Sec Form 4 Filing - LEVITAN DAN @ TRUPANION, INC. - 2018-08-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LEVITAN DAN
2. Issuer Name and Ticker or Trading Symbol
TRUPANION, INC. [ TRUP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
411 FIRST AVENUE SOUTH, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
08/31/2018
(Street)
SEATTLE, WA98104
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/31/2018 J( 1 ) 211,947 D $ 0 1,105,164 I See footnote ( 2 )
Common Stock 08/31/2018 J( 3 ) 2,119 A $ 0 5,848 I See footnote ( 3 )
Common Stock 08/31/2018 J( 4 ) 29,061 D $ 0 151,533 I See footnote ( 5 )
Common Stock 08/31/2018 J( 6 ) 8,992 D $ 0 46,889 I See footnote ( 7 )
Common Stock 08/31/2018 J( 8 ) 90 A $ 0 5,938 I See footnote ( 8 )
Common Stock 08/31/2018 J( 9 ) 1,277 D $ 0 4,661 I See footnote ( 10 )
Common Stock 08/31/2018 J( 11 ) 109 A $ 0 4,267 I See footnote ( 12 )
Common Stock 08/31/2018 J( 13 ) 4,577 A $ 0 103,887 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LEVITAN DAN
411 FIRST AVENUE SOUTH
SUITE 600
SEATTLE, WA98104
X
Signatures
/s/ Pete McCormick, as Attorney-in-Fact for Dan Levitan 09/05/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Maveron Equity Partners III, L.P. ("Maveron Equity") made pro rata distributions for no consideration of 211,947 shares of common stock of the issuer to its partners on August 31, 2018.
( 2 )Shares are 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.
( 3 )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.
( 4 )MEP Associates III, L.P. ("Maveron Associates") made pro rata distributions for no consideration of 29,061 shares of common stock of the issuer to its partners on August 31, 2018.
( 5 )Shares are 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.
( 6 )Maveron III Entrepreneurs Fund, L.P. ("Maveron Entrepreneurs") made pro rata distributions for no consideration of 8,992 shares of common stock of the issuer to its partners on August 31, 2018.
( 7 )Shares are 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.
( 8 )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.
( 9 )Maveron GP distributed for no consideration of 1,277 shares of common stock of the issuer to its members on August 31, 2018.
( 10 )Shares owned directly by Maveron GP.
( 11 )Shares acquired by Maveron LLC in connection with the distribution of such shares to the partners of Maveron Associates.
( 12 )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.
( 13 )Shares acquired by the reporting person in connection with the distribution of such shares to the partners of Maveron Associates.

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