SEC Form 4 · accession 0000937098-18-000154
TRINET GROUP, INC. · TNET
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brady Mickelsen
Officer — SVP, CLO & SECRETARY
Period of report
Aug 15, 2018
Accepted (ET)
Aug 17, 2018 · 9:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000937098
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 15, 2018 | M | 5,000 | — | A | 61,583 | D | |
| Common StockF1 | Aug 15, 2018 | M | 4,924 | — | A | 66,507 | D | |
| Common StockF1 | Aug 15, 2018 | M | 824 | — | A | 67,331 | D | |
| Common StockF2 | Aug 15, 2018 | F | 5,575 | $57.95 | D | 61,756 | D | |
| Common StockF4 | Aug 17, 2018 | S | 3,800 | $56.8668 | D | 57,956 | D | |
| Common StockF5 | Aug 17, 2018 | S | 1,202 | $57.5032 | D | 56,754 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F6 | — | Aug 15, 2018 | M | 5,000 | D | — | — | Common Stock | 5,000 | 20,000 | D |
| Restricted Stock UnitsF1,F7 | — | Aug 15, 2018 | M | 4,924 | D | — | — | Common Stock | 4,924 | 24,620 | D |
| Restricted Stock UnitsF1,F8 | — | Aug 15, 2018 | M | 824 | D | — | — | Common Stock | 824 | 8,245 | D |
Explanation of responses
- F1Restricted Stock Units convert into common stock on a one-for-one basis.
- F2These shares represent the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of the Restricted Stock Units and Restricted Stock Awards reported herein.
- F3The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.
- F4The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.410 to $57.360, inclusive. The Reporting Person undertakes to provide to TriNet Group, Inc., any security holder of TriNet Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
- F5The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.450 to $57.570, inclusive. The Reporting Person undertakes to provide to TriNet Group, Inc., any security holder of TriNet Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
- F6On August 21, 2015, the Reporting Person was granted 80,000 Restricted Stock Units, subject to a 4-year vesting schedule: one-fourth of the total number of shares vesting on the first anniversary of the grant date, and thereafter one-sixteenth of the total number of shares vesting quarterly on the 15th day of the second month of each calendar quarter following the grant date. The Restricted Stock Units are also subject to accelerated vesting upon certain events.
- F7On January 4, 2016, the Reporting Person was granted 78,782 Restricted Stock Units, subject to a 4-year vesting schedule: one-sixteenth of the total number of shares vesting quarterly on the 15th day of the second month of each calendar quarter following the grant date. The Restricted Stock Units are also subject to accelerated vesting upon certain events.
- F8On March 24, 2017, the Reporting Person was granted 13,191 Restricted Stock Units, subject to a 4-year vesting schedule: one-sixteenth of the total number of shares vesting quarterly on the 15th day of the second month of each calendar quarter following the grant date. The Restricted Stock Units are also subject to accelerated vesting upon certain events.