Trinity Capital (TRIN) CEO logs 10,743-share tax withholding, retains large stake

Rhea-AI Filing Summary

Trinity Capital Inc. director and CEO Kyle Steven Brown reported a tax-related share withholding tied to vesting of restricted stock. On June 15, 2026, 10,743 shares of common stock at $16.89 per share were withheld to satisfy his tax obligations in connection with restricted shares that vested that day. After this transaction, he directly held 609,965.51 common shares. He also reported indirect ownership of 12,908.53 shares held by his spouse and 662,407 shares held by The Kyle and Amy Brown Family Trust dated February 4, 2019. The filing notes the tax-withholding transaction is exempt from Section 16(b) under Rule 16b-3.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Brown Kyle Steven

Role CEO, President and CIO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	10,743	$16.89	$181K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 609,965.51 shares (Direct, null); Common Stock — 662,407 shares (Indirect, By The Kyle and Amy Brown Family Trust, dated February 4, 2019)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 10,743 shares Withholding price: $16.89 per share Direct holdings after transaction: 609,965.51 shares +2 more

5 metrics

Shares withheld for taxes 10,743 shares Tax withholding on restricted share vesting June 15, 2026

Withholding price $16.89 per share Value used for withheld Trinity Capital common shares

Direct holdings after transaction 609,965.51 shares Common stock directly owned by Kyle Steven Brown after withholding

Spouse indirect holdings 12,908.53 shares Common stock held indirectly by spouse

Family trust holdings 662,407 shares Common stock held by The Kyle and Amy Brown Family Trust

Key Terms

restricted shares, Section 16(b), Rule 16b-3

3 terms

restricted shares financial

"tax obligations in connection with vesting of restricted shares on June 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.

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.

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.

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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).

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^*

Brown Kyle Steven

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, President and CIO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		F(1)		10,743(1)	D	$16.89	609,965.51	D
Common Stock								662,407	I	By The Kyle and Amy Brown Family Trust, dated February 4, 2019
Common Stock								12,908.53	I	By Spouse

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 June 15, 2026. Transaction exempt from Section 16(b) pursuant to Rule 16b-3.

Remarks:

Sarah Stanton is signing on behalf of Mr. K. Brown pursuant to the power of attorney dated September 17, 2021, which was previously filed with the Securities and Exchange Commission as an exhibit to the Form 4 Mr. K. Brown filed on September 17, 2021.

	/s/ Sarah Stanton, on behalf of Kyle S. Brown	06/17/2026
	** 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)

FAQ

What did Trinity Capital (TRIN) CEO Kyle Steven Brown report in this Form 4?

Kyle Steven Brown reported a tax-related share withholding, not an open-market trade. On June 15, 2026, 10,743 Trinity Capital common shares were withheld to cover taxes from vesting restricted shares, with substantial direct and indirect holdings remaining afterward.

How many Trinity Capital (TRIN) shares were withheld for taxes in this filing?

The filing shows 10,743 Trinity Capital common shares were withheld at $16.89 per share. These shares satisfied Kyle Steven Brown’s tax obligations arising from vesting restricted shares on June 15, 2026, under a transaction classified as tax withholding, not a market sale.

How many Trinity Capital (TRIN) shares does Kyle Steven Brown hold after this transaction?

After the tax-withholding transaction, he directly holds 609,965.51 Trinity Capital common shares. He also reports indirect ownership of 12,908.53 shares held by his spouse and 662,407 shares held by The Kyle and Amy Brown Family Trust dated February 4, 2019.

Is the Trinity Capital (TRIN) CEO’s Form 4 transaction an open-market sale?

No, the transaction is not an open-market sale. The Form 4 labels it as a tax-withholding disposition, with 10,743 shares withheld to meet tax obligations from restricted share vesting, and notes it is exempt from Section 16(b) under Rule 16b-3.

How are the Trinity Capital (TRIN) CEO’s indirect share holdings structured?

The Form 4 shows two indirect holdings. It reports 12,908.53 Trinity Capital common shares held by his spouse and 662,407 shares held by The Kyle and Amy Brown Family Trust dated February 4, 2019, in addition to his direct holdings.