TriNet Group (TNET) CEO reports 4,100 shares withheld for tax on RSU vesting

Rhea-AI Filing Summary

TriNet Group, Inc. reported an insider share withholding transaction by its President & CEO, who also serves as a Director. On 12/31/2025, 4,100 shares of common stock were withheld at a price of $59.44 per share to cover tax obligations from the vesting of a portion of a performance-based restricted stock unit award granted on March 15, 2024. Following this transaction, the insider beneficially owns 109,315 shares, which include unvested restricted stock units but exclude unvested performance-based restricted stock units that will be reported when earned based on performance criteria.

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

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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^*

Simonds Michael Q

(Last) (First) (Middle)

TRINET GROUP, INC.

ONE PARK PLACE, SUITE 600

(Street)

DUBLIN CA 94568

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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	12/31/2025		F		4,100(1)	D	$59.44	109,315(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 performance-based restricted stock unit award granted on March 15, 2024.

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	01/05/2026
	** 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.

FAQ

What insider transaction did TriNet Group (TNET) report in this filing?

The filing reports that 4,100 shares of TriNet Group common stock were withheld on 12/31/2025 to satisfy tax withholding obligations related to vesting performance-based restricted stock units.

Who is the reporting person in the TriNet Group (TNET) insider transaction?

The reporting person is an individual who serves as both a Director and the President & CEO of TriNet Group, Inc.

What was the price used for the TriNet Group (TNET) share withholding?

The 4,100 withheld shares of TriNet Group common stock were valued at $59.44 per share for purposes of satisfying the tax obligation.

How many TriNet Group (TNET) shares does the insider own after this transaction?

After the reported transaction, the insider beneficially owns 109,315 shares of TriNet Group common stock.

Do the reported TriNet Group (TNET) holdings include unvested restricted stock units?

Yes. The total beneficially owned securities include shares underlying unvested restricted stock units, but they exclude unvested performance-based restricted stock units, which will be reported when earned upon meeting performance criteria.

Was this TriNet Group (TNET) insider transaction a sale for cash?

No. The 4,100 shares were withheld by the issuer to satisfy a tax withholding obligation triggered by the vesting of a performance-based restricted stock unit award.