Trinity Capital COO has 4,653 shares withheld for taxes

Trinity Capital’s COO reported an exempt, tax-related share withholding tied to restricted stock vesting, with substantial direct and trust holdings remaining.

Rhea-AI Filing Summary

Trinity Capital Inc. (TRIN) reported that Chief Operating Officer Gerald Harder had 4,653 shares of common stock withheld on September 15, 2026 to satisfy tax obligations related to vesting of restricted shares, at a reference price of $17.79 per share. This disposition was reported as exempt from Section 16(b) under Rule 16b-3 and no Rule 10b5-1 trading plan is indicated. After this tax-withholding event, he directly holds 215,955 shares and indirectly holds 150,962 shares through the Harder Family Living Trust.

Insider Trade Summary

Tax Withholding: 4,653 shares

Tax Withholding 2 txns

Insider Harder Gerald

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	4,653	$17.79	$83K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 215,955 shares (Direct); Common Stock — 150,962 shares (Indirect, By the Harder Family Living Trust, dated May 26, 2000)

Footnotes (1)

1. F1. Shares withheld to satisfy the reporting person's tax obligations in connection with vesting of restricted shares on September 15, 2026. Transaction exempt from Section 16(b) pursuant to Rule 16b-3

Key Figures

Shares withheld for taxes: 4,653 shares Reference price per share: $17.79 per share Direct holdings after transaction: 215,955 shares +2 more

5 metrics

Shares withheld for taxes 4,653 shares Withheld on September 15, 2026 for tax obligations on vesting restricted shares

Reference price per share $17.79 per share Price reported for the 4,653-share tax-withholding transaction on September 15, 2026

Direct holdings after transaction 215,955 shares Common stock directly owned by Gerald Harder following the tax-withholding event

Indirect holdings after transaction 150,962 shares Common stock held indirectly via the Harder Family Living Trust

Total shares affected by code F 4,653 shares Shares delivered or withheld to pay tax liability in the reported transaction

Key Terms

Rule 16b-3, Section 16(b), restricted shares, Harder Family Living Trust, +1 more

5 terms

Rule 16b-3 regulatory

"Transaction exempt from Section 16(b) pursuant to Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Section 16(b) regulatory

"Transaction exempt from Section 16(b) pursuant to Rule 16b-3"

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

restricted shares financial

"tax obligations in connection with vesting of restricted shares on September 15, 2026"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Harder Family Living Trust financial

"By the Harder Family Living Trust, dated May 26, 2000"

payment of tax liability by delivering or withholding securities financial

"transaction represents payment of tax liability by delivering or withholding securities"

FAQ

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

What insider transaction did TRIN’s Chief Operating Officer report?

Gerald Harder reported that 4,653 Trinity Capital (TRIN) common shares were withheld on September 15, 2026 to satisfy tax obligations arising from vesting of restricted shares, at a reference price of $17.79 per share, in a transaction exempt under Rule 16b-3.

How many TRIN shares does the COO hold directly after this Form 4?

After the September 15, 2026 tax-withholding event, Chief Operating Officer Gerald Harder directly holds 215,955 shares of Trinity Capital common stock, as reported in the Form 4 filing.

What are the COO’s indirect holdings of TRIN stock?

The Form 4 reports that Gerald Harder indirectly holds 150,962 Trinity Capital shares of common stock, owned by the Harder Family Living Trust, dated May 26, 2000.

Was the TRIN insider transaction part of a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and there is no footnote stating that the September 15, 2026 transaction was made under a Rule 10b5-1 trading plan.

What does the code F transaction for TRIN’s COO represent?

The code F transaction represents payment of tax liability by delivering or withholding securities. For Gerald Harder, 4,653 shares were withheld to satisfy tax obligations from vesting restricted shares on September 15, 2026, exempt from Section 16(b) under Rule 16b-3.

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

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Available on EDGAR 09/17/2026 - 06:00 PM Accepted by SEC EDGAR 09/17/2026 - 06:00 PM 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^*

Harder Gerald

(Last) (First) (Middle)

C/O TRINITY CAPITAL INC.

1 N. 1ST STREET, SUITE 302

(Street)

PHOENIX ARIZONA 85004

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Trinity Capital Inc. [ TRIN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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	09/15/2026		F(1)		4,653	D	$17.79	215,955	D
Common Stock								150,962	I	By the Harder Family Living Trust, dated May 26, 2000

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. Shares withheld to satisfy the reporting person's tax obligations in connection with vesting of restricted shares on September 15, 2026. Transaction exempt from Section 16(b) pursuant to Rule 16b-3

Remarks:

Sarah Stanton is signing on behalf of Mr. Harder pursuant to the power of attorney dated September 2, 2021, which was previously filed with the Securities and Exchange Commission as an exhibit to the Form 4 Mr. Harder filed on September 2, 2021.

	/s/ Sarah Stanton, on behalf of Gerald Harder	09/17/2026
	** 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)