Trinity Industries (TRN) director granted 902 phantom stock units under deferred fees plan

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

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 902 Trinity Phantom Stock Units on March 31, 2026 under the company’s Deferred Plan for Directors Fees. Each unit tracks one share of common stock, bringing his total phantom stock units to 13,817, settled in cash after retirement.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Biesterfeld Robert C Jr

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Trinity Phantom Stock Units	902	$32.18	$29K

Holdings After Transaction: Trinity Phantom Stock Units — 13,817 shares (Direct)

Footnotes (1)

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Key Figures

Phantom stock units granted: 902 units Reference price per unit: $32.18 per unit Total phantom units after grant: 13,817 units +1 more

4 metrics

Phantom stock units granted 902 units Grant on March 31, 2026 under Deferred Plan for Directors Fees

Reference price per unit $32.18 per unit Value used for Trinity Phantom Stock Units grant

Total phantom units after grant 13,817 units Director’s Trinity Phantom Stock Units following the transaction

Conversion ratio 1 unit : 1 share Each stock unit tracks one share of Trinity common stock

Key Terms

Trinity Phantom Stock Units, Deferred Plan for Directors Fees, stock units, Common Stock, +1 more

5 terms

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."

stock units financial

"Stock units are converted at "1 - for - 1" (a rate of one stock unit per one share of Trinity common stock)."

Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.

Common Stock financial

"Stock units are converted at "1 - for - 1" (a rate of one stock unit per one share of Trinity common stock)."

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.

settlement of the account will be in cash financial

"Settlement of the account will be in cash after the reporting person's retirement."

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 04:01 PM

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^*

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Trinity Phantom Stock Units	$0	03/31/2026		A		902		⁽¹⁾	⁽¹⁾	Common Stock	902	$32.18	13,817	D

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.	04/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did TRN director Robert C. Biesterfeld Jr. report?

Robert C. Biesterfeld Jr. reported receiving 902 Trinity Phantom Stock Units. These units were granted under the Trinity Industries, Inc. Deferred Plan for Directors Fees and increase his total phantom stock unit holdings to 13,817, providing cash-settled, share-linked compensation tied to common stock performance.

What are Trinity Phantom Stock Units in the TRN Form 4 filing?

Trinity Phantom Stock Units are deferred compensation units that track Trinity common stock. They convert at a one-for-one rate with common shares but are ultimately settled in cash after the director’s retirement, providing share-linked value without issuing actual shares at grant.

How many phantom stock units does the TRN director hold after this grant?

After the March 31, 2026 grant, Robert C. Biesterfeld Jr. holds 13,817 Trinity Phantom Stock Units. The new award added 902 units, each linked to one share of Trinity common stock, and all are scheduled for cash settlement following his retirement from the board.

At what reference price were the TRN phantom stock units accrued?

The 902 Trinity Phantom Stock Units were accrued at a reference price of $32.18 per unit. This price reflects the value used for the grant under the Deferred Plan for Directors Fees, tying the director’s deferred compensation to the company’s common stock value.

When will the TRN phantom stock units be settled for the director?

The Trinity Phantom Stock Units will be settled in cash after the reporting person’s retirement. Although each unit is linked one-for-one to a share of Trinity common stock, the plan specifies cash settlement rather than share delivery at the end of the director’s service.

Do TRN phantom stock units represent direct ownership of common shares?

The phantom stock units do not represent direct ownership of common shares. They are bookkeeping entries under the Deferred Plan for Directors Fees, converting one-for-one with Trinity common stock but paid out in cash after retirement rather than as actual stock.