[Form 4] Trio-Tech International Insider Trading Activity

Rhea-AI Filing Summary

Trio-Tech International (TRT) – Form 4 filing dated 07/08/2025 discloses that Chief Financial Officer Anitha Srinivasan was granted 10,000 non-qualified stock options on 07/07/2025. The options carry an exercise price of $5.24 per share and expire on 07/06/2030. Vesting schedule: 2,500 options vest immediately; the remaining 7,500 vest in three equal annual installments thereafter. After the grant, the executive beneficially owns 10,000 derivative securities, all held directly. No shares were bought or sold, and no cash changed hands at the time of grant (price reported as $0).

The filing represents a routine equity-based compensation award designed to align the CFO’s incentives with shareholder value and support retention. The 10,000-share option grant could introduce modest future dilution, but the impact appears limited given the small size relative to typical public-company share counts. No other insider transactions or financial data are included in the document.

Positive

• Equity incentive alignment: Granting 10,000 options links CFO compensation to future share performance, potentially benefiting shareholders.

Negative

• Future dilution: If exercised, the options will add 10,000 new shares to the float, though magnitude appears small.

Insights

Securities Analyst

TL;DR: Routine 10k-option grant to TRT CFO; minor incentive alignment, limited dilution, neutral share-price impact.

The Form 4 shows only a single transaction: an ‘A’-code award of 10,000 options at a strike of $5.24. With immediate vesting of 25 % and a three-year vesting tail, the structure supports retention while linking compensation to future price appreciation. Because no common shares were purchased or sold, near-term supply-demand dynamics are unchanged. Assuming Trio-Tech’s float is in the multi-million-share range, potential dilution from 10,000 shares is immaterial (<1 %). From a trading perspective, the filing is neutral; it neither signals insider confidence through open-market buys nor insider selling pressure.

Corporate Governance Expert

TL;DR: Standard equity compensation; supports alignment, immaterial governance concern.

Granting options to senior executives is a conventional tool to align management with shareholders. The five-year term and staggered vesting encourage value creation over a reasonable horizon. There is no evidence of opportunistic timing: the exercise price equals the market price on the grant date (per Form 4 convention). The filing adheres to Section 16 disclosure standards and is filed promptly (one day after grant). From a governance standpoint, this is best-practice routine and poses negligible risk.

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

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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^*

Srinivasan Anitha

(Last) (First) (Middle)

103 HILLVIEW RISE #09-18

(Street)

SINGAPORE U0 667982

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRIO-TECH INTERNATIONAL [ TRT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2025

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
Common Stock (Right to Buy)	$5.24	07/07/2025		A		10,000		(1)	07/06/2030	Common Stock	10,000	$0	10,000	D

Explanation of Responses:

1. 2,500 of the stock options vest on the date of the grant, with the remainder vesting in three equal annual installments thereafter.

	/s/ Srinivasan Anitha	07/08/2025
	** 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

How many options did TRT's CFO receive?

The Form 4 reports a grant of 10,000 stock options to CFO Anitha Srinivasan.

What is the exercise price of the new TRT options?

The options are exercisable at $5.24 per share.

When do the TRT options vest?

2,500 options vest immediately; the remaining 7,500 vest in three equal annual installments.

Did the CFO buy or sell any common shares of TRT?

No common shares were bought or sold; the transaction is an 'A'-code option grant.

What is the expiration date of the granted options?

The options expire on 07/06/2030.