TRUP on Nasdaq

Trupanion

American pet insurance provider

Trupanion, Inc. is a pet insurance provider headquartered in Seattle, Washington. Established in 1998, Trupanion operates across the United States, Canada, Australia, and Puerto Rico. The company offers coverage for pets and is self-underwritten by the American Pet Insurance Company (APIC).3 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

Jan 1, 1999Founded1

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  • TickerTRUP on Nasdaq1
  • Industrypet insurance1
  • HeadquartersSeattle1
  • Websitetrupanion.com
  • Legal formDelaware corporation1
  • Incorporated inDE5
  • Business address6100 4Th Avenue South, Suite 400, Seattle, Wa 981085
  • Filer categoryLarge accelerated filer5
  • LEI549300J86GFKIDGMQP184
  • StatusActive4
  • LEI statusLapsed (not renewed)4
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 41366934

Trupanion, Inc. is a pet insurance provider headquartered in Seattle, Washington. Established in 1998, Trupanion operates across the United States, Canada, Australia, and Puerto Rico. The company offers coverage for pets and is self-underwritten by the American Pet Insurance Company (APIC).3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

1.0%Operating margin8
11.9%Revenue growth, 20258
0.27×Debt to equity8
$75.4MFree cash flow8

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Subscription business brought in 69% of the revenue Trupanion broke down this way in fiscal 2025.

  1. Subscription business$989.3M869%up 16% from 2024
  2. Other Operating$450.0M831%up 5% from 2024
Business segments by year
Business segments202320242025
Subscription business$712.9M$856.5M$989.3M
Other Operating$395.7M$429.2M$450.0M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue84¢$1.2B
  • Other costs15¢$214.7M
  • Interest1¢$13.8M
  • Income tax0¢$2.6M

Out of $1.4B in revenue.8

Where each dollar of operating cash went, fiscal 2025

  • Capital spending16¢$14.1M
  • Kept or used elsewhere84¢$75.4M

Out of $89.5M of cash from operations.8

Financial statements

Revenue91011128$1.4B in 2025+275% since 2019
0$500.0M$1.0B$1.5B2019: $383.9M$383.9M20192020: $502.0M$502.0M2020+31%2021: $699.0M$699.0M2021+39%2022: $905.2M$905.2M2022+29%2023: $1.1B$1.1B2023+22%2024: $1.3B$1.3B2024+16%2025: $1.4B$1.4B2025+12%
Operating income91011128$13.8M in 2025
-$60.0M-$40.0M-$20.0M0$20.0M2019: -$1.9M-$1.9M20192020: -$4.9M-$4.9M2020+157%2021: -$35.2M-$35.2M2021+614%2022: -$43.0M-$43.0M2022+22%2023: -$40.7M-$40.7M2023−5%2024: -$9.5M-$9.5M2024−77%2025: $13.8M$13.8M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.8

Period ending2025-12-312024-12-312023-12-31
Revenue$1.4B$1.3B$1.1B
Veterinary invoice expense$1.0B$949.1M$831.1M
Other cost of revenue$179.3M$157.7M$146.5M
Total cost of revenue$1.2B$1.1B$977.6M
Technology and development$37.8M$31.3M$21.4M
General and administrative$76.6M$63.7M$60.2M
New pet acquisition expense$85.4M$71.4M$77.4M
Goodwill, Impairment Loss$1.1M$5.3M$0
Depreciation and amortization$15.8M$16.5M$12.5M
Total operating expenses$216.9M$188.1M$171.5M
Loss from investment in joint venture-$305.0K-$182.0K-$219.0K
Operating income (loss)$13.8M-$9.5M-$40.7M
Interest expense$13.8M$14.5M$12.1M
Other (income), net-$21.9M-$14.4M-$7.7M
Income (loss) before income taxes$22.0M-$9.6M-$45.0M
Income tax expense (benefit)$2.6M-$5.0K-$342.0K
Net income (loss)$19.4M-$9.6M-$44.7M
Earnings Per Share, Basic$0.45-$0.23-$1.08
Earnings Per Share, Diluted$0.45-$0.23-$1.08
Weighted Average Number of Shares Outstanding, Basic43.0M shares42.2M shares41.4M shares
Weighted Average Number of Shares Outstanding, Diluted43.6M shares42.2M shares41.4M shares

