Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Houk Thomas J
2. Date of Event Requiring Statement (Month/Day/Year)
02/01/2019
3. Issuer Name and Ticker or Trading Symbol
TRUPANION, INC. [TRUP]
(Last)
(First)
(Middle)
6100 4TH AVENUE, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Member Exper. Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SEATTLE, WA 98108
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 15,500
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (1) 11/07/2023 Common Stock 5,000 $ 4.8 D  
Stock Option (right to buy)   (2) 09/26/2024 Common Stock 35,000 $ 8.74 D  
Stock Option (right to buy)   (3) 07/24/2025 Common Stock 9,156 $ 7.78 D  
Stock Option (right to buy)   (4) 07/22/2026 Common Stock 7,650 $ 15.46 D  
Stock Option (right to buy)   (5) 05/04/2027 Common Stock 23,448 $ 17.97 D  
Restricted Stock Unit (RSU)   (6) 02/25/2022 Common Stock 19,512 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Houk Thomas J
6100 4TH AVENUE
SUITE 200
SEATTLE, WA 98108
      Chief Member Exper. Officer  

Signatures

/s/ Charlotte Sim-Warner as attorney-in-fact for Thomas J. Houk 02/11/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The option vested as to 25% of the total shares on November 8, 2014, and then 2.0833% of the total shares vested monthly thereafter, with 100% of the total shares vested and exercisable on November 8, 2017.
(2) The option vested as to 25% of the total shares on August 1, 2015, and then 2.0833% of the total shares vested monthly thereafter, with 100% of the total shares vested and exercisable on August 1, 2018.
(3) The option vests as to 25% of the total shares on July 24, 2016, and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested and exercisable on July 24, 2019, subject to the reporting person's provision of service to the issuer on each vesting date.
(4) The option vests as to 25% of the total shares on July 22, 2017, and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested and exercisable on July 22, 2020, subject to the reporting person's provision of service to the issuer on each vesting date.
(5) The option vests as to 25% of the total shares on May 4, 2018, and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested and exercisable on May 4, 2021, subject to the reporting person's provision of service to the issuer on each vesting date.
(6) 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.
 
Remarks:
The issuer appointed the reporting person as a Section 16 Officer effective on February 1, 2019.

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