signal insider buying or selling intent.
For clarity: "M" indicates conversion/exercise of a derivative (here, RSUs becoming shares); "F" indicates shares withheld to satisfy tax obligations.

Form 4

Period: 2026-02-25

DirectorCEO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-25+3,266→ 165,355 total
Tax Payment
Common Stock
[F2]
2026-02-25$26.70/sh−1,285$34,310→ 164,070 total
Exercise/Conversion
Common Stock
[F1]
2026-02-25+1,250→ 165,320 total
Tax Payment
Common Stock
[F2]
2026-02-25$26.70/sh−491$13,110→ 164,829 total
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F3]
2026-02-25−3,266→ 0 total
Exp: 2026-02-25→ Common Stock (3,266 underlying)
Exercise/Conversion
Restricted Stock Unit (RSU)
[F1][F4]
2026-02-25−1,250→ 7,500 total
Exp: 2027-08-25→ Common Stock (1,250 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 52,250 restricted stock units (RSUs). The RSUs vest and will convert to 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 20,000 restricted stock units (RSUs). The RSUs vest and convert into common stock of the Issuer as to 1/4th of the total shares on August 25, 2024, after which 1/16th of the total shares vest quarterly, subject to continued service through each vest date.

Signature

/s/ Lauren Welsh as attorney-in-fact for Margaret Tooth|2026-02-27

1 file