Compare Trupanion with another company

Corporate structure

Trupanion sits at the top of its group. 23 entities, 9 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Trupanion

  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Trupanion, latest Mar 27, 2026 (4 filings since Feb 10, 2022)
  • Tarmac DLTFM Ltd Filed SCHEDULE 13G/A on Trupanion, latest Feb 25, 2026 (3 filings since Sep 21, 2023)
  • Felix Holdings B.V. Filed SCHEDULE 13G on Trupanion, latest Feb 24, 2026
  • Wellington Management Company Filed SCHEDULE 13G/A on Trupanion, latest Aug 12, 2025 (6 filings since Feb 4, 2022)
  • FLOSSBACH VON STORCH SE Filed SCHEDULE 13G on Trupanion, latest Feb 4, 2025 (3 filings since Feb 10, 2023)
  • BlackRock Filed SC 13G/A on Trupanion, latest Nov 8, 2024 (6 filings since Jan 26, 2022)
  • Ole Nielsen Filed SC 13G/A on Trupanion, latest Apr 5, 2024 (2 filings since Nov 24, 2023)
  • Capital World Investors Filed SC 13G/A on Trupanion, latest Feb 9, 2024 (3 filings since Feb 11, 2022)
  • Nine Ten Capital Management LLC Filed SC 13G/A on Trupanion, latest Jun 8, 2023 (2 filings since Feb 10, 2023)
  • Trupanion Seattle, Washington, United States
    • 6100 Building, LLC Subsidiary · United States
    • American Pet Insurance Company Subsidiary · United States
    • Aquarium Software Limited Subsidiary · United Kingdom
    • Blitz 22-452 AG Subsidiary · Germany
    • Canada Pet Health Insurance Services, Inc. Subsidiary · Canada
    • GPIC Insurance Company Subsidiary · Canada
    • Landspath Pet Food, Inc. Subsidiary · United States
    • Landspath, Compound Pharmacy, Inc. Subsidiary · United States
    • Landspath, Inc. Subsidiary · United States
    • PetExpert Belgium B.V. Subsidiary · Belgium
    • PetExpert Europe s.r.o. Subsidiary · Czechia
    • PetExpert Insurance Services s.r.o. Subsidiary · Czechia
    • PetExpert SK s.r.o. Subsidiary · Slovakia
    • Royal Blue s.r.o. Subsidiary · Czechia
    • Smart Paws GmbH Subsidiary · Germany
    • Sweden Pet Health Services AB Subsidiary · Sweden
    • Trupanion Administration Canada, Inc. Subsidiary · Canada
    • Trupanion Alberta Holding Company, ULC Subsidiary · Canada
    • Trupanion Canadian Shareholders Ltd. Subsidiary · Canada
    • Trupanion Managers USA, Inc. Subsidiary · United States
    • Wyndham Insurance Company (SAC), Ltd. Subsidiary · Bermuda
    • ZPIC Insurance Company Subsidiary · United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Trupanion reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Construction in progress$9.8M8 Dec 31, 2025$16.1M8 Dec 31, 2024−39.2%
Property and equipment, before depreciation$163.8M8 Dec 31, 2025$151.8M8 Dec 31, 2024+7.9%
Accumulated depreciation$58.9M8 Dec 31, 2025$49.6M8 Dec 31, 2024+18.7%
Property and equipment, net$104.8M8 Dec 31, 2025$102.2M8 Dec 31, 2024+2.6%
Operating-lease assets (leased space)$14.7M8 Dec 31, 2025$362.0K8 Dec 31, 2024+3957.5%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$138.0M8 Dec 31, 2025$160.3M8 Dec 31, 2024−13.9%
Marketable securities, current$232.7M8 Dec 31, 2025$147.1M8 Dec 31, 2024+58.2%
Marketable securities, non-current$983.0K8 Dec 31, 2025$373.0K8 Dec 31, 2024+163.5%
Debt securities available for sale$152.0M8 Dec 31, 2025$105.9M12 Dec 31, 2024+43.5%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$39.4M8 Dec 31, 2025$37.0M8 Dec 31, 2024+6.5%
Intangible assets, net (excluding goodwill)$24.1M8 Dec 31, 2025$13.2M8 Dec 31, 2024+82.9%
Accumulated amortization$26.2M8 Dec 31, 2025$20.4M8 Dec 31, 2024+28.0%
Patents, net$17.5M8 Dec 31, 2025$2.6M8 Dec 31, 2024+583.1%
Customer relationships, net$8.9M8 Dec 31, 2025$8.2M8 Dec 31, 2024+8.5%

