TRMB insider activity: $41.51 options granted; ~208,847 shares sold at ~$82–$84

Rhea-AI Filing Summary

Robert G. Painter, President & CEO and a director of Trimble Inc. (TRMB), reported option awards and contemporaneous share sales on 08/08/2025 and 08/11/2025. The filing shows employee stock option grants with an exercise price of $41.51 totaling 208,847 options (93,066 + 2,980 + 112,801) and immediate sales of equivalent shares.

The sales were executed in multiple trades at weighted average prices in the low $80s (reported weighted averages about $82.67–$84.54 and reported transaction price ranges from $82.39 to $84.65). Following the reported transactions, direct beneficial ownership figures reported include 207,945.2039 shares after an acquisition and 114,879.2039 shares after certain sales. The option grants vest only if a 20-day average meets specified stock-price targets within five years with three years of continued service: 33.33% at $45.66, 66.66% at $49.81, and 100% at $53.96.

Positive

• Performance-based option grants were awarded with explicit vesting price targets of $45.66, $49.81, and $53.96, tying executive compensation to stock performance.
• Exercise price of $41.51 on the granted options provides clear, documented upside if stock price reaches the stated targets.

Negative

• Large share dispositions occurred: the reporting shows sales totaling the equivalent of 208,847 shares executed on 08/08/2025 and 08/11/2025, which may attract investor scrutiny.
• The transactions were executed in multiple trades at prices ranging from $82.39 to $84.65, indicating sizable near-term liquidity actions by the CEO.

Insights

Securities Analyst

TL;DR CEO exercised stock options at $41.51 and sold the resulting shares at roughly $82–$84; the transactions appear execution-to-cover and are neutral to fundamentals.

Painter received employee stock options priced at $41.51 and sold equivalent shares on 08/08/2025 and 08/11/2025, with weighted-average sale prices reported near the low $80s. The size of the activity (total options/shares involved: 208,847) is large in nominal terms but reflects option exercise and immediate disposition rather than an unsolicited exit by management. Reported direct beneficial ownership figures after the transactions include 114,879.2039 shares; this transaction pattern is common for option exercise liquidity and does not by itself indicate a change in corporate outlook.

Corporate Governance Expert

TL;DR Grants tie compensation to multi-year price targets, aligning pay with performance, though large immediate sales may attract investor attention.

The filing discloses performance-style option grants with explicit vesting triggers tied to 20-day average price targets and multi-year service conditions, which strengthens alignment of executive incentives with shareholder returns. At the same time, the reporting shows contemporaneous sales of the shares underlying those grants at weighted-average prices in the low $80s; while these appear to be related to option transactions, they are likely to prompt questions from investors about timing and intent. Disclosure is detailed and includes price ranges for the trades.

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^*

PAINTER ROBERT G

(Last) (First) (Middle)

C/O TRIMBLE INC.

10368 WESTMOOR DR.

(Street)

WESTMINSTER CO 80021

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRIMBLE INC. [ TRMB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

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

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	08/08/2025		M		93,066	A	$41.51	207,945.2039	D
Common Stock	08/08/2025		S		93,066	D	$84.5356(1)	114,879.2039	D
Common Stock	08/11/2025		M		2,980	A	$41.51	117,859.2039	D
Common Stock	08/11/2025		S		2,980	D	$84.5321(2)	114,879.2039	D
Common Stock	08/11/2025		M		112,801	A	$41.51	227,680.2039	D
Common Stock	08/11/2025		S		85,699	D	$82.6698(3)	141,981.2039	D
Common Stock	08/11/2025		S		27,102	D	$83.1441(4)	114,879.2039	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
Employee Stock Option	$41.51	08/08/2025		M			93,066	(5)	01/04/2030	Common Stock	93,066	$41.51	115,781	D
Employee Stock Option	$41.51	08/11/2025		M			2,980	(5)	01/04/2030	Common Stock	2,980	$41.51	112,801	D
Employee Stock Option	$41.51	08/11/2025		M			112,801	(5)	01/04/2030	Common Stock	112,801	$41.51	0	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $84.50 to $84.65; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

2. This transaction was executed in multiple trades at prices ranging from $84.50 to $84.63; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

3. This transaction was executed in multiple trades at prices ranging from $82.39 to $82.995; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

4. This transaction was executed in multiple trades at prices ranging from $83.00 to $83.53; the price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.

5. Stock Option performance grant becomes eligible to vest with 20-day average closing price that meets or exceeds the stock price target within 5 year period with continued service of 3 year from the date of grant. 33.33% of the option will vest if stock price target is $45.66. 66.66% of the option will vest if stock price target is $49.81. 100% of the option will vest if stock price target is $53.96.

Remarks:

	/s/ Paul Rimas, as Attorney-in-Fact	08/12/2025
	** 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

Who filed this Form 4 for TRMB?

The filing was made by Robert G. Painter, identified as President & CEO and a Director of Trimble Inc.

What insider transactions are reported on the Form 4 for TRMB?

The form reports option grants and sales of common stock on 08/08/2025 and 08/11/2025, including option quantities and corresponding sales.

How many options were granted and at what exercise price?

Employee stock options totaling 208,847 underlying shares were reported (93,066; 2,980; 112,801) with an exercise price of $41.51.

What prices were the shares sold at in these transactions?

Sales were reported at weighted-average prices in the low $80s with specific reported weighted averages around $82.67, $83.14, and $84.53; disclosed trade price ranges span $82.39 to $84.65.

What are the vesting conditions for the option awards?

Vesting requires a 20-day average closing price to meet targets within a 5-year period and 3 years of continued service: 33.33% at $45.66, 66.66% at $49.81, 100% at $53.96.