TRINZ Form 4: Harder Reports Tax-Withheld 4,579-Share Disposition

Rhea-AI Filing Summary

Gerald Harder, Chief Operating Officer of Trinity Capital Inc. (TRIN/"TRINZ" per metadata), reported a non-derivative disposition of 4,579 common shares on 09/15/2025. The sale price is shown as $16.02 per share and the filing states the shares were withheld to satisfy the reporting person's tax obligations upon vesting of restricted shares, an action exempt from Section 16(b) under Rule 16b-3. After the transaction, Mr. Harder directly beneficially owns 296,124 shares. The filing also discloses 10,000 indirect shares held by the Harder Family Living Trust and 9,788 indirect shares held via Millennium Trust Co. LLC as custodian for his IRA. The Form 4 was signed on behalf of Mr. Harder by Sarah Stanton under a previously filed power of attorney.

Positive

• Continued substantial insider ownership with 296,124 direct shares plus 10,000 and 9,788 indirect holdings, aligning management and shareholder interests
• Disposition is a tax-withholding event on vested restricted shares and is exempt under Rule 16b-3, indicating a routine compensation settlement

Negative

• Reduction in direct holdings via withholding of 4,579 shares, which modestly decreases direct insider stake

Insights

Financial Analyst

TL;DR: Routine tax-withholding disposition on vested restricted shares; ownership remains concentrated with management.

The reported disposition of 4,579 shares at $16.02 per share is documented as a tax-withholding event tied to vesting, not an open-market diversification or trading decision, and is exempt under Rule 16b-3. The remaining direct holding of 296,124 shares plus two indirect holdings (10,000 and 9,788) indicate continued substantial insider ownership, which generally aligns management interests with shareholders. No derivative transactions, option exercises, or unusual dates/pricing irregularities are shown. Impact to float and control appears immaterial given the absolute sizes disclosed.

Corporate Governance Expert

TL;DR: Disclosure is standard and timely; transaction stems from compensation mechanics rather than discretionary sale.

The Form 4 clearly states the nature of the disposition as tax withholding on vested restricted shares and cites the applicable exemption, which is proper governance practice for equity compensation settlements. The use of a previously filed power of attorney for signature is disclosed. There are no indications of related-party transfers or policy breaches. From a governance perspective, this filing is routine with no material governance concerns disclosed.

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^*

Harder Gerald

(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)
	Chief Operating Officer

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)		4,579	D	$16.02	296,124(2)	D
Common Stock								10,000	I	By the Harder Family Living Trust, dated May 26, 2000
Common Stock								9,788	I	By Millennium Trust Co. LLC Custodian FBO Gerald T. Harder IRA

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.

2. Includes shares acquired pursuant to Trinity Capital Inc.'s distribution reinvestment plan.

Remarks:

Sarah Stanton is signing on behalf of Mr. Harder pursuant to the power of attorney dated September 2, 2021, which was previously filed with the Securities and Exchange Commission as an exhibit to the Form 4 Mr. Harder filed on September 2, 2021.

	/s/ Sarah Stanton, on behalf of Gerald Harder	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 did Gerald Harder report on Form 4 for TRINZ (Trinity Capital Inc.)?

The Form 4 reports a disposition of 4,579 common shares on 09/15/2025 at a price of $16.02 per share, withheld to satisfy tax obligations from vested restricted shares.

How many shares does Gerald Harder beneficially own after the reported transaction?

After the reported transaction, Mr. Harder beneficially owns 296,124 shares directly, plus 10,000 indirect via the Harder Family Living Trust and 9,788 indirect via an IRA custodian.

Why were the 4,579 shares disposed of according to the filing?

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

Was this transaction treated as a Section 16(b) short-swing sale?

No. The transaction is noted as exempt from Section 16(b) pursuant to Rule 16b-3 because it relates to equity compensation withholding.

Who signed the Form 4 filing for Gerald Harder?

The Form 4 was signed on behalf of Mr. Harder by Sarah Stanton on 09/18/2025 under a previously filed power of attorney dated September 2, 2021.