Properties, in its own words

Our principal executive offices are located at 6100 4th Avenue South, Seattle, Washington. We purchased the building in August 2018 and occupy 99,828 square feet.

Item 2 of the 10-K filed Feb 13, 2026.17

The story

Originally known as Vetinsurance, Trupanion was founded in Canada by current chairman Darryl Rawlings in 1999.

Trupanion raised $22 million in 2007 from investors including Maveron, RenaissanceRe, and a large private equity group. Subsequently, a Series B round was completed in 2008, followed by a $9 million Series C round of financing led by the Highland Consumer Fund in 2011.

In 2014, Trupanion went public, raising $71 million during its initial public offering (IPO). The company continued its growth trajectory, culminating in October 2020 with the completion of a Private Investment in Public Equity (PIPE) funding round amounting to $200 million. By the end of the 2020 fiscal year, Trupanion reported revenue of $502 million.

From Wikipedia’s article on Trupanion, shared under CC BY-SA 4.0.6

Leadership

Who has led Trupanion, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (39)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • 6100 Building, LLC United States, Washington7
  • American Pet Insurance Company United States, New York7
  • Aquarium Software Limited United Kingdom7
  • Blitz 22-452 AG Germany7
  • Canada Pet Health Insurance Services, Inc. Canada, Ontario7
  • GPIC Insurance Company Canada, Ontario7
  • Landspath Pet Food, Inc. United States, Delaware7
  • Landspath, Compound Pharmacy, Inc. United States, Delaware7
  • Landspath, Inc. United States, Washington7
  • PetExpert Belgium B.V. Belgium7
  • PetExpert Europe s.r.o. Czech Republic7
  • PetExpert Insurance Services s.r.o. Czech Republic7
  • PetExpert SK s.r.o. Slovakia7
  • Royal Blue s.r.o. Czech Republic7
  • Smart Paws GmbH Germany7
  • Sweden Pet Health Services AB Sweden7
  • Trupanion Administration Canada, Inc. Canada, Ontario7
  • Trupanion Alberta Holding Company, ULC Canada, Alberta7
  • Trupanion Canadian Shareholders Ltd. Canada, Alberta7
  • Trupanion Managers USA, Inc. United States, Arizona7
  • Wyndham Insurance Company (SAC), Ltd. Bermuda7
  • ZPIC Insurance Company United States, Missouri7

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • TRUPANION INC.Mar 3, 2014 to May 2, 20185
  • VETINSURANCE INTERNATIONAL INCJul 24, 2006 to Nov 9, 20115

Timeline

  1. Aug 5, 20268-K Results of operations; Other events66
  2. Jun 15, 20268-K Shareholder vote67
  3. Apr 30, 20268-K Results of operations68
  4. Apr 27, 20268-K Executive or director change; Regulation FD disclosure69
  5. Feb 12, 20268-K Results of operations70
  6. Nov 6, 20258-K Entered a material agreement; Ended a material agreement; Results of operations71
  7. Oct 30, 20258-K Executive or director change72
  8. Aug 7, 20258-K Results of operations73
  9. Jun 17, 20258-K Shareholder vote74
  10. May 15, 20258-K Other events75
  11. May 1, 20258-K Results of operations76
  12. Feb 19, 20258-K Results of operations77
  13. Aug 20, 2024New chief executive Margaret Tooth becomes CEO18
  14. Jul 17, 2014New chief executive Darryl Rawlings becomes CEO19
  15. Jan 1, 1999Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.13 a share, on Nov 6, 2025.78

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results66
  2. Apr 30, 2026Reported quarterly or annual results68
  3. Feb 12, 2026Reported quarterly or annual results70
  4. Nov 6, 2025Reported quarterly or annual results71
  5. Aug 7, 2025Reported quarterly or annual results73
  6. May 1, 2025Reported quarterly or annual results76
  7. Feb 19, 2025Reported quarterly or annual results77
  8. Oct 30, 2024Reported quarterly or annual results79

