Director trims Trio Petroleum (TPET) stake to cover tax obligations

Rhea-AI Filing Summary

Trio Petroleum Corp director Thomas J. Pernice reported selling 25,000 shares of common stock in an open-market transaction at an average price of $0.3619 per share. According to the filing, the sale’s purpose was to cover taxes on restricted stock issued to him in 2025. Following this sale, he directly holds 100,000 shares.

Insider Trade Summary 10b5-1

1 transaction reported

Net Sell 1 txn

Insider PERNICE THOMAS J

Role null

Sold 25,000 shs ($0.00)

Type	Security	Shares	Price	Value
Sale	Common Stock	25,000	$0.00	--

Holdings After Transaction: Common Stock — 100,000 shares (Direct, null)

Footnotes (1)

1. The purpose of the sale is to cover taxes with respect to the issuance of restricted stock to Mr. Pernice in 2025. Based upon shares sold at an average of $0.3619. The full breakdown of the prices for all shares sold will be provided at the request of the SEC.

Key Figures

Shares sold: 25,000 shares Average sale price: $0.3619 per share Shares held after transaction: 100,000 shares

3 metrics

Shares sold 25,000 shares Open-market sale on 2026-06-11

Average sale price $0.3619 per share Average price for sold shares

Shares held after transaction 100,000 shares Director’s direct holdings post-sale

Key Terms

restricted stock, open-market sale, Form 4, average of $0.3619

4 terms

restricted stock financial

"cover taxes with respect to the issuance of restricted stock to Mr. Pernice in 2025"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

average of $0.3619 financial

"Based upon shares sold at an average of $0.3619."

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Form 4 Insider Transactions: What Each Field Means →

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^*

PERNICE THOMAS J

(Last) (First) (Middle)

23823 MALIBU ROAD, SUITE 304

(Street)

MALIBU CALIFORNIA 90265

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Trio Petroleum Corp [ TPET ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

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	06/11/2026		S(1)		25,000	D	(2)	100,000	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 purpose of the sale is to cover taxes with respect to the issuance of restricted stock to Mr. Pernice in 2025.

2. Based upon shares sold at an average of $0.3619. The full breakdown of the prices for all shares sold will be provided at the request of the SEC.

	/s/ Thomas Pernice	06/12/2026
	** 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)

FAQ

What insider transaction did Trio Petroleum (TPET) report for Thomas J. Pernice?

Trio Petroleum reported that director Thomas J. Pernice sold 25,000 shares of common stock. The transaction was an open-market sale, primarily intended to cover tax obligations tied to restricted stock issued to him in 2025.

How many Trio Petroleum (TPET) shares did the director sell and at what price?

Thomas J. Pernice sold 25,000 Trio Petroleum common shares at an average price of $0.3619. The filing notes this average, with full price details available to the SEC upon request, indicating a relatively small, tax-driven transaction.

Why did Thomas J. Pernice sell Trio Petroleum (TPET) shares?

The filing states the sale was to cover taxes related to restricted stock issued to Thomas J. Pernice in 2025. This indicates the disposition was tax-motivated rather than a discretionary reduction of his investment in Trio Petroleum.

How many Trio Petroleum (TPET) shares does Thomas J. Pernice hold after the sale?

After selling 25,000 shares, Thomas J. Pernice directly owns 100,000 Trio Petroleum common shares. This post-transaction balance shows he retained a significant position in the company despite the tax-related share sale.

Was the Trio Petroleum (TPET) insider transaction an open-market sale?

Yes. The Form 4 classifies the transaction as an open-market sale of common stock. Even though it was executed in the market, the filing clarifies the proceeds were intended to cover tax obligations from prior restricted stock grants.