Sec Form 4 Filing - Kundich Ronald @ Trinity Capital Inc. - 2025-03-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Kundich Ronald
2. Issuer Name and Ticker or Trading Symbol
Trinity Capital Inc. [ TRIN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Credit Officer
(Last) (First) (Middle)
C/O TRINITY CAPITAL INC., 1 N. 1ST STREET, SUITE 302
3. Date of Earliest Transaction (MM/DD/YY)
03/14/2025
(Street)
PHOENIX, AZ85004
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 03/14/2025 F( 1 ) 5,548 D $ 15.83 220,576 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Employee Stock Option (right to buy) $ 15.83 03/14/2025 A 300,000 ( 2 ) 03/13/2035 Common Stock 300,000 $ 0 300,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kundich Ronald
C/O TRINITY CAPITAL INC.
1 N. 1ST STREET, SUITE 302
PHOENIX, AZ85004
Chief Credit Officer
Signatures
/s/ Sarah Stanton, on behalf of Ron Kundich 03/18/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares withheld to satisfy the reporting person's tax obligations in connection with vesting of restricted shares on March 14, 2025. Transaction exempt from Section 16(b) pursuant to Rule 16b-3.
( 2 )If at any time on or prior to March 14, 2026 the volume weighted average trading price ("VWAP") per share of Trinity Capital Inc.'s common stock (the "Stock") on any established stock exchange or national market system for ninety (90) consecutive calendar days ending on the last trading day preceding the applicable day is equal to or greater than $23.75, then, provided that Mr. Kundich remains in the continuous employment of Trinity Capital Inc. through the applicable vesting date (subject to certain limited exceptions), the stock option will vest as follows: 25% on March 14, 2026 with the remaining 75% vesting pro rata over the twelve full calendar quarters immediately following March 14, 2026. For the avoidance of doubt, both the VWAP condition and the service condition must be satisfied for the stock option to vest in accordance with its terms.

Remarks:
Sarah Stanton is signing on behalf of Mr. Kundich pursuant to the power of attorney dated September 17, 2021, which was previously filed with the Securities and Exchange Commission as an exhibit to the Form 4 Mr. Kundich filed on September 17, 2021.

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).

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