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

775 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 40 major events, 604 insider forms, 30 large holders, 81 other. The latest 20:

  1. Oct 13, 20264 EDGAR
  2. Oct 9, 2026144 EDGAR
  3. Sep 30, 20264 EDGAR
  4. Sep 28, 2026144 EDGAR
  5. Sep 15, 20264 EDGAR
  6. Sep 11, 2026144 EDGAR
  7. Sep 1, 20264 EDGAR
  8. Aug 28, 2026144 EDGAR
  9. Aug 26, 2026144 EDGAR
  10. Aug 26, 20264 EDGAR
  11. Aug 26, 20264 EDGAR
  12. Aug 26, 20264 EDGAR
  13. Aug 26, 20264 EDGAR
  14. Aug 26, 20264 EDGAR
  15. Aug 26, 20264 EDGAR
  16. Aug 26, 20264 EDGAR
  17. Aug 26, 20264 EDGAR
  18. Aug 26, 20264 EDGAR
  19. Aug 26, 20264 EDGAR
  20. Aug 13, 20264 EDGAR

The 775 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

162 open-market trades by officers, directors and large owners since October 2021: 4 buys and 158 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 28, 2026GALLAGHER JOHN RChief Operating OfficerSale431$22.92$9.9KForm 4
Sep 11, 2026Tooth MargaretCEOSale1,000$25.00$25.0KForm 4
Aug 28, 2026GALLAGHER JOHN RChief Operating OfficerSale3,604$29.70$107.0KForm 4
Aug 26, 2026Qureshi FawwadChief Financial OfficerSale6,111$30.01$183.4KForm 4
Aug 25, 2026Tooth MargaretCEOSale491$31.84$15.6KForm 4
Aug 11, 2026Tooth MargaretCEOSale978$29.05$28.4KForm 4
Jul 28, 2026GALLAGHER JOHN RChief Operating OfficerSale431$25.08$10.8KForm 4
Jun 29, 2026GALLAGHER JOHN RChief Operating OfficerSale431$25.35$10.9KForm 4
Jun 5, 2026WEINRAUCH STEVEEVP, North Am & Vet StrategySale6,674$22.00$146.8KForm 4
May 28, 2026GALLAGHER JOHN RChief Operating OfficerSale3,603$21.69$78.1KForm 4
May 27, 2026Qureshi FawwadChief Financial OfficerSale6,177$22.18$137.0KForm 4
May 25, 2026Tooth MargaretCEOSale491$21.86$10.7KForm 4
Apr 28, 2026GALLAGHER JOHN RChief Operating OfficerSale431$27.47$11.8KForm 4
Mar 30, 2026GALLAGHER JOHN RChief Operating OfficerSale430$25.47$11.0KForm 4
Mar 4, 2026DREYER EMILYChief Revenue OfficerSale7,792$28.15$219.3KForm 4
Feb 27, 2026Qureshi FawwadChief Financial OfficerSale2,837$26.46$75.1KForm 4
Feb 27, 2026GALLAGHER JOHN RChief Operating OfficerSale5,283$26.52$140.1KForm 4
Feb 25, 2026Qureshi FawwadChief Financial OfficerSale4,645$25.61$119.0KForm 4
Feb 25, 2026WEINRAUCH STEVEEVP, North Am & Vet StrategySale85$26.70$2.3KForm 4
Jan 28, 2026GALLAGHER JOHN RChief Operating OfficerSale430$31.67$13.6KForm 4

