John Gallagher
TRUPANIONAbout John Gallagher
John Gallagher is Trupanion’s Chief Operating Officer (COO), appointed September 4, 2024; age 38; B.B.A. in Finance from California State University–Fullerton, with a decade-long progression across operations and customer functions at TRUP (sales activations, contact center leadership, GM, interim Global Support Services) before his COO promotion . Company performance in 2024 improved meaningfully: total revenue +16% to $1,285.7M; subscription revenue +20% to $856.5M; net loss narrowed to $(9.6)M; operating cash flow $48.3M and free cash flow $38.6M, and the company estimated intrinsic value increased by ~$879M to $2.01B, all of which drove above-target short-term incentive outcomes in 2H24 (106%) on LVP and IRR metrics . Executive pay programs emphasize adjusted operating income, lifetime value per pet, IRR, and intrinsic value growth; say‑on‑pay support was ~96.4% in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Trupanion | COO | Sep 2024–present | Oversees operations; promotion accompanied by higher incentive targets; focus on claims experience, enrollment growth, operational efficiency and compliance . |
| Trupanion | Interim Head, Global Support Services | Jan 2023–Jan 2024 | Stabilized global support; focus on service operations . |
| Trupanion | General Manager | Jan 2022–Jan 2023 | Commercial and operational leadership . |
| Trupanion | VP, Contact Center | Jan 2021–Jan 2022 | Scaled customer operations and retention . |
| Trupanion | Head, Contact Center | Mar 2020–Jan 2021 | Led contact center transformation . |
| Trupanion | Director, Phone Sales & Retention | Jun 2019–Mar 2020 | Improved sales activations and retention . |
| Trupanion | Manager, Sales Activations | Jun 2016–Jun 2019 | Built activation capabilities . |
External Roles
No public company board service or external directorships disclosed for John Gallagher .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (USD) | $300,000 | $375,000 (effective Sep 4, 2024) |
Short‑term incentive target opportunities (2024 transition from legacy plan to MIP):
| Period | Jan–Apr 2024 | May–Jun 2024 | Jul–Aug 2024 | Sep–Dec 2024 |
|---|---|---|---|---|
| Target Bonus (% of Salary) | 40% | 50% | 50% | 75% |
| Target Opportunity ($) | $40,000 | $25,000 | $25,000 | $93,281 |
Performance Compensation
Performance framework and 2024 outcomes:
- Short-term incentive legacy metrics: Subscription AOI, Gross New Pets <3, Cancellations; MIP metrics: AOI (company-wide), LVP, IRR; weightings not disclosed .
- 2H24 MIP payout was 106% of target, driven by LVP achievement 200%, IRR 92%, partially offset by AOI at 65% .
Performance metrics table (company-wide 2H24 MIP):
| Metric | Weighting | Target | Actual | Payout Impact | Vesting/Payment |
|---|---|---|---|---|---|
| Adjusted Operating Income (AOI) | Not disclosed | Not disclosed | 65% achievement | Below target | Paid in cash or RSUs per election; RSUs at 20% premium, 2-year lock-up . |
| Lifetime Value per Pet (LVP) | Not disclosed | Not disclosed | 200% achievement | Drives above-target payout | Same as above . |
| Internal Rate of Return (IRR) | Not disclosed | Not disclosed | 92% achievement | Near target | Same as above . |
Earned short‑term incentives for John Gallagher (2024):
| Period | Target ($) | Earned (% of Target) | Earned ($) | Delivered Cash ($) | Delivered RSUs ($) |
|---|---|---|---|---|---|
| Jan–Jun 2024 (Legacy) | $65,000 | 29% | $18,941 | $9,067 | $9,874 |
| Jul–Dec 2024 (MIP) | $118,281 | 106% | $124,760 | $124,760 | $0 |
Long‑term incentives:
- Annual performance RSUs granted for 2024 performance (Feb 2025): 26,619 RSUs to Gallagher; grant-date fair value $1,296,079; vests over two years quarterly (continued service) .
