Need help Live hand

[fraserbrown]

I played this hand over the weekend at a live $1/$2NL table and I feel that I didnt play it right.
Hero=~$200 Cutoff
Villain=~$75 Button
UTG=~$160

UTG limps, and I raise it up to $10 in the cutoff with 9c9d, both villain and UTG call. Flop is 9sAc4c, UTG bets $10, I raise to $40, villain moves all-in, UTG calls and I come over the top with my all-in, UTG fold. Turn is a blank and the river comes the 2c. Villain turns over Jc3c for a rivered flush and proceds to tell me I was behind the whole way. I just said good pay sir and got on with it, is there anything else I could have done better?