All 162 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Margi ToothChief Executive Officer, President47$641.7K$4.1M89
2025Fawwad QureshiChief Financial Officer52$436.7K$3.1M89
2025John GallagherChief Operating Officer39$375.0K$2.1M89
2025Dr. Steve WeinrauchChief Product & Veterinary Officer51$327.5K$1.8M89
2025Emily DreyerChief Revenue Officer$317.5K$1.6M89
2024Margi ToothChief Executive Officer, President47$462.5K$4.4M89
2024John GallagherChief Operating Officer39$324.4K$1.6M89
2024Fawwad QureshiChief Financial Officer52$366.7K$976.2K89
2024Dr. Steve WeinrauchChief Product & Veterinary Officer51$300.0K$856.9K89
2023Fawwad QureshiChief Financial Officer52$81.2K$1.5M89
2023Margi ToothChief Executive Officer, President47$358.3K$964.6K89
2023Dr. Steve WeinrauchChief Product & Veterinary Officer51$300.0K$599.6K89
2023John GallagherChief Operating Officer39$287.5K$588.8K89

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.5,441,008$134.8M0.0%−2,112
Capital World Investors3,840,269$95.1M0.0%+58,630
Aflac Inc3,636,364$90.1M97.2%No change
Vanguard Portfolio Management LLC1,801,498$44.6M0.0%+38,921
Polar Capital Holdings Plc1,750,000$43.3M0.1%+125,000
Vanguard Capital Management LLC1,486,377$36.8M0.0%+33,221
State Street Corp1,365,662$33.8M0.0%+48,219
Fmr LLC1,040,565$25.8M0.0%−314,001
Morgan Stanley901,215$22.3M0.0%+203,343
Geode Capital Management, LLC875,839$21.7M0.0%−2,231
Greenlea Lane Capital Management, LLC776,490$19.2M5.3%No change
Bank Of America Corp /de/575,764$14.3M0.0%−14,975
Marshall Wace, Llp561,333$13.9M0.0%−132,822
Kopion Asset Management, LLC522,999$13.0M8.2%+123,308
Goldman Sachs Group Inc491,871$12.2M0.0%+133,393
Qube Research & Technologies Ltd406,217$10.1M0.0%+59,911
Clearbridge Investments, LLC395,906$9.8M0.0%−45,566
Dimensional Fund Advisors LP380,610$9.4M0.0%−321,476
Northern Trust Corp372,420$9.2M0.0%+15,772
Tudor Investment Corp Et Al356,697$8.8M0.0%+41,470
Charles Schwab Investment Management Inc327,005$8.1M0.0%+8,854
Hosking Partners LLP299,096$7.4M0.2%−3,910
Jpmorgan Chase & Co285,654$7.3M0.0%+180,983
Renaissancere Holdings Ltd263,000$6.5M1.5%No change
Vanguard Fiduciary Trust Co242,720$6.0M0.0%+3,312

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

8 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Dec 10, 2021Bradley Scott SchneiderDemocratic, HouseExchange$50,001 - $100,000Report
Dec 10, 2021Bradley Scott SchneiderDemocratic, HousePartial sale$50,001 - $100,000+144.7%Report
Dec 7, 2021Bradley Scott SchneiderDemocratic, HouseSale$15,001 - $50,000+146.9%Report
Jul 16, 2021Marie Newman, HouseSale$1,001 - $15,000+152.5%Report
Feb 8, 2021Bradley Scott SchneiderDemocratic, HousePartial sale$50,001 - $100,000+175.2%Report
Dec 17, 2020Bradley Scott SchneiderDemocratic, HousePartial sale$100,001 - $250,000+183.2%Report
Dec 17, 2020Bradley Scott SchneiderDemocratic, HousePartial sale$100,001 - $250,000+183.2%Report
Aug 12, 2020Bradley Scott SchneiderDemocratic, HousePartial sale$250,001 - $500,000+182.5%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How Trupanion is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARTRUPANION, INC.2
  • CIK0001371285
  • Employer ID (EIN)83-048069417
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company17
  • Incorporated inDelaware17
  • Fiscal year endsDecember 312
  • Industry code (SIC)6324 Hospital & Medical Service Plans2
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance2
  • Business address6100 4Th Avenue South, Suite 400, Seattle, WA 981082
  • Phone888-733-26852
  • Shares outstanding43,872,611 as of Jul 29, 202615
  • Public float$1.3B as of Jun 30, 202517
  • AuditorErnst & Young LLP, Seattle, Washington PCAOB ID 42; it also attests to the company’s internal control over financial reporting17
  • On EDGAR sinceJul 24, 20062
  • Filings1,605 in all: 4 (1,132), 8-K (104), 144 (60), SC 13G/A (55), 3 (47), 10-Q (37), 4/A (26), SC 13G (19)2
    All 39 form types

