Trinity Capital (TRIN) Form 4: Insider Gift and Restricted Shares Disclosed

Rhea-AI Filing Summary

Ronald E. Estes, a director of Trinity Capital Inc. (TRIN), reported a non‑derivative transaction on 08/27/2025. The Form 4 shows a transaction code G (gift) disposing of 2,000 shares of Common Stock at no cash price. After the reported transaction, the filing lists 6,837 shares held indirectly by The Estes Revocable Trust dated January 12, 1990, and a separate line showing 31,778.696 shares disposed per the form entry. The filing also discloses 3,443 restricted shares issued under Trinity’s 2019 Non‑Employee Director Restricted Stock Plan that vest in full on the earlier of June 12, 2026 or the day before the next annual meeting. The Form 4 is signed by Sarah Stanton on behalf of Mr. Estes under a previously filed power of attorney.

Positive

• Disclosure of restricted director awards (3,443 restricted shares) with a clear vesting schedule provides transparency on director compensation
• Filing identifies indirect ownership vehicle (The Estes Revocable Trust) which clarifies beneficial ownership

Negative

• Gift of 2,000 shares reduces the reporting person’s direct/indirect holdings, though the filing does not indicate a sale
• Form shows a line listing 31,778.696 shares disposed which may be unclear without additional context in the filing

Insights

Securities Analyst

TL;DR: Director Ronald Estes gifted 2,000 TRIN shares and retains indirect holdings and restricted shares that vest mid‑2026.

The reported gift of 2,000 common shares (transaction code G) is a non‑cash transfer and does not reflect a sale that would generate proceeds or immediate market impact. The filing confirms indirect ownership through The Estes Revocable Trust and discloses 3,443 restricted shares granted under the director plan, with a clear vesting condition tied to June 12, 2026 or the next annual meeting. The combination of a modest gift and continued restricted holdings suggests no material change to insider alignment with shareholders.

Corporate Governance Expert

TL;DR: Transaction is a routine insider gift; restricted stock awards retain alignment via vesting schedule.

From a governance perspective, the use of a gift (code G) is common for estate planning or family transfers and is not indicative of a liquidity-driven exit. The disclosure of restricted shares under the company’s director plan and an explicit vesting date provides transparency on compensation timing. The power of attorney signature is properly noted, aligning with procedural expectations for Form 4 filings.

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

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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^*

Estes Ronald E.

(Last) (First) (Middle)

C/O TRINITY CAPITAL INC.

1 N. 1ST STREET, SUITE 302

(Street)

PHOENIX AZ 85004

(City) (State) (Zip)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	08/27/2025		G		2,000	D	$0	6,837	I	By The Estes Revocable Trust, dated January 12, 1990
Common Stock								31,778.696(1)	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. Includes 3,443 restricted shares issued under the Trinity Capital Inc. 2019 Non-Employee Director Restricted Stock Plan, as amended. Such restricted shares shall vest in full on the earlier of (1) June 12, 2026 or (2) the date immediately preceding the next annual meeting of stockholders.

Remarks:

Sarah Stanton is signing on behalf of Mr. Estes pursuant to the power of attorney dated March 11, 2021, which was previously filed with the Securities and Exchange Commission as an exhibit to the Form 4 Mr. Estes filed on March 12, 2021.

	/s/ Sarah Stanton, on behalf of Ronald E. Estes	08/29/2025
	** 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.

FAQ

What did Ronald E. Estes report on the Form 4 for TRIN?

The Form 4 reports a gift of 2,000 common shares on 08/27/2025 (transaction code G) and discloses indirect holdings via The Estes Revocable Trust.

How many restricted shares does the director hold under Trinity’s plan?

The filing states 3,443 restricted shares issued under the Trinity Capital Inc. 2019 Non‑Employee Director Restricted Stock Plan that vest in full on the earlier of June 12, 2026 or the day before the next annual meeting.

What is the nature of the 2,000‑share transaction?

The transaction is coded G (gift), reported at a price of $0, indicating a non‑cash transfer rather than a sale.

Who signed the Form 4 on behalf of Mr. Estes?

The filing is signed by Sarah Stanton on behalf of Ronald E. Estes pursuant to a power of attorney previously filed with the SEC.

Does the filing indicate the director sold shares for proceeds?

No; the reported 2,000‑share transaction is a gift at $0, so no sale proceeds are reported.