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Trinity Industries (TRN) director granted 847 phantom stock units as fee deferral

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Biesterfeld Robert C Jr reported acquisition or exercise transactions in this Form 4 filing.

Trinity Industries director Robert C. Biesterfeld Jr. received a grant of 847 Trinity Phantom Stock Units on June 30, 2026. These units were awarded under the company’s Deferred Plan for Directors Fees at a reference price of $34.58 per unit.

Each phantom unit tracks one share of Trinity common stock on a 1-for-1 basis but will be settled in cash, not stock, after his retirement. Following this award, he holds 14,664 Trinity Phantom Stock Units in total. This is a compensation-related, non‑market transaction rather than an open‑market purchase or sale.

Positive

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Negative

  • None.
Insider Biesterfeld Robert C Jr
Role null
Type Security Shares Price Value
Grant/Award Trinity Phantom Stock Units 847 $34.58 $29K
Holdings After Transaction: Trinity Phantom Stock Units — 14,664 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Phantom stock units granted 847 units Grant on June 30, 2026
Reference price per unit $34.58 per unit Trinity Phantom Stock Units grant
Total phantom units after grant 14,664 units Director holdings following transaction
Conversion rate to common stock 1 unit per 1 share Phantom stock units mirror Trinity common stock
Settlement method Cash Payable after director’s retirement
Trinity Phantom Stock Units financial
"The Trinity Phantom Stock Units were accrued under the Trinity Industries, Inc. Deferred Plan for Directors Fees."
Deferred Plan for Directors Fees financial
"The Trinity Phantom Stock Units were accrued under the Trinity Industries, Inc. Deferred Plan for Directors Fees."
1 - for - 1 financial
"Stock units are converted at "1 - for - 1" (a rate of one stock unit per one share of Trinity common stock)."
settlement of the account will be in cash financial
"Settlement of the account will be in cash after the reporting person's retirement."
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Biesterfeld Robert C Jr
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Trinity Phantom Stock Units$006/30/2026A847 (1) (1)Common Stock847$34.5814,664D
Explanation of Responses:
1. The Trinity Phantom Stock Units were accrued under the Trinity Industries, Inc. Deferred Plan for Directors Fees. Stock units are converted at "1 - for - 1" (a rate of one stock unit per one share of Trinity common stock). Settlement of the account will be in cash after the reporting person's retirement.
Remarks:
Phillip M. Kim For: Robert C. Biesterfeld Jr.07/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Trinity Industries (TRN) report in this Form 4 filing?

Trinity Industries reported that director Robert C. Biesterfeld Jr. received 847 Trinity Phantom Stock Units at a reference price of $34.58 per unit, increasing his total phantom unit holdings to 14,664 as part of deferred director compensation.

Is the Trinity Industries (TRN) Form 4 a stock buy or sell by the director?

The Form 4 reflects a grant of phantom stock units, not an open-market buy or sell. It is a compensation-related award under Trinity’s Deferred Plan for Directors Fees, classified as an acquisition with transaction code “A.”

How do Trinity Phantom Stock Units for TRN work for the director?

Trinity Phantom Stock Units track Trinity common stock on a 1-for-1 basis but are settled in cash after the director’s retirement. They mirror the value of common shares without conferring direct share ownership, voting rights, or immediate stock delivery.

What is the size of Robert Biesterfeld Jr.’s phantom stock position in TRN?

After the June 30, 2026 grant, Robert C. Biesterfeld Jr. holds 14,664 Trinity Phantom Stock Units. These units are part of his deferred director compensation and will be paid in cash at retirement, based on the value of Trinity common stock.

Does the Trinity Industries (TRN) phantom stock grant affect existing shareholders directly?

The phantom stock grant is settled in cash and does not issue new common shares, so it does not directly dilute existing shareholders. It is an accounting-based deferred compensation arrangement that tracks the company’s stock value for the director.