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Steve Weinrauch

Executive Vice President, Veterinary & Product at TRUPANIONTRUPANION
Executive

About Steve Weinrauch

Dr. Steve Weinrauch (BVMS, MRCVS) is Trupanion’s Executive Vice President, Veterinary & Product. He joined Trupanion in 2013 after nine years of full-time veterinary practice, became Chief Veterinary Officer in 2015, expanded to Chief Product Officer in 2016, and in early 2023 took on Executive Vice President responsibilities across North America; he is a USDA Accredited Veterinarian and P&C-licensed producer/adjuster, and has founded animal-care non-profits (2nd Chance Rescue, MightyVet.org) . Company performance context: in 2024 Trupanion delivered $1,286M revenue (+16%), subscription revenue of $856.5M (+20%), adjusted operating income (AOI) of $114.468M, free cash flow of $38.6M, and a cumulative TSR value of $131.12 for a $100 initial investment (company-selected measure AOI used in pay-versus-performance) .

Past Roles

OrganizationRoleYearsStrategic Impact
TrupanionDirector of Veterinary Direct Pay2013–2015 Built direct-pay capability to veterinarians, aligning product to clinical workflows
TrupanionChief Veterinary Officer2015–2016 Led veterinary strategy; strengthened clinical integration
TrupanionChief Product Officer2016–2022 Oversaw product design/development; enhanced lifetime value/retention drivers
TrupanionEVP, North America2023 Drove North America growth and execution
TrupanionEVP, Veterinary & Product2024–present Combined product stewardship with veterinary-channel leadership

External Roles

OrganizationRoleYearsStrategic Impact
2nd Chance Rescue (501(c)(3))Co-Founder & Medical DirectorNot disclosed Animal rescue leadership and clinical oversight
MightyVet.org (501(c)(3))FounderNot disclosed Veterinary professional support/education
National Veterinary AssociatesDirector of De Novo DevelopmentNot disclosed Growth of new veterinary sites and operations
Large Washington HospitalPartner Veterinarian & Chief of StaffNot disclosed Clinical leadership and practice management

Fixed Compensation

Metric2023
Base Salary ($)$300,000
Target Bonus (% of Salary)40%
Target Bonus ($)$120,000
Actual Bonus Earned ($)$95,276
Bonus Form (Cash/RSUs)$0 cash; RSUs valued $79,864 with 20% premium, fully vested at grant, subject to 2-year lock-up

Performance Compensation

ComponentMetricWeightingTargetActual/PayoutVesting/Delivery
Short-Term Incentive (2023)Corporate monthly goals: Gross New Pets <3 yrs; Cancellations; Subscription AOI; plus individual goals tied to vet growth/product50% corporate / 50% individual $120,000 $95,276 (≈79% of target) RSUs in lieu of cash at 20% premium; fully vested at grant; 2-year lock-up
Long-Term Incentive (2023 performance)RSUsN/A23,031 RSUsGrant-date fair value $662,326 Two tranches: 16,229 RSUs granted Feb 2024 vest quarterly over 2 years; 5,655 RSUs granted Aug 2023 vest over 4 years

Individual achievements assessed included oversight of North American veterinary growth, product design/development, growth initiatives, and regulatory/media support .

Equity Ownership & Alignment

  • RSU awards tied to 2023 performance: total 23,031 RSUs (16,229 granted Feb 2024, 5,655 granted Aug 2023) with two- and four-year vesting schedules that support retention and long-term alignment .
  • Company stock ownership guidelines: executives must hold equity equal to 3× base salary; directors 3× annual compensation; CEO 5× base salary; five-year compliance window; hedging prohibited and pledging discouraged with pre-approval oversight .
  • Section 16 compliance note: Steve Weinrauch filed one late Form 4 in June 2024 (grant/vest in May) and one late Form 4 in November 2024 (grant/vest in November), indicating equity transactions and potential administrative timing risk rather than systematic selling pressure .

Employment Terms

ScenarioCash SeveranceEquity AccelerationOther
Termination without Cause (no Change in Control)Salary for minimum 2 weeks + 2 weeks per completed year, up to 26 weeks; plus earned but unpaid bonuses No acceleration 1 month medical premium; separation agreement required
Termination without Cause within 3 months before or 12 months after Change in ControlSix months of salary (greater of current or at CoC), plus any unpaid earned bonuses Immediate vesting of all unvested equity awards 280G cutback to maximize net after-tax; separation agreement required

Additional policies: compensation clawback covering restatements, recalculation, or misconduct (applies to incentive compensation including stock price/TSR-based metrics) .

Performance & Track Record

Metric (Company)20232024
Total Revenue ($M)$1,108.6 $1,285.7
Adjusted Operating Income ($M)$83.545 $144.468 (company reconciliation table AOI)
Internal Rate of Return (new pets)36% 37% (illustrative single pet IRR)
Free Cash Flow ($M)$0.4 $38.6
Cumulative TSR (value of $100)$83.00 (2023) $131.12 (2024)

Compensation Committee & Governance Context

  • Say-on-pay approvals: 94.4% (2023); 96.4% (2024), indicating strong shareholder support for pay design .
  • Peer benchmarks used (2024/2025 examples): animal health and insurance comparators (e.g., IDEXX, Elanco; AEL; Safety Insurance; Skyward Specialty), supplemented by broader market surveys to calibrate competitiveness and dilution .
  • Executive pay mix emphasizes performance-based RSUs with two-year vesting for performance grants (closer to performance year) and four-year schedules for new hire/promotion/spot grants, aligning realized pay to value creation and retention .

Investment Implications

  • Alignment: Weinrauch’s incentives are tightly linked to core operating drivers (subscription AOI, lifetime value per pet, IRR) and equity vesting over 2–4 years, encouraging long-term product/veterinary-channel execution and disciplined pet acquisition economics .
  • Retention: Two- and four-year RSU schedules from 2023 performance (total 23,031 RSUs) create ongoing vesting through 2025–2027, lowering near-term flight risk while maintaining performance accountability .
  • Selling pressure: Late Form 4s reflect grant/vest timing rather than programmatic selling; hedging is prohibited and pledging is discouraged/controlled, reducing misalignment or leverage risk signals .
  • Change-in-control economics: Single-trigger equity acceleration tied to termination without cause within the CoC window plus six months salary could modestly increase deal-related payouts, but standardized severance suggests limited excess parachute exposure; clawbacks further mitigate risk .
  • Execution risk: Management’s 2024 transition to a unified MIP (AOI/LVP/IRR) simplifies incentives and removes individual components, increasing exposure to corporate outcomes—beneficial if product/vet initiatives sustain LVP/IRR while AOI scales; pay-versus-performance and high say-on-pay support indicate investor confidence in the framework .