    5 (16), DEFA14A (15), 10-K (12), DEF 14A (12), UPLOAD (9), CORRESP (7), SCHEDULE 13G/A (5), ARS (4), FWP (4), S-3ASR (4), S-8 (4), 3/A (3), D (3), REGDEX (3), SCHEDULE 13G (3), 8-A12B (2), CT ORDER (2), DRS/A (2), DRSLTR (2), PRE 14A (2), 144/A (1), 25 (1), 424B2 (1), 424B4 (1), 424B5 (1), CERTNAS (1), CERTNYS (1), DRS (1), EFFECT (1), S-1 (1), S-1/A (1)

  • Latest filingsAnnual report (10-K) Feb 13, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 27, 2026
    Latest 8-K (8-K) Aug 5, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.00001 par value per shareTRUPThe NASDAQ Stock Market LLC

From the cover page of the 10-K filed Feb 13, 2026 (Section 12(b) of the Exchange Act).17

Risk factors and legal proceedings

The risks Trupanion names in Item 1A of its 10-K filed Feb 13, 2026: 55 risks under these headings, as written.17

  • Risks Related to Our Business and Industry
  • We have incurred significant cumulative net losses since our inception and may not be able to achieve or maintain profitability in the future.
  • We may not maintain our current rate of revenue growth.
  • We base our decisions regarding new pet acquisition expenditures primarily on the projected internal rate of return on marketing spend. Our estimates and assumptions may not accurately reflect our future results - we may over, or underspend on new pet acquisition, and we may not be able to recover our pet acquisition costs or generate profits from these investments.
  • The prices of our subscriptions are based on assumptions and estimates. If our actual experience differs from the assumptions and estimates used in pricing our subscriptions or if we are unable to obtain any necessary regulatory approval for our pricing, our revenue and financial condition could be adversely affected.
  • If we are unable to grow our member base and maintain high member retention rates, our growth prospects and revenue will be adversely affected.
  • We rely significantly on Territory Partners, veterinarians and other third parties, including strategic partners, to generate leads.
  • Territory Partners are independent contractors and, as such, may pose additional risks to our business.
  • Our use of capital may be constrained by minimum capital requirements or contractual obligations.
  • We operate in a competitive market which could adversely affect our prospects, operating results and financial condition.
  • Our actual veterinary invoice expense may exceed our current reserve established for veterinary invoices and may adversely affect our operating results and financial condition.
  • As more veterinary hospitals install and use our patented proprietary software, the number of veterinary invoices we receive, and our associated expenses, are likely to increase.
The other 44 risks
  • Our business depends on our ability to maintain and scale the infrastructure necessary to operate our technology platform and could be adversely affected by a system failure, security breach, loss of data or cyberattack.
  • Our business increasingly depends on online technologies and platforms, including Internet affiliate sites, partner channels, generative AI, and social media, to attract potential new members to visit our websites. As our dependency on these online technologies and platforms increases and if the methods for members to obtain information about us are modified, our new member growth could decline, and our business and operating results could be harmed.
  • Our success depends in part on our ability to review, process, and pay veterinary invoices timely and accurately.
  • We may not identify fraudulent or improperly inflated veterinary invoices.
  • If we are unable to maintain and enhance our brand recognition and reputation, our business and operating results will be harmed.
  • We have in the past, and may in the future identify material weaknesses in our internal controls which, if not remediated appropriately or timely, could result in an inability to effectively and timely complete our financial statements, which may result in a loss of investor confidence and an adverse impact to our stock price.
  • If we fail to effectively manage our growth, our business, operating results and financial condition may suffer.
  • Emerging claim and coverage issues may adversely affect our business.
  • Our operating results may vary, which could make period-to-period comparisons less meaningful, and make our future results difficult to predict.
  • Changes in the economy may affect consumer spending on our subscription and this may negatively impact our business, operating results and financial condition.
  • We depend on key personnel to operate our business and, if we are unable to retain, attract and integrate qualified personnel, our ability to develop and successfully grow our business could be harmed.
  • We may continue to create, invest in or acquire businesses, products and technologies, which could divert our management’s attention, result in additional dilution to our stockholders, otherwise disrupt our operations or harm our operating results.
  • We may not realize the benefits of our current and planned strategic relationships.
  • Our business and financial condition is subject to risks related to our writing of policies for unaffiliated third parties, including Pets Best.
