Trimble (NASDAQ: TRMB) CFO gains stock awards and withholds shares for taxes

Rhea-AI Filing Summary

TRIMBLE INC. CFO Phillip Sawarynski reported compensation-related stock activity involving restricted stock units (RSUs) and tax withholding. On April 15, 2026, he exercised RSU-based rights and other derivative awards to acquire a total of 11,087 shares of common stock, including performance-based awards tied to a Combined Attainment Factor of 141.70%.

To cover associated tax obligations, the company retained 6,558 shares rather than selling them on the market, which the filing notes did not exceed the tax liability. He also received a new grant of 3,895 shares of common stock. Following these routine compensation and tax-withholding transactions, he held 32,381.65 common shares directly.

Insights

Equity compensation analyst

Routine RSU vesting, grant, and tax withholding; no open-market trades.

Trimble’s CFO, Phillip Sawarynski, exercised RSU and derivative awards to acquire 11,087 shares of common stock and received a separate award of 3,895 shares. These events reflect standard equity compensation mechanics rather than discretionary stock purchases.

The filing shows 6,558 shares were withheld by Trimble to satisfy tax liabilities, explicitly stated as not exceeding the actual tax owed. Because there were no open-market buys or sells and he retained a post-transaction position of 32,381.65 shares, this looks like routine vesting and grant activity with neutral investment signal.

Insider Trade Summary

11,087 shares exercised/converted

Mixed 11 txns

Insider Sawarynski Phillip

Role CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,374	$0.00	--
Exercise	Restricted Stock Unit	4,423	$0.00	--
Exercise	Restricted Stock Unit	5,290	$0.00	--
Grant/Award	Common Stock	3,895	$66.51	$259K
Tax Withholding	Common Stock	1,705	$66.51	$113K
Exercise	Common Stock	1,374	$66.51	$91K
Tax Withholding	Common Stock	602	$66.51	$40K
Exercise	Common Stock	4,423	$66.51	$294K
Tax Withholding	Common Stock	1,936	$66.51	$129K
Exercise	Common Stock	5,290	$66.51	$352K
Tax Withholding	Common Stock	2,315	$66.51	$154K

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct); Common Stock — 34,086.65 shares (Direct)

Footnotes (1)

1. Each Performance right (ARR) represented a contingent right to receive a share of common stock based upon Trimble's Combined Attainment Factor of 141.70%. Combined Attainment Factor consists of Annual Recurring Revenue performance of 136.43% and People & Planet modifier of 3.87% These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2023. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2024. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2025.

Key Figures

Shares acquired via exercises/conversions: 11,087 shares Shares withheld for taxes: 6,558 shares New stock grant: 3,895 shares +4 more

7 metrics

Shares acquired via exercises/conversions 11,087 shares Derivative exercises and RSU conversions on April 15, 2026

Shares withheld for taxes 6,558 shares Retained by Trimble to satisfy tax liabilities on vesting

New stock grant 3,895 shares Grant of common stock to CFO on April 15, 2026

Shares held after transactions 32,381.65 shares Direct Trimble common stock ownership post-Form 4 activities

Combined Attainment Factor 141.70% Performance right (ARR) vesting factor

ARR performance factor 136.43% Annual Recurring Revenue component of performance rights

People & Planet modifier 3.87% ESG-related modifier within Combined Attainment Factor

Key Terms

Restricted Stock Unit, Performance right (ARR), Combined Attainment Factor, Annual Recurring Revenue, +2 more

6 terms

Restricted Stock Unit financial

"security_title: "Restricted Stock Unit" with underlying common stock shares"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Performance right (ARR) financial

"Each Performance right (ARR) represented a contingent right to receive a share of common stock"

Combined Attainment Factor financial

"based upon Trimble's Combined Attainment Factor of 141.70%"

Annual Recurring Revenue financial

"Combined Attainment Factor consists of Annual Recurring Revenue performance of 136.43%"

Annual recurring revenue is the predictable amount of money a company expects to earn each year from ongoing customer subscriptions or contracts. It helps businesses understand how much steady income they can count on, much like a subscription service that charges customers every month or year. This figure is important because it shows the company's stability and growth potential.

tax withholding obligations financial

"These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder"

People & Planet modifier financial

"People & Planet modifier of 3.87%"

Form 4 Insider Transactions: What Each Field Means →

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^*

Sawarynski Phillip

(Last) (First) (Middle)

C/O TRIMBLE INC.

