Trio‑Tech (TRT) director details 8.6% stake and recent share sale

Rhea-AI Filing Summary

Trio‑Tech International director Richard M. Horowitz filed an amended Schedule 13D reporting his ownership in the company’s common stock. He may be deemed to beneficially own 902,353 shares, including 237,569 options exercisable within 60 days, representing approximately 8.6% of the outstanding shares based on 10,298,449 shares as of June 18, 2026.

Horowitz holds the position for investment purposes and states he has no current plans related to major corporate actions such as mergers, recapitalizations, or changes in control. The filing notes that on December 16, 2025 he gifted 40,000 shares to trusts in which he has no beneficial interest, and on May 18, 2026 he disposed of 67,500 shares in an open‑market sale at a weighted average price of $18.1003 per share. He retains sole voting and dispositive power over his reported holdings and may buy or sell additional securities in the future subject to applicable laws.

Key Figures

Beneficial ownership: 902,353 shares Options exercisable: 237,569 options Ownership percentage: 8.6% +4 more

7 metrics

Beneficial ownership 902,353 shares Total shares beneficially owned including options

Options exercisable 237,569 options Options to purchase common stock exercisable within 60 days

Ownership percentage 8.6% Percent of common stock outstanding represented by Horowitz’s holdings

Shares outstanding 10,298,449 shares Common stock issued and outstanding as of June 18, 2026

Gifted shares 40,000 shares Shares gifted on December 16, 2025 to trusts with no beneficial ownership

Open market sale 67,500 shares at $18.1003 Shares disposed on May 18, 2026 at weighted average sale price

Sole voting power 902,353 shares Shares over which Horowitz has sole voting authority

Key Terms

beneficially own, options to purchase, open market sale, weighted average sale price, +2 more

6 terms

beneficially own financial

"Mr. Horowitz may be deemed to beneficially own an aggregate of 902,353 shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

options to purchase financial

"includes 664,784 shares of the Issuer's common stock ... and options to purchase 237,569 shares"

A legal right, usually in the form of a contract, that lets someone buy a specific asset—most often shares—at a set price within a fixed time period. Think of it like a reservation or coupon that guarantees today’s price for a future purchase; investors watch these because exercising the options can change how many shares exist, affect company ownership, and create potential gains or dilution for existing shareholders.

open market sale financial

"disposed of 67,500 shares of Common Stock in an open market sale at a weighted average sale price"

An open market sale is when a company or a shareholder sells shares through the regular stock market to any willing buyer, using ordinary exchange trading rather than private deals. It matters to investors because it increases the number of shares available and can push the price down or change ownership balance—think of it like someone putting extra items on a supermarket shelf for any shopper to buy, which can lower the item's price if supply suddenly grows.

weighted average sale price financial

"open market sale at a weighted average sale price of $18.1003"

sole voting power financial

"Sole power to vote: 902,353 Shared power to vote: 0"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Schedule 13D regulatory

"amends and supplements the statement on 13D originally filed on April 16, 2010"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

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Available on EDGAR 06/25/2026 - 01:49 PM Accepted by SEC EDGAR 06/25/2026 - 01:49 PM Learn about SEC filing dates

FAQ

What ownership stake does Richard M. Horowitz report in Trio-Tech International (TRT)?

Richard M. Horowitz reports beneficial ownership of approximately 8.6% of Trio‑Tech International’s common stock, or 902,353 shares. This total includes 237,569 options that are exercisable within 60 days, based on 10,298,449 shares outstanding as of June 18, 2026.

How many Trio-Tech (TRT) shares and options does Horowitz control under the amended 13D?

Horowitz may be deemed to beneficially own 902,353 shares of Trio‑Tech common stock. This figure consists of 664,784 shares of common stock plus 237,569 options to purchase additional shares that are exercisable within 60 days of the report date.

What recent Trio-Tech (TRT) share transactions did Horowitz disclose?

Horowitz disclosed two notable transactions. On December 16, 2025, he gifted 40,000 shares to trusts in which he has no beneficial ownership. On May 18, 2026, he disposed of 67,500 shares in an open‑market sale at a weighted average price of $18.1003 per share.

What is Richard M. Horowitz’s role at Trio-Tech International (TRT)?

Richard M. Horowitz is a director of Trio‑Tech International. His principal occupation is serving as President of Management Brokers Insurance Agency, which shares the same Beverly Drive business address listed as his contact location in the Schedule 13D/A filing.

Does Horowitz share voting or dispositive power over Trio-Tech (TRT) shares?

