TriNet (TNET) Form 4: Officer sells 775 shares via 10b5-1 plan

Rhea-AI Filing Summary

Majalya Sidney A., SVP, CLO and Secretary of TriNet Group, Inc. (TNET), reported a sale of common stock totaling 775 shares on 08/25/2025 at a reported price of $68.8 per share. After the sale the reporting person beneficially owned 21,708 shares in total. The sale was executed under a Rule 10b5-1 trading plan established May 23, 2025. The reporting person’s stated beneficial ownership includes unvested restricted stock units and expressly excludes unvested performance-based restricted stock units, which will be reported if and when earned.

Positive

• Sale executed under a Rule 10b5-1 plan, indicating pre-planned, compliant insider trading
• Beneficial ownership disclosure includes unvested restricted stock units, improving transparency

Negative

• Officer reduced direct holdings by 775 shares, a modest decrease in insider ownership
• Unvested performance-based RSUs are excluded, leaving future changes in ownership contingent on performance vesting

Insights

Corporate Governance Expert

TL;DR: Routine insider sale under a documented 10b5-1 plan, maintaining disclosure standards but reducing insider stake slightly.

The sale of 775 shares under a pre-established 10b5-1 plan indicates procedural compliance with insider trading policies and provides investors transparency on executive liquidity. Reporting includes unvested restricted stock units, which clarifies part of the beneficial ownership picture, while the exclusion of performance-based RSUs notes future potential dilution or ownership changes when/if those units vest. This filing presents normal insider activity rather than a governance red flag.

Securities Analyst

TL;DR: Small, disclosed disposition by an officer; unlikely to be material to company valuation or control.

The disposition of 775 shares at $68.8 reduces the officer’s direct holdings to 21,708 shares. Given the absolute size of the trade and the presence of a 10b5-1 plan, this is consistent with pre-planned liquidity rather than opportunistic trading. The disclosure that performance-based RSUs are excluded from the count is important for modeling potential future share count changes, but no immediate impact on earnings or capital structure is indicated in this filing.

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).

X

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^*

Majalya Sidney A.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CLO and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		S		775(1)	D	$68.8	21,708(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. The sale reported on this Form 4 was effected pursuant to a 10b5-1 trading plan established by the Reporting Person on May 23, 2025.

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	08/27/2025
	** 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 transaction did Majalya Sidney A. report for TNET?

The reporting person sold 775 shares of TriNet common stock on 08/25/2025 at a reported price of $68.8 per share.

Was the sale by the TNET officer part of a pre-planned trading arrangement?

Yes. The sale was effected pursuant to a 10b5-1 trading plan established by the reporting person on May 23, 2025.

How many TriNet shares does the reporting person beneficially own after the reported sale?

The reporting person beneficially owned 21,708 shares following the reported transaction.

Does the reported beneficial ownership include unvested awards?

Yes. The total includes unvested restricted stock units but specifically excludes unvested performance-based restricted stock units, which will be reported if earned.

Does this Form 4 filing indicate a material change to TriNet’s capital structure?

No. This filing reports an insider sale of 775 shares and does not indicate any change to the company’s issued or outstanding share count or capital structure.