- Promotion RSUs (Nov 2024): 13,838 RSUs; vest 1/4 at ~one-year anniversary then 1/16 quarterly .
Equity Ownership & Alignment
Beneficial ownership (as of April 16, 2025):
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| John Gallagher | 32,706 (25,549 held + 7,157 RSUs vesting within 60 days) | <1% (starred) |
Outstanding equity awards (as of Dec 31, 2024):
| Grant Date | Unvested RSUs (Shares) | Market Value ($) |
|---|---|---|
| Nov 12, 2024 | 13,838 | $666,992 |
| Feb 27, 2024 | 12,850 | $619,370 |
| Aug 14, 2023 | 4,966 | $239,361 |
| Aug 14, 2023 | 495 | $23,859 |
| May 15, 2023 | 288 | $13,882 |
| Feb 28, 2022 | 3,673 | $177,039 |
| Feb 22, 2021 | 816 | $39,331 |
| Feb 22, 2021 | 19 | $916 |
Key vesting schedules:
- Nov 12, 2024 grant: 1/4 vests Nov 22, 2025; 1/16 quarterly thereafter .
- Feb 27, 2024 grants: 1/8 vested May 22, 2024; 1/8 quarterly thereafter .
- Aug 14, 2023: 1/4 vested Aug 25, 2024; 1/16 quarterly thereafter .
- Earlier grants per table footnotes; all quarterly schedules per award .
Alignment policies:
- Stock ownership guidelines: COO is an “Other Executive Officer” subject to 3× base salary; compliance required within 5 years; as of Dec 31, 2024 all NEOs and directors in-role ≥5 years were in compliance .
- Hedging prohibited; pledging discouraged and requires pre‑approval; management updates board on outstanding pledges .
- Clawback policy to recoup incentive comp upon restatements or misconduct; no clawbacks invoked in 2024 .
Employment Terms
| Scenario (as of Dec 31, 2024) | Severance Cash | Equity Acceleration | Benefits | Total |
|---|---|---|---|---|
| Termination Without Cause | $273,509 | — | $1,017 | $274,526 |
| Change-in-Control + Termination Without Cause (double trigger) | $331,201 | $1,780,749 | — | $2,111,950 |
Program features:
- Company-wide Severance Plan: tenure-based cash severance (min 2 weeks plus 2 weeks per year, capped at 26 weeks), earned unpaid bonuses, and one month medical premium; double-trigger change‑in‑control provides six months salary, earned unpaid bonuses, and immediate vesting of all unvested equity if terminated within 3 months before or 12 months after a CoC; 280G “best net” cutback applies .
Investment Implications
- Pay-for-performance alignment strengthened: move from monthly legacy metrics to a simplified MIP tied to AOI, LVP, IRR yielded above-target outcomes (106%) amid strong 2H execution; LTI allocation keyed to intrinsic value growth and granted post-year in two-year RSUs promotes retention and value creation focus .
- Retention risk moderated by double-trigger CoC protection and meaningful unvested RSU value ($1.78M acceleration under CoC); near-term selling pressure is constrained by 2-year lock-ups on RSU conversions of cash bonuses and quarterly vest schedules .
- Ownership alignment is acceptable (beneficial <1%) with a 3× salary stock ownership guideline and strict anti‑hedging policy; pledging is limited and overseen, reducing financing-related misalignment risk .
- Execution track record shows mixed H1 (29% legacy payout) followed by strong H2 MIP realization; operational focus on claims, enrollment, and efficiency under his remit is consistent with key metrics that drive AOI/LVP/IRR and company cash generation .
- Governance and shareholder support are robust (2024 say‑on‑pay ~96.4%); clawback and disciplined award timing reduce headline risk; note late Form 4 filings disclosure for various officers including Gallagher, suggesting administrative controls should continue tightening .