SEC Form 4 · accession 0000937098-18-000157

TRINET GROUP, INC. · TNET

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Burton M. Goldfield

Officer — PRESIDENT, CEO and DIRECTOR · Director

Period of report

Aug 15, 2018

Accepted (ET)

Aug 17, 2018 · 9:38 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 Stock^F1,F2	Aug 9, 2018	G	53,976	$0.00	D	1,111,556	I	By Trust
Common Stock^F3	Aug 15, 2018	M	2,176	—	A	207,559	D
Common Stock^F3	Aug 15, 2018	M	8,617	—	A	216,176	D
Common Stock^F3	Aug 15, 2018	M	3,571	—	A	219,747	D
Common Stock^F4	Aug 15, 2018	F	8,425	$57.95	D	211,322	D
Common Stock	Aug 17, 2018	M	7,500	$1.4475	A	218,822	D
Common Stock	Aug 17, 2018	S	16,065	$56.87	D	202,757	D
Common Stock^F2	Aug 17, 2018	S	7,500	$56.87	D	1,104,056	I	By Trust
Common Stock^F6	Aug 17, 2018	S	2,563	$56.87	D	14,711	I	By Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F3,F7	—	Aug 15, 2018	M	2,176	D	—	—	Common Stock	2,176	4,352	D
Restricted Stock Units^F3,F8	—	Aug 15, 2018	M	8,617	D	—	—	Common Stock	8,617	43,084	D
Restricted Stock Units^F3,F9	—	Aug 15, 2018	M	3,571	D	—	—	Common Stock	3,571	35,704	D
Employee Stock Option (right to buy)^F10	$1.4475	Aug 17, 2018	M	7,500	D	—	Mar 13, 2023	Common Stock	7,500	4,471	D

Explanation of responses

F1Represents shares gifted to a 501(c)(3) exempt charitable foundation.
F10Option is subject to a 4-year vesting schedule, with 25% vesting upon the 12-month anniversary of February 1, 2013, and 1/48th of the total number of shares vesting each month thereafter. The Option is also subject to accelerated vesting upon certain events.
F2Reporting Person is a Trustee and shares voting and investment power over the shares held by Burton M. and Maud Carol Goldfield, Trustees, Burton M. Goldfield and Maud Carol Goldfield Trust, u/a/d 12/6/00.
F3Restricted Stock Units convert into common stock on a one-for-one basis.
F4These shares represent the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of the Restricted Stock Awards reported herein.
F5The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.
F6Reporting Person is a Trustee and shares voting and investment power over the shares held by Burton M. Goldfield and Maud Carol Goldfield, Trustees of the Alec Thunder Goldfield 2011 Irrevocable Trust.
F7On March 5, 2015, the Reporting Person was granted 34,816 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 January 4, 2016, the Reporting Person was granted 137,868 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.
F9On March 24, 2017, the Reporting Person was granted 57,126 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.