Trinity CFO logs tax-withholding share disposition

Trinity Industries EVP & CFO Eric R. Marchetto reported a routine share disposition related to taxes rather than an open-market trade.

Rhea-AI Filing Summary

Trinity Industries EVP & CFO Eric R. Marchetto reported a routine share disposition related to taxes rather than an open-market trade. On May 15, 2026, 7,126 shares of common stock were used at $34.26 per share to cover tax obligations, classified as a tax-withholding disposition.

After this transaction, Marchetto directly holds 262,668 shares of Trinity Industries common stock. He also indirectly holds 3,080 shares through a 401k Plan, reflecting retirement-plan ownership separate from his direct holdings.

Insights

Equity compensation analyst

Filing shows routine tax withholding, not an open-market sale.

The transaction is coded F, meaning shares were withheld to satisfy tax obligations tied to equity compensation. 7,126 common shares at $34.26 per share were used, so this does not represent a discretionary market sale.

Following the event, Eric R. Marchetto still directly owns 262,668 shares and indirectly holds 3,080 shares via a 401k Plan. The disposition is small relative to his reported stake and appears to be a mechanical element of his compensation rather than a change in investment stance.

Insider Trade Summary

Exercise Price or Tax Liability: 7,126 shares

Exercise Price or Tax Liability 2 txns

Insider Marchetto Eric R

Role EVP & CFO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	7,126	$34.26	$244K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 262,668 shares (Direct); Common Stock — 3,080 shares (Indirect, 401k Plan)

Key Figures

Tax-withholding shares: 7,126 shares Tax-withholding price: $34.26 per share Direct holdings after transaction: 262,668 shares +1 more

4 metrics

Tax-withholding shares 7,126 shares Common stock used for tax-withholding disposition on May 15, 2026

Tax-withholding price $34.26 per share Value applied to 7,126 shares for tax obligations

Direct holdings after transaction 262,668 shares CFO’s direct Trinity Industries common stock after disposition

Indirect 401k holdings 3,080 shares Indirect ownership through 401k Plan after reported transactions

Key Terms

tax-withholding disposition, 401k Plan, Common Stock

3 terms

tax-withholding disposition financial

"classified as a tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

401k Plan financial

"indirectly holds 3,080 shares through a 401k Plan"

A 401(k) plan is an employer-sponsored retirement savings account that lets workers set aside part of their paycheck into investments, often with tax breaks and sometimes with matching contributions from the employer. Think of it as a workplace piggy bank that grows through employee contributions, optional company top-ups, and market returns; it matters to investors because it shapes household retirement security, drives large flows of money into public markets, and affects a company’s compensation costs and ability to attract and keep talent.

Common Stock financial

"7,126 common shares used for a tax-withholding disposition"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Trinity Industries (TRN) report for Eric R. Marchetto?

Trinity Industries reported that EVP & CFO Eric R. Marchetto had 7,126 common shares used for a tax-withholding disposition at $34.26 per share. This Form 4 event reflects tax payment on equity compensation, not a discretionary open-market stock sale.

Was the Trinity Industries (TRN) Form 4 a stock sale by the CFO?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Code F indicates shares were applied to satisfy tax obligations on equity compensation, meaning the CFO did not actively sell these shares into the market for investment reasons.

How many Trinity Industries (TRN) shares were involved in the tax-withholding transaction?

The filing reports 7,126 shares of Trinity Industries common stock used in a tax-withholding disposition at $34.26 per share. These shares covered tax liabilities associated with compensation rather than representing a typical buy or sell transaction in the open market.

What are Eric R. Marchetto’s Trinity Industries (TRN) holdings after this Form 4?

After the reported transaction, Eric R. Marchetto directly holds 262,668 shares of Trinity Industries common stock. He also indirectly owns 3,080 shares through a 401k Plan, showing continued substantial exposure to the company’s equity following the tax-related disposition.

Does the Trinity Industries (TRN) Form 4 indicate any derivative exercises?

The summarized data show no derivative exercises, with exerciseCount recorded as zero and an empty derivativeSummary. The only reported disposition is a code F tax-withholding event, which applies shares to tax obligations rather than exercising options or other derivative securities.

Is the insider activity in Trinity Industries (TRN) Form 4 likely routine?

Yes, a code F tax-withholding disposition is typically routine because it occurs when equity compensation vests and taxes are due. The CFO retains 262,668 direct shares plus 3,080 indirect 401k shares, suggesting this event mainly reflects standard compensation mechanics.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/19/2026 - 04:16 PM Learn about SEC filing dates

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^*

Marchetto Eric R

(Last) (First) (Middle)

14221 N DALLAS PARKWAY

SUITE 1100

(Street)

DALLAS TEXAS 75254

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TRINITY INDUSTRIES INC [ NYSE/TRN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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								3,080	I	401k Plan
Common Stock	05/15/2026		F		7,126	D	$34.26	262,668	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:

Remarks:

	Phillip M. Kim for: Eric R. Marchetto	05/19/2026
	** 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)