10368 WESTMOOR DR.

(Street)

WESTMINSTER COLORADO 80021

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

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

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

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

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	04/15/2026		A		3,895(1)	A	$66.51	34,086.65	D
Common Stock	04/15/2026		F		1,705(2)	D	$66.51	32,381.65	D
Common Stock	04/15/2026		M		1,374	A	$66.51	33,755.65	D
Common Stock	04/15/2026		F		602	D	$66.51	33,153.65	D
Common Stock	04/15/2026		M		4,423	A	$66.51	37,576.65	D
Common Stock	04/15/2026		F		1,936	D	$66.51	35,640.65	D
Common Stock	04/15/2026		M		5,290	A	$66.51	40,930.65	D
Common Stock	04/15/2026		F		2,315	D	$66.51	38,615.65	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
Restricted Stock Unit	$0	04/15/2026		M			1,374	(3)	04/15/2026	Common Stock	1,374	$0	0	D
Restricted Stock Unit	$0	04/15/2026		M			4,423	(4)	04/15/2027	Common Stock	4,423	$0	4,424	D
Restricted Stock Unit	$0	04/15/2026		M			5,290	(5)	04/15/2028	Common Stock	5,290	$0	10,582	D

Explanation of Responses:

1. Each Performance right (ARR) represented a contingent right to receive a share of common stock based upon Trimble's Combined Attainment Factor of 141.70%. Combined Attainment Factor consists of Annual Recurring Revenue performance of 136.43% and People & Planet modifier of 3.87%

2. These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.

3. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2023.

4. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2024.

5. 33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2025.

Remarks:

	/s/ Paul Rimas, as Attorney-in-Fact	04/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Trimble (TRMB) CFO Phillip Sawarynski report in this Form 4?

He reported routine equity compensation activity. On April 15, 2026, he exercised restricted stock and derivative awards, received a new stock grant, and had shares withheld by Trimble to cover tax obligations related to vesting, with no open-market stock purchases or sales disclosed.

How many Trimble (TRMB) shares did the CFO acquire through exercises and vesting?

He acquired a total of 11,087 shares of Trimble common stock through exercises and conversions, including performance-based awards and restricted stock units. These were part of his compensation program rather than open-market purchases, increasing his direct equity exposure to the company.

How many Trimble (TRMB) shares were used to cover the CFO’s tax obligations?

A total of 6,558 shares of Trimble common stock were retained by the company to meet the CFO’s tax withholding obligations. The filing notes that the amount withheld did not exceed the actual tax liability arising from the vesting of restricted stock awards.

What new stock award did the Trimble (TRMB) CFO receive?

He received a grant of 3,895 shares of Trimble common stock. This grant is classified as a compensation-related award, not a market transaction, and contributes to his long-term equity incentives aligned with Trimble’s performance and vesting schedules described in the filing footnotes.

How many Trimble (TRMB) shares does the CFO hold after these transactions?

After the reported transactions, the CFO directly holds 32,381.65 shares of Trimble common stock. This figure reflects his position following RSU exercises, performance-based conversions, the new stock grant, and tax-withholding share dispositions made by the company.

What performance factors affected the CFO’s Trimble (TRMB) share vesting?

Some awards were based on a Combined Attainment Factor of 141.70%, made up of Annual Recurring Revenue performance of 136.43% and a People & Planet modifier of 3.87%. These performance conditions determined the number of common shares ultimately delivered under the performance rights.