No, the filing states Horowitz has sole voting power and sole dispositive power over 902,353 shares of Trio‑Tech common stock. He reports zero shared voting power and zero shared dispositive power, indicating he alone controls the reported position.

What is the stated purpose of Horowitz’s Trio-Tech (TRT) share holdings?

Horowitz states he holds his Trio‑Tech common stock for investment. He reports no current plans or proposals relating to major corporate actions such as mergers, asset sales, recapitalizations, or changes in control, though he may buy or sell additional securities in the future.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

TRIO-TECH INTERNATIONAL

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

896712205

(CUSIP Number)

Richard M. Horowitz
1180 S. Beverly Drive, Suite 740
Los Angeles, CA, 90035
(310) 278-5943

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

12/16/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 896712205

1

Name of reporting person

HOROWITZ RICHARD M

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 902,353.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 902,353.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

902,353.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.6 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Note to Row 7, 9 and 11: Includes 664,784 shares of the Issuer's common stock, no par value ("Common Stock") and options to purchase 237,569 shares of Common Stock exercisable within 60 days of the date of this report. (2) Note to Row 13: Based on 10,298,449 shares of the Common Stock issued and outstanding as of June 18, 2026, based on corporate records of the Issuer.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, no par value
(b)	Name of Issuer: TRIO-TECH INTERNATIONAL
(c)	Address of Issuer's Principal Executive Offices: 16139 WYANDOTTE ST., VAN NUYS, CALIFORNIA , 91406.
Item 1 Comment: This Amendment No. 1 ("Amendment") to Schedule 13D amends and supplements the statement on 13D originally filed on April 16, 2010 by furnishing the information set forth below. Except as otherwise specified in this Amendment, all previous Items are unchanged. Capitalized terms used herein which are not defined herein have the meanings given to them in the Schedule 13D, as previously amended, filed with the Securities and Exchange Commission ("SEC").
Item 2.	Identity and Background
(a)	This Schedule 13D is being filed by Richard M. Horowitz, an individual.
(b)	The address of the Reporting Person for this filing is: 1180 S. Beverly Drive, Suite 740, Los Angeles, California 90035.
(c)	Mr. Horowitz is a director of the Company. Mr. Horowitz's principal occupation is as President of Management Brokers Insurance Agency, the principal business address of which 1180 S. Beverly Drive, Suite 740, Los Angeles, California 90035.
(d)	The Reporting Person was not, during the last five years, convicted of a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	The Reporting Person was not, during the last five years, a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Mr. Horowitz is a citizen of the United States of America.
Item 3.	Source and Amount of Funds or Other Consideration
	The securities reported herein include shares that were acquired by the Reporting Person through grants of shares by the Issuer from time to time and through the use of personal funds. Of the 902,353 shares deemed beneficially owned by Mr. Horowitz, 237,569 are subject to currently exercisable options.
Item 4.	Purpose of Transaction
	Mr. Horowitz holds the shares of Company Common Stock beneficially owned and deemed to be beneficially owned by him for investment. The Reporting Person has no current plans or proposals which relate to or would result in any of the matters described in paragraphs (a) though (j) of Item 4 of Schedule 13D. Mr. Horowitz may in the future acquire additional shares of Common Stock or other Issuer securities or dispose of some or all of the shares of Common Stock or other securities held by the Reporting Person in open-market transactions or privately negotiated transactions, on such terms and at such times as the Reporting Person may deem advisable subject to applicable securities law and regulations.
Item 5.	Interest in Securities of the Issuer
(a)	Mr. Horowitz may be deemed to beneficially own an aggregate of 902,353 shares of the Issuer's common stock, including 237,569 options to purchase shares of Common Stock (the "Options") exercisable within 60 days of the date of this report, representing approximately 8.56% of the Issuer's shares of common stock outstanding. The percentage of ownership of shares set forth in this Schedule 13D is based on 10,298,449 shares of the Common Stock issued and outstanding as of June 18, 2026, based on corporate records of the Issuer.
(b)	Sole power to vote: 902,353 Shared power to vote: 0 Sole power to dispose: 902,353 Shared power to dispose: 0
(c)	On December 16, 2025, Mr. Horowitz gifted an aggregate of 40,000 shares of Common Stock to trusts, of which Mr. Horowitz has no beneficial ownership. On May 18, 2026, Mr. Horowitz disposed of 67,500 shares of Common Stock in an open market sale at a weighted average sale price of $18.1003.
(d)	None.
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	None.
Item 7.	Material to be Filed as Exhibits.
	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

HOROWITZ RICHARD M

Signature:	/s/ Richard M.Horowitz
Name/Title:	Richard M.Horowitz
Date:	06/25/2026