Triton International (TRTN) issues 7.500% Series G perpetual preference shares

Rhea-AI Filing Summary

Triton International Limited has completed an offering of 7,000,000 shares of its 7.500% Series G Cumulative Redeemable Perpetual Preference Shares. Each share has a par value of $0.01 and a liquidation preference of $25.00 per share. The shares were issued under an underwriting agreement dated January 7, 2026 with a syndicate led by Wells Fargo Securities, BofA Securities, Morgan Stanley & Co., RBC Capital Markets and UBS Securities.

The offering was made under Triton’s effective shelf registration statement on Form F‑3, using a base prospectus and a January 7, 2026 prospectus supplement. Triton is also formally incorporating into that registration statement the underwriting agreement, the certificate of designations setting the detailed terms of the Series G shares, and a Bermuda legal opinion and consent on the validity of the securities. A press release announcing the pricing of the offering, dated January 7, 2026, is attached as an exhibit.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO SECTION 13A-16 OR 15D-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2026

Commission File Number: 001-37827

TRITON INTERNATIONAL LIMITED

(Exact name of registrant as specified in its charter)

Victoria Place, 5th Floor, 31 Victoria Street, Hamilton HM 10, Bermuda

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒   Form  40-F ☐

Consummation of the Offering of 7.500% Series G Cumulative Redeemable Perpetual Preference Shares.

On January 12, 2026, Triton International Limited (the “Company”) completed the offering (the “Offering”) of 7,000,000 of its 7.500% Series G Cumulative Redeemable Perpetual Preference Shares, par value $0.01 per share and with a liquidation preference of $25.00 per share (the “Series G Preference Shares”). The Series G Preference Shares were sold pursuant to the terms and conditions of that certain Underwriting Agreement dated January 7, 2026 (the “Underwriting Agreement”), among the Company and Wells Fargo Securities, LLC, BofA Securities, Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC, as representatives of the several underwriters listed in Schedule A thereto.

The Offering was made pursuant to the Company’s registration statement on Form F-3 (File No. 333-283474) (the “Registration Statement”) that was declared effective by the SEC on January 10, 2025, the base prospectus contained therein (the “Base Prospectus”) and the prospectus supplement dated January 7, 2026 (the “Prospectus Supplement”). The description of the terms of the Series G Preference Shares under the headings “Description of Share Capital” in the Base Prospectus and “Description of Series G Preference Shares” in the Prospectus Supplement is incorporated by reference herein. Such description of the terms of the Series G Preference Shares is not complete and is qualified in its entirety by reference to the complete text of the Certificate of Designations for the Series G Preference Shares, which is filed as Exhibit 4.1 hereto.

Incorporation By Reference

In connection with the Offering, the Company is filing this Current Report on Form 6-K (the “Current Report”) to incorporate by reference the following exhibits to the Registration Statement: (i) the Underwriting Agreement (Exhibit 1.1 to this Current Report), (ii) the Certificate of Designations (Exhibit 4.1 to this Current Report), and (iii) the opinion of Appleby (Bermuda) Limited, as counsel to the Company, regarding the validity of the Series G Preference Shares and the related consent (Exhibits 5.1 and 23.1 to this Current Report).

On January 7, 2026, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description of Exhibit
1.1		Underwriting Agreement dated January 7, 2026, by and between Triton International Limited and Wells Fargo Securities, LLC, BofA Securities, Inc., Morgan Stanley  & Co. LLC, RBC Capital Markets, LLC and UBS Securities LLC, as representatives of the several underwriters listed in Schedule A thereto.
4.1		Certificate of Designations of 7.500% Series G Cumulative Redeemable Perpetual Preference Shares of Triton International Limited.
5.1		Opinion of Appleby (Bermuda) Limited regarding the validity of the Series G Preference Shares.
23.1		Consent of Appleby (Bermuda) Limited (included in Exhibit 5.1).
99.1		Press Release dated January 7, 2026.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

				TRITON INTERNATIONAL LIMITED
Date: January 12, 2026				By:		/s/ Lily Colahan
						Name: Lily Colahan
						Title:  Vice President, General Counsel and Secretary

FAQ

What securities did Triton International Limited (TRTN) issue in this Form 6-K?

Triton International Limited issued 7,000,000 of its 7.500% Series G Cumulative Redeemable Perpetual Preference Shares, each with a par value of $0.01 and a liquidation preference of $25.00 per share.

How was Triton International Limited’s Series G preference share offering structured?

The Series G preference shares were sold under an underwriting agreement dated January 7, 2026, with Wells Fargo Securities, BofA Securities, Morgan Stanley & Co., RBC Capital Markets and UBS Securities acting as representatives of the underwriters.

Under what registration statement was Triton (TRTN)'s Series G offering made?

The offering was made under Triton’s registration statement on Form F-3 (File No. 333-283474), using the base prospectus and a prospectus supplement dated January 7, 2026.

What key documents related to Triton's Series G shares are incorporated by reference?

Triton is incorporating by reference the underwriting agreement (Exhibit 1.1), the Certificate of Designations for the Series G shares (Exhibit 4.1), and the legal opinion and related consent from Appleby (Bermuda) Limited (Exhibits 5.1 and 23.1).

What is the role of Appleby (Bermuda) Limited in Triton International Limited's Series G offering?

Appleby (Bermuda) Limited provided an opinion regarding the validity of the Series G Preference Shares, and its consent is also filed, supporting the legal status of the securities.

Did Triton International Limited disclose any information about pricing for the Series G offering?

Triton stated that it issued a press release on January 7, 2026 announcing the pricing of the Series G Preference Share offering, which is attached as Exhibit 99.1.