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TRUPANION, INC. Director's Dealing 2020

Aug 12, 2020

31711_dirs_2020-08-11_eb92d1b6-1a42-4031-9485-be130e7b43a0.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRUPANION, INC. (TRUP)
CIK: 0001371285
Period of Report: 2020-08-07

Reporting Person: LEVITAN DAN (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2020-08-07 Common Stock J 426934 Disposed 0 Indirect
2020-08-07 Common Stock J 88802 Acquired 114509 Indirect
2020-08-07 Common Stock J 58538 Disposed 0 Indirect
2020-08-07 Common Stock J 13114 Disposed 5000 Indirect
2020-08-07 Common Stock J 2728 Acquired 117237 Indirect
2020-08-07 Common Stock J 114393 Disposed 2844 Indirect
2020-08-07 Common Stock J 21918 Acquired 26734 Indirect
2020-08-07 Common Stock J 219 Acquired 26953 Indirect
2020-08-07 Common Stock J 21556 Disposed 5387 Indirect
2020-08-07 Common Stock J 12797 Acquired 99178 Direct
2020-08-07 Common Stock J 9258 Acquired 108436 Direct
2020-08-07 Common Stock J 34995 Acquired 143431 Direct
2020-08-07 Common Stock S 25000 $70.0122 Disposed 118431 Direct
2020-08-07 Common Stock S 7173 $69.6340 Disposed 111258 Direct
2020-08-07 Common Stock S 2827 $70.1015 Disposed 2173 Indirect
2020-08-07 Common Stock S 2046 $70.6926 Disposed 127 Indirect
2020-08-07 Common Stock S 127 $71.5298 Disposed 0 Indirect
2020-08-07 Common Stock S 1608 $70.1015 Disposed 1236 Indirect
2020-08-07 Common Stock S 1163 $70.6926 Disposed 73 Indirect
2020-08-07 Common Stock S 73 $71.5298 Disposed 0 Indirect
2020-08-07 Common Stock S 552 $69.8472 Disposed 4835 Indirect
2020-08-07 Common Stock S 20950 $70.0414 Disposed 0 Indirect
2020-08-07 Common Stock M 20482 $8.57 Acquired 131740 Direct
2020-08-07 Common Stock S 20482 $69.7091 Disposed 111258 Direct
2020-08-07 Common Stock M 12688 $16.06 Acquired 123946 Direct
2020-08-07 Common Stock S 12688 $69.7091 Disposed 111258 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2020-08-07 Stock Option (right to buy) $8.57 M 20482 Disposed 2026-02-05 Common Stock (20482) Direct
2020-08-07 Stock Option (right to buy) $16.06 M 12688 Disposed 2024-09-26 Common Stock (12688) Direct

Footnotes

F1: Maveron Equity Partners III, L.P. ("Maveron Equity") made pro rata distributions for no consideration of 426,934 shares of common stock of the issuer to its partners on August 7, 2020.

F2: Shares owned directly by Maveron Equity. The reporting person, together with Clayton Lewis, Peter McCormick and Jason Stoffer, are members of Maveron General Partner III LLC ("Maveron GP"), which is the general partner of Maveron Equity, and may be deemed to share voting and investment power over the securities held by Maveron Equity. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F3: Shares acquired and owned directly by Maveron GP in connection with the distribution of such shares to the partners of Maveron Equity. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F4: MEP Associates III, L.P. ("Maveron Associates") made pro rata distributions for no consideration of 58,538 shares of common stock of the issuer to its partners on August 7, 2020.

F5: Shares owned directly by Maveron Associates. The reporting person, together with Clayton Lewis, Peter McCormick and Jason Stoffer, are members of Maveron GP, which is the general partner of Maveron Associates, and may be deemed to share voting and investment power over the securities held by Maveron Associates. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F6: Maveron III Entrepreneurs Fund, L.P. ("Maveron Entrepreneurs") made pro rata distributions for no consideration of 13,114 shares of common stock of the issuer to its partners on August 7, 2020.

F7: Shares owned directly by Maveron Entrepreneurs. The reporting person, together with Clayton Lewis, Peter McCormick and Jason Stoffer, are members of Maveron GP, which is the general partner of Maveron Entrepreneurs, and may be deemed to share voting and investment power over the securities held by Maveron Entrepreneurs. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F8: Shares acquired and owned directly by Maveron GP in connection with the distribution of such shares to the partners of Maveron Entrepreneurs. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F9: Maveron GP distributed for no consideration 114,393 shares of common stock of the issuer to its members on August 7, 2020.

F10: Shares owned directly by Maveron GP.

F11: Shares acquired by Maveron LLC in connection with the distribution of such shares to the partners of Maveron GP.

F12: Shares are owned directly by Maveron LLC. The reporting person is a member of Maveron LLC, and may be deemed to share voting and investment power over the securities held by Maveron LLC. The reporting person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F13: Shares acquired by Maveron LLC in connection with the distribution of such shares to the partners of Maveron Associates.

F14: Maveron LLC distributed for no consideration 21,566 shares of common stock of the issuer to its members on August 7, 2020.

F15: Shares acquired by the reporting person in connection with the distribution of such shares to the partners of Maveron LLC.

F16: Shares acquired by the reporting person in connection with the distribution of such shares to the partners of Maveron Associates.

F17: Shares acquired by the reporting person in connection with the distribution of such shares to the partners of Maveron GP.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.00 to $70.05, 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.

F19: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.34 to $69.90, 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.

F20: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.48 to $70.45, 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.

F21: Shares owned directly by Maveron Entrepreneurs.

F22: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.48 to $71.44, 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.

F23: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.49 to $71.53, 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.

F24: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.48 to $70.45, 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.

F25: Shares owned directly by Maveron GP.

F26: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.48 to $71.44, 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.

F27: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $71.49 to $71.53, 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.

F28: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.82 to $69.85, 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.

F29: Shares owned directly by Maveron LLC.

F30: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.93 to $70.21, 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.

F31: Shares are held by a trust the holdings of which are attributable to the reporting person.

F32: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.34 to $70.01, 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.

F33: This stock option grant is fully vested.