TRINZ Form 4: CFO Testa Withholds 1,789 Restricted Shares on Vesting

Rhea-AI Filing Summary

Michael Testa, identified as CFO and Treasurer of Trinity Capital Inc., reported a routine Section 16 transaction related to the vesting of restricted shares. On 09/15/2025 he had 1,789 shares withheld to satisfy tax obligations at an indicated price of $16.02 per share. After this withholding, he beneficially owns 98,040 shares. The filing states the transaction is exempt from Section 16(b) under Rule 16b-3. The Form 4 is signed and dated 09/18/2025.

Insights

Financial Analyst

TL;DR: Routine tax-withholding of vested restricted shares by an officer; immaterial to company valuation.

The filing shows a common post-vesting mechanics: 1,789 restricted shares were withheld to cover tax obligations at $16.02 per share. This reduced the reporting person's direct share count to 98,040. The disclosure is consistent with normal compensation settlement and is listed as exempt under Rule 16b-3, indicating it’s an internal compensation-related transfer rather than an open-market sale. There is no indication of additional purchases, sales, or change in control from this Form 4.

Corporate Governance Expert

TL;DR: A standard insider vesting disclosure with tax withholding; no governance red flags present.

The report, filed by the CFO/Treasurer, documents withholding of 1,789 restricted shares to satisfy taxes upon vesting. The use of Rule 16b-3 exemption is appropriate for compensatory awards settled by the issuer. The signature and dates are provided. There are no indications of unusual timing, related-party transfers, or departures from required disclosure practices in this Form 4.

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^*

Testa Michael

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025

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)		1,789	D	$16.02	98,040	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. 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.

	/s/ Michael Testa	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What transaction did Trinity Capital insider Michael Testa report on Form 4?

He reported 1,789 restricted shares withheld to satisfy tax obligations in connection with vesting on 09/15/2025.

How many Trinity Capital shares does Michael Testa beneficially own after the reported transaction?

The Form 4 states he beneficially owns 98,040 shares following the withholding.

At what price were the withheld Trinity Capital shares reported on Form 4?

The transaction lists a price of $16.02 per share for the shares withheld.

Was the reported transaction by the Trinity Capital insider subject to Section 16(b) short-swing rules?

No. The filing states the transaction is exempt under Rule 16b-3, relating to compensatory awards.

When was the Form 4 signed and filed for the reported Trinity Capital transaction?

The Form 4 includes a signature dated 09/18/2025 and records the transaction date as 09/15/2025.