BEARMAN ASHER 4

What Happened

• Asher Bearman, Chief Legal Officer of Trupanion, had restricted stock units (RSUs) convert into 2,609 shares of common stock on vesting dates May 22 and May 25, 2026. The conversion entries are recorded as derivative exercises (code M) with $0.00 per-share acquisition price (these are vested RSUs, not open-market purchases).
• To satisfy income tax withholding, the issuer withheld 844 of those shares (reported as code F dispositions) for a total withholding value of $18,546. Total cash recorded for the withheld shares equals ~$18.5K. This was a vesting/tax-withholding event, not an open-market sale.

Key Details

• Transaction dates: May 22, 2026 (majority of conversions and withholdings) and May 25, 2026 (125 RSUs converted; 40 shares withheld).
• Shares converted (acquired): 2,609 total (265 + 8 + 379 + 1,832 on 5/22; 125 on 5/25).
• Shares withheld for taxes (disposed): 844 total (85 + 2 + 122 + 595 on 5/22; 40 on 5/25) for $18,546 reported.
• Footnotes: RSUs convert one-for-one to common stock (F1); the filing notes the shares were withheld by the issuer to satisfy tax withholding (F2). Multiple RSU grants and vesting schedules are cited (F3–F7).
• Filing timing: Form filed May 27, 2026. The last reported transaction was May 25, 2026, so the filing appears to have been submitted within the usual two-business-day window after the final transaction date.
• Ownership after transaction: Not specified in the provided data.

Context

• These entries reflect RSU vesting and issuer tax withholding (a common, routine event). The reporting codes used: M = exercise/conversion of derivative (RSU vesting), F = payment of exercise price or tax liability (share withholding). This was not an open-market sale or purchase; withheld shares were remitted to the issuer to cover taxes, not sold on the market.
• As an officer (not a 10% owner), this filing is standard compensation-related reporting and does not by itself indicate a buy/sell signal.