TRN Form 4: 781 Phantom Units Added; Beneficial Ownership 73,853 Shares

Rhea-AI Filing Summary

Leldon E. Echols, a director of Trinity Industries, Inc. (TRN), reported the acquisition of 781 Trinity Phantom Stock Units on 09/30/2025. The units are part of the company's Deferred Plan for Directors' Fees and convert at a 1-for-1 rate into Trinity common stock. The filing shows the reporting person now beneficially owns 73,853 shares (direct ownership). The phantom units carry a reference price of $28.04 per share and are to be settled in cash after the reporting person's retirement, according to the explanation in the Form 4.

Positive

• 781 Trinity Phantom Stock Units were acquired (A) on 09/30/2025
• Phantom units convert at a clear 1-for-1 rate into Trinity common stock
• Form reports 73,853 shares beneficially owned following the transaction

Negative

• None.

Insights

Corporate Governance Specialist

Director received 781 phantom units that convert 1-for-1 and settle in cash after retirement.

The Form 4 discloses an acquisition (A) of 781 Trinity Phantom Stock Units on 09/30/2025. These units convert to common stock at a 1-for-1 rate but are designated for cash settlement after the reporting person's retirement.

This is a routine director compensation transaction under the company's deferred plan and does not change the nature of ownership reporting; the filing lists 73,853 shares beneficially owned following the transaction.

Equity Compensation Analyst

Transaction reflects deferred director fees accrued as phantom stock units valued at $28.04 per share.

The Form 4 shows the phantom units carry a referenced price of $28.04. The units are recorded under the Trinity Deferred Plan for Directors Fees and are indexed 1:1 to Trinity common stock.

Settlement is specified as cash upon retirement, indicating these units are payable in cash rather than in shares when vested/paid.

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).

1. Name and Address of Reporting Person^*

ECHOLS LELDON E

(Last) (First) (Middle)

14221 N. DALLAS PARKWAY

SUITE 1100

(Street)

DALLAS TX 75254

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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
Trinity Phantom Stock Units	$0	09/30/2025		A		781		(1)	(1)	Common Stock	781	$28.04	73,853	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: Leldon E. Echols	10/02/2025
	** 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

What did TRN director Leldon E. Echols report on Form 4?

He reported the acquisition of 781 Trinity Phantom Stock Units on 09/30/2025 under the company's deferred directors' fees plan.

How do the reported phantom stock units convert?

The phantom stock units convert at a 1-for-1 rate into Trinity common stock, per the filing.

Will the phantom units be settled in stock or cash?

The filing states settlement of the account will be in cash after the reporting person's retirement.

How many shares does Leldon E. Echols beneficially own after the transaction?

The Form 4 shows 73,853 shares beneficially owned following the reported transaction.

What price is shown in the Form 4 for the transaction?

The filing references a price of $28.04 associated with the underlying common stock.