[Form 4] Trio Petroleum Corp Insider Trading Activity

Trio Petroleum Corp director Thomas J. Pernice sold shares mainly to pay taxes on prior equity compensation.

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Form Type

Rhea-AI Filing Summary

Trio Petroleum Corp director Thomas J. Pernice sold shares mainly to pay taxes on prior equity compensation. On May 7, 2026, he sold 25,000 shares of common stock at an average price of $0.4615 per share to cover taxes related to restricted stock issued to him in 2025. After this tax-driven sale, he directly holds 125,000 common shares of Trio Petroleum.

Insider Trade Summary 10b5-1

Net Seller: 25,000 shares

Net Sell 1 txn

Insider PERNICE THOMAS J

Role Director

Sold 25,000 shs ($0.00)

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

Holdings After Transaction: Common Stock — 125,000 shares (Direct)

Footnotes (2)

F1. The purpose of the sale is to cover taxes with respect to the issuance of restricted stock to Mr. Pernice in 2025.
F2. Based upon shares sold at an average of $0.4615. 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: $0.4615 per share Shares held after transaction: 125,000 shares

3 metrics

Shares sold 25,000 shares Common stock sale on May 7, 2026

Average sale price $0.4615 per share Average price for 25,000 shares sold

Shares held after transaction 125,000 shares Direct common stock holdings after May 7, 2026 sale

Key Terms

restricted stock, open-market sale, Form 4

3 terms

restricted stock financial

"The purpose of the sale is to 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 field describes the transaction as an open-market sale of common stock"

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

"The insider transaction was reported on Form 4 as a non-derivative common stock sale"

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.

FAQ

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

What insider transaction did Trio Petroleum (TPET) disclose?

Trio Petroleum disclosed that director Thomas J. Pernice sold 25,000 common shares. The transaction occurred on May 7, 2026, and was reported on Form 4, showing it as an open-market sale linked to tax obligations on previously granted restricted stock.

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

Thomas J. Pernice sold 25,000 shares of Trio Petroleum common stock. Footnotes state the shares were sold at an average price of $0.4615 per share, with a detailed price breakdown available to the SEC upon request, indicating multiple trade executions.

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

The filing explains the sale’s purpose was to cover taxes related to restricted stock issued to Thomas J. Pernice in 2025. This indicates the transaction was primarily a tax-related liquidity event rather than a discretionary reduction of his overall Trio Petroleum equity exposure.

How many Trio Petroleum (TPET) shares does the director hold after the sale?

After the May 7, 2026 transaction, Thomas J. Pernice directly holds 125,000 shares of Trio Petroleum common stock. This post-transaction balance, reported in the Form 4, shows he retains a substantial continuing equity interest in the company following the tax-driven sale.

Was the Trio Petroleum (TPET) insider sale part of a derivative or option exercise?

No, the reported transaction involves only common stock, not derivatives or options. The Form 4 lists a non-derivative sale of 25,000 common shares and shows no derivative transactions or remaining derivative positions in the derivativeSummary section of the filing.

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Accepted by SEC EDGAR 05/08/2026 - 04:22 PM EDT

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^*

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)
05/07/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/07/2026		S⁽¹⁾		25,000	D	⁽²⁾	125,000	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 $0.4615. The full breakdown of the prices for all shares sold will be provided at the request of the SEC.

	/s/ Thomas Pernice	05/08/2026
	** 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)

Source: View Original Filing on SEC EDGAR