Friedman Gavin's Form 4/A amendment
AmendedTrupanion, Inc. (TRUP) · filed Feb 14, 2022
- Accession no.
- 0001371285-22-000033
- Filed
- Feb 14, 2022
- Trade date
- Aug 25, 2021-Jan 3, 2022
- Filing delay
- 173 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Jan 6, 2022
This filing lists 27 non-derivative transactions and 10 derivative transactions. Open-market sales total $2.89M. It was filed 173 days after the trade.
This amendment replaces 0001371285-22-000006 (filed Jan 5, 2022).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Friedman GavinCIK 0001800776 | Officer (EVP, People and Legal) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 25, 2021 | Common Stock | MOption exerciseAcquired | +313 | –F1 | – | 360 | Direct | |
| Aug 25, 2021 | Common Stock | FTax withholdingDisposed | −123 | $93.83 | −$11,541.09 | 237 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseAcquired | +684 | –F1 | – | 921 | Direct | |
| Aug 25, 2021 | Common Stock | FTax withholdingDisposed | −269 | $93.83 | −$25,240.27 | 652 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseAcquired | +23 | –F1 | – | 675 | Direct | |
| Aug 25, 2021 | Common Stock | FTax withholdingDisposed | −9 | $93.83 | −$844.47 | 666 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseAcquired | +2,746 | –F1 | – | 3,412 | Direct | |
| Aug 25, 2021 | Common Stock | FTax withholdingDisposed | −1,080 | $93.83 | −$101,336.4 | 2,332 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseAcquired | +312 | $0.00F1 | $0 | 2,644 | Direct | |
| Nov 25, 2021 | Common Stock | SSaleDisposed | −123 | $125.23F5 | −$15,403.29 | 2,521 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseAcquired | +684 | $0.00F1 | $0 | 3,205 | Direct | |
| Nov 25, 2021 | Common Stock | SSaleDisposed | −269 | $125.23F6 | −$33,686.87 | 2,936 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseAcquired | +23 | $0.00F1 | $0 | 2,959 | Direct | |
| Nov 25, 2021 | Common Stock | SSaleDisposed | −10 | $125.22 | −$1,252.2 | 2,949 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseAcquired | +2,747 | $0.00F1 | $0 | 5,696 | Direct | |
| Nov 25, 2021 | Common Stock | FTax withholdingDisposed | −1,080 | $125.03 | −$135,032.4 | 4,616 | Direct | |
| Jan 3, 2022 | Common Stock | MOption exerciseAcquired | +10,000 | $16.32 | +$163,200 | 14,616 | Direct | |
| Jan 3, 2022 | Common Stock | MOption exerciseAcquired | +9,000 | $17.97 | +$161,730 | 23,616 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −3,151 | $126.29F8 | −$397,939.79 | 20,465 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −3,300 | $127.32F9 | −$420,156 | 17,165 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −2,816 | $128.58F10 | −$362,081.28 | 14,349 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −7,417 | $129.37F11 | −$959,537.29 | 6,932 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −550 | $130.43F12 | −$71,736.5 | 6,382 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −1,550 | $131.43F13 | −$203,716.5 | 4,832 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −1,800 | $132.67F14 | −$238,806 | 3,032 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −1,077 | $133.46F15 | −$143,736.42 | 1,955 | Direct | |
| Jan 3, 2022 | Common Stock | SSaleDisposed | −339 | $134.45F16 | −$45,578.55 | 1,616 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 25, 2021 | Common Stock | MOption exerciseDisposed | −313 | $0.00 | $0 | 625 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseDisposed | −684 | $0.00 | $0 | 4,104 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseDisposed | −23 | $0.00 | $0 | 205 | Direct | |
| Aug 25, 2021 | Common Stock | MOption exerciseDisposed | −2,746 | $0.00 | $0 | 27,464 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseDisposed | −312 | $0.00 | $0 | 313 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseDisposed | −684 | $0.00 | $0 | 3,420 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseDisposed | −23 | $0.00 | $0 | 182 | Direct | |
| Nov 25, 2021 | Common Stock | MOption exerciseDisposed | −2,747 | $0.00 | $0 | 24,717 | Direct | |
| Jan 3, 2022 | Common Stock | MOption exerciseDisposed | −10,000 | $0.00 | $0 | 0 | Direct | |
| Jan 3, 2022 | Common Stock | MOption exerciseDisposed | −9,000 | $0.00 | $0 | 0 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Restricted stock units convert into common stock on a one-for-one basis.
Referenced by the price of 8 transactions in Table I.
- 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
This Form 4 amends the incorrect disclosure that shares were withheld by issuer to satisfy taxes and corrects the disclosure to report that shares were sold by issuer to satisfy tax obligations.
- F4
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.
- F5
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 $126.35 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.
Referenced by the price of 1 transaction in Table I.
- F6
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 $126.365 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.
Referenced by the price of 1 transaction in Table I.
- F7
The exercise and sale reported were effected pursuant to a Rule 10b5-1 trading plan adopted by reporting person on November 30, 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.
- F8
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.83 to $126.77 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.
Referenced by the price of 1 transaction in Table I.
- F9
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.88 to $127.85 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.
Referenced by the price of 1 transaction in Table I.
- F10
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $127.90 to $128.89 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.
Referenced by the price of 1 transaction in Table I.
- F11
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $128.915 to $129.745 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.
Referenced by the price of 1 transaction in Table I.
- F12
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.01 to $130.98 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.
Referenced by the price of 1 transaction in Table I.
- F13
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.03 to $132.00 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.
Referenced by the price of 1 transaction in Table I.
- F14
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.05 to $133.02 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.
Referenced by the price of 1 transaction in Table I.
- F15
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.10 to $133.90 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.
Referenced by the price of 1 transaction in Table I.
- F16
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.18 to $134.64 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.
Referenced by the price of 1 transaction in Table I.
- F17
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.
- F18
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.
- F19
The RSU vests and will convert to common stock of the Issuer as to 1/4th of the total shares on November 25, 2020, after which 1/16th of the total shares vest quarterly, subject to continued service through each vesting date.
- F20
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.
- F21
The option is fully vested.