Trinity Capital officer has 3,310 shares withheld

Trinity Capital Inc. (TRIN) reported that officer Sarah Stanton, GC, CCO, and Secretary, had 3,310 shares of common stock withheld on September 15, 2026 to satisfy tax obligations related to vesting of restricted shares, at a price of $17.79 per share.

Available on EDGAR 09/17/2026 - 06:00 PM EDT Accepted by SEC EDGAR 09/17/2026 - 06:00 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Trinity Capital Inc. (TRIN) reported that officer Sarah Stanton, GC, CCO, and Secretary, had 3,310 shares of common stock withheld on September 15, 2026 to satisfy tax obligations related to vesting of restricted shares, at a price of $17.79 per share. Following this tax-withholding disposition, she holds 129,118 shares of Trinity Capital common stock directly and 51,639 shares indirectly through the Heilman Stanton Family Trust.

Insider Trade Summary

Tax Withholding: 3,310 shares

Tax Withholding 1 txn

Insider Stanton Sarah

Role GC, CCO, and Secretary

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	3,310	$17.79	$59K
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 129,118 shares (Direct); Common Stock — 51,639 shares (Indirect, By the Heilman Stanton Family Trust)

Holdings Before and After: Common Stock, 132,428 to 129,118 shares (Direct)

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: 3,310 shares Withholding price per share: $17.79 per share Direct holdings after transaction: 129,118 shares +2 more

5 metrics

Shares withheld for taxes 3,310 shares Common stock withheld on September 15, 2026 for tax obligations on vesting of restricted shares

Withholding price per share $17.79 per share Price applied to 3,310 withheld TRIN shares on September 15, 2026

Direct holdings after transaction 129,118 shares Sarah Stanton’s direct TRIN common stock ownership following the September 15, 2026 transaction

Indirect holdings after transaction 51,639 shares TRIN common shares held indirectly through the Heilman Stanton Family Trust

Exercise price or tax-liability transactions 1 transaction, 3,310 shares Aggregate code F activity for payment of tax liability by withholding securities

Key Terms

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

4 terms

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.

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.

indirect ownership financial

"51,639 shares indirectly through the Heilman Stanton Family Trust"

FAQ

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

What insider transaction did TRIN officer Sarah Stanton report on September 15, 2026?

Sarah Stanton reported a withholding of 3,310 TRIN shares of common stock on September 15, 2026 to satisfy tax obligations arising from the vesting of restricted shares, at a price of $17.79 per share, classified as a tax-liability payment using withheld securities.

How many Trinity Capital (TRIN) shares were withheld for taxes from Sarah Stanton’s restricted stock vesting?

A total of 3,310 TRIN shares of common stock were withheld from Sarah Stanton on September 15, 2026 to satisfy her tax obligations in connection with the vesting of restricted shares.

What are Sarah Stanton’s direct holdings of Trinity Capital (TRIN) after this Form 4 transaction?

After the September 15, 2026 tax-withholding disposition, Sarah Stanton holds 129,118 TRIN common shares directly, according to the reported post-transaction ownership figure.

What indirect Trinity Capital (TRIN) holdings does Sarah Stanton report?

In addition to her direct holdings, Sarah Stanton reports 51,639 TRIN common shares held indirectly through the Heilman Stanton Family Trust, as of the same reporting date.

Was Sarah Stanton’s TRIN insider transaction under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox is not affirmed, and the footnote instead explains that the shares were withheld to satisfy her tax obligations upon vesting of restricted shares, exempt under Rule 16b-3.

How is the reported TRIN insider transaction classified under Section 16 rules?

The transaction is coded as F, described as payment of tax liability by delivering or withholding securities, and the footnote states it is exempt from Section 16(b) pursuant to Rule 16b-3.

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

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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^*

Stanton Sarah

(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)
	GC, CCO, and Secretary

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)		3,310	D	$17.79	129,118	D
Common Stock								51,639	I	By the Heilman Stanton Family Trust

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

	/s/ Sarah Stanton	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)