  • If the transition of our underwriting activity in Canada to our underwriting subsidiary GPIC from Accelerant, a third-party underwriter, is delayed or unsuccessful, our business, operating results and financial condition may be harmed.
  • We have international operations and are subject to a number of risks associated with international expansion and operations.
  • Changes in foreign exchange rates may adversely affect our revenue and operating results.
  • Owning multiple insurance subsidiaries may harm our results of operations.
  • We may require additional capital to meet our risk-based capital requirements, pursue our business objectives and respond to business opportunities, challenges or unforeseen circumstances. If capital is not available to us at any time, our business, operating results and financial condition may be harmed.
  • If our security measures are breached and unauthorized access is obtained to our data, including our members’ data, we may lose our competitive advantage, our systems may be perceived as not being secure, we may incur third-party liability, and/or be subject to regulatory action.
  • We are subject to a number of risks related to accepting automatic fund transfers and credit card and debit card payments.
  • We may face unexpected costs as a result of owning our own headquarters office building.
  • Failure to adequately protect our intellectual property could substantially harm our business and operating results.
  • Assertions by third parties of infringement or other violation by us of their intellectual property rights could result in significant costs and substantially harm our business and operating results.
  • The outcome of litigation or regulatory proceedings could subject us to significant monetary damages, restrict our ability to conduct our business, harm our reputation and otherwise negatively impact our business.
  • Our substantial indebtedness could adversely affect our financial condition and prevent us from fulfilling our obligations.
  • Covenants in our PNC Facility may restrict our operations, and if we do not effectively manage our business to comply with these covenants, our financial condition could be adversely affected.
  • We may have additional tax liabilities.
  • Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
  • Risks Related to Compliance with Laws and Regulations
  • Our business is heavily regulated, and if we fail to comply with the numerous applicable laws and regulations our business and operating results could be harmed.
  • New laws may be adopted that may adversely affect our operating results and financial condition.
  • Failure to comply with federal, state and provincial laws and regulations relating to privacy and security of personal information, and civil liabilities relating to breaches of privacy and security of personal information, could create liabilities for us, damage our reputation and harm our business.
  • Law and regulations of the Internet, email and texting could adversely affect our business.
  • Regulations that require individuals or entities that sell insurance or process claims to be licensed may be interpreted to apply to our business more broadly than we expect them to, which could require us to modify our business practices, create liabilities, damage our reputation, and harm our business.
  • We are subject to numerous laws and regulations in multiple jurisdictions, and ongoing compliance may be challenging for us.
  • We may be affected by mandatory participation in plans that could result in contributions from insurance subsidiaries we own.
  • Our segregated accounts in Bermuda with Wyndham Insurance Company (SAC) Limited, could be adversely impacted by regulatory compliance of an unaffiliated third party.
  • Our accounting is complex and relies upon estimates or judgments relating to our critical accounting policies. If our accounting is erroneous or based on assumptions that change or prove to be incorrect, our operating results could fall below the expectations of securities analysts and investors, resulting in a decline in our stock price.
  • Risks Related to Ownership of Our Common Stock
  • Our actual operating results may differ significantly from our guidance.
  • Future securities issuances could result in significant dilution to our stockholders and impair the market price of our common stock.
  • The market price of our common stock has been and is likely to continue to be volatile, and you may be unable to sell your shares at or above the price at which you purchased them.
  • We do not intend to pay dividends on our common stock and, therefore, any returns will be limited to the value of our stock.
  • Concentrated ownership of our common stock could limit your ability to influence the outcome of matters subject to stockholder approval. This concentration may also create a risk of sudden changes in our common stock price.
  • Provisions in our restated certificate of incorporation, restated bylaws and Delaware law might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the market price of our common stock.

Legal proceedings

Information with respect to this item may be found in Note 8 of Item 8, “Financial Statements and Supplementary Data”, under the caption, “Legal Proceedings” which information is incorporated herein by reference.

The opening of Item 3, Legal Proceedings.17

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