TriNet CFO withholds 1,166 shares for taxes

Rhea-AI Filing Summary

TRINET GROUP, INC. (TNET) reported an insider equity transaction by EVP and Chief Financial Officer Mala Murthy. On 2026-08-15, 1,166 shares of common stock were withheld at $68.75 per share to satisfy tax withholding obligations from the vesting of a restricted stock unit award granted on March 20, 2026. Following this tax-withholding disposition, Murthy beneficially owns 120,456 shares, which include unvested restricted stock units but exclude unvested performance-based restricted stock units that will be reported when earned upon achievement of specified performance criteria.

Insider Trade Summary

Tax Withholding: 1,166 shares

Tax Withholding 1 txn

Insider Murthy Mala

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	1,166	$68.75	$80K

Holdings After Transaction: Common Stock — 120,456 shares (Direct)

Footnotes (2)

1. F1. Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock unit award granted on March 20, 2026.
2. F2. The total securities beneficially owned includes shares of unvested restricted stock units. It excludes unvested performance-based restricted stock units which will be reported when earned upon achievement of certain performance criteria.

Key Figures

Shares withheld for taxes: 1,166 shares Transaction price per share: $68.75 per share Shares beneficially owned after transaction: 120,456 shares

3 metrics

Shares withheld for taxes 1,166 shares Shares withheld to satisfy tax withholding obligation upon RSU vesting on 2026-08-15

Transaction price per share $68.75 per share Reference price for tax-withholding disposition of 1,166 common shares

Shares beneficially owned after transaction 120,456 shares Total TriNet common shares beneficially owned by Mala Murthy after the reported transaction

Key Terms

restricted stock unit, performance-based restricted stock units, beneficially owned

3 terms

restricted stock unit financial

"arising as a result of the vesting of a portion of the restricted stock unit award"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

performance-based restricted stock units financial

"It excludes unvested performance-based restricted stock units which will be reported when earned"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

beneficially owned financial

"The total securities beneficially owned includes shares of unvested restricted stock units"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did TNET CFO Mala Murthy report on this Form 4?

Mala Murthy reported a withholding of 1,166 TriNet (TNET) shares to cover tax obligations from RSU vesting. The transaction used a reference price of $68.75 per share and did not reflect an open-market sale or purchase.

Was the TNET Form 4 transaction an open-market sale of shares?

No. The Form 4 shows a code F transaction, representing payment of tax liability by delivering or withholding securities. The 1,166 shares were withheld for taxes related to vesting RSUs, not sold in the open market.

How many TNET shares does CFO Mala Murthy own after this transaction?

After the tax-withholding disposition, Mala Murthy beneficially owns 120,456 TriNet (TNET) shares. This total includes unvested restricted stock units and excludes unvested performance-based RSUs, which will be reported only if and when earned.

What price per share was used for the TNET tax-withholding transaction?

The Form 4 reports a transaction price of $68.75 per share for the 1,166 TriNet (TNET) shares withheld. This price is used solely for reporting the value of shares applied to satisfy the tax withholding obligation on vested RSUs.

What triggered the withholding of 1,166 TNET shares in this Form 4?

The withholding of 1,166 TriNet (TNET) shares was triggered by the vesting of a portion of a restricted stock unit award that was granted on March 20, 2026. Shares were withheld to satisfy the resulting tax withholding obligation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/18/2026 - 06:33 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Murthy Mala

(Last) (First) (Middle)

TRINET GROUP, INC.

ONE PARK PLACE, SUITE 600

(Street)

DUBLIN CALIFORNIA 94568

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TRINET GROUP, INC. [ TNET ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/15/2026		F		1,166(1)	D	$68.75	120,456(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock unit award granted on March 20, 2026.

2. The total securities beneficially owned includes shares of unvested restricted stock units. It excludes unvested performance-based restricted stock units which will be reported when earned upon achievement of certain performance criteria.

Remarks:

	/s/ Sheryl Southwick, Attorney-in-fact	08/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)