Insider Filing: TRINZ CEO Kyle Brown Reports 16,187-Share Withholding

Rhea-AI Filing Summary

Kyle S. Brown, Trinity Capital Inc. director and CEO, reported a non-derivative disposition of common stock on 09/15/2025 related to withholding to satisfy tax obligations from vesting restricted shares. The Form 4 shows 16,187 shares disposed at an indicated price of $16.02 per share. Following the reported transaction, Mr. Brown beneficially owns 990,113 shares directly, plus 55,332 shares indirectly through The Kyle and Amy Brown Family Trust and 10,825 shares indirectly through KBIZ Corp. The filing notes the tax-withholding exemption under Rule 16b-3 and is signed on behalf of Mr. Brown by Sarah Stanton under power of attorney.

Positive

• Disclosure compliance: Form 4 timely reports the insider transaction and uses power of attorney signature
• High insider alignment: Reporting person retains 990,113 direct shares plus indirect holdings, indicating continued substantial ownership

Negative

• Direct holdings reduced by 16,187 shares due to tax-withholding on vested restricted stock
• Reported disposition at $16.02 per share, which may reflect realized value from restricted share vesting

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding disposition on vested restricted shares; filing demonstrates compliance and retained substantial insider ownership.

The reported disposition of 16,187 shares appears to be a standard withholding action to satisfy taxes on vested restricted stock rather than an open-market sale. The Form 4 documents continued substantial insider alignment with 990,113 shares held directly and additional indirect holdings via a family trust and a controlled entity. The filing references Rule 16b-3, indicating the transaction falls within customary insider compensation and withholding practices. From a governance perspective, this is a routine disclosure that confirms ongoing insider ownership and regulatory compliance.

Securities Analyst

TL;DR: Transaction is immaterial to overall capitalization but reduces Mr. Brown's direct share count by 16,187 shares via tax withholding.

The Form 4 lists a disposition at $16.02 per share for tax-withholding purposes tied to vesting. No derivative transactions are reported. While the absolute share reduction is documented, the filing shows that Mr. Brown continues to hold a large directly beneficial stake (990,113 shares) plus indirect holdings, which suggests limited immediate market-impact from this single withholding event. The explicit citation of an exempt transaction under Rule 16b-3 underscores that proceeds or transfers are administrative rather than market-driven compensation sales.

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).

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 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
X	Officer (give title below)		Other (specify below)
	CEO, President and CIO

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		F(1)		16,187	D	$16.02	990,113	D
Common Stock								55,332	I	By The Kyle and Amy Brown Family Trust, dated February 4, 2019
Common Stock								10,825	I	By KBIZ Corp., which Mr. K. Brown solely owns and controls

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, 2025. 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 Brown	09/18/2025
	** 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).
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FAQ

What transaction did Kyle S. Brown report on Form 4 for TRINZ?

The Form 4 reports a disposition of 16,187 common shares on 09/15/2025 related to tax withholding from vested restricted shares.

How many Trinity Capital (TRINZ) shares does Kyle Brown beneficially own after the transaction?

After the reported transaction Mr. Brown beneficially owns 990,113 shares directly, plus 55,332 shares via his family trust and 10,825 shares via KBIZ Corp.

Why were the 16,187 shares disposed of according to the Form 4?

The filing explains the shares were withheld to satisfy the reporting person’s tax obligations in connection with vesting of restricted shares.

Was the transaction exempt from Section 16(b) short-swing profit rules?

Yes. The Form 4 states the transaction was exempt pursuant to Rule 16b-3.

Who signed the Form 4 for Kyle Brown?

The Form 4 is signed /s/ Sarah Stanton on behalf of Kyle Brown under a power of attorney dated September 17, 2021.