SEC Form 4 · accession 0001214659-15-000308

TRINET GROUP, INC. · TNET

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

Reporting owner

Gregory L Hammond

Officer — EVP and CHIEF LEGAL OFFICER

Period of report

Jan 9, 2015

Accepted (ET)

Jan 13, 2015 · 3:31 pm EST

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^F6	Nov 13, 2014	G	1,500	$0.00	D	321,428	I	The Gregory Lewis Hammond Living Trust
Common Stock^F6	Nov 13, 2014	G	3,000	$0.00	D	318,428	I	The Gregory Lewis Hammond Living Trust
Commonn Stock	Nov 13, 2014	G	1,500	$0.00	A	1,500	I	By Daughter
Common Stock^F3,F6	Jan 9, 2015	S	30,000	$32.8466	D	288,428	I	The Gregory Lewis Hammond Living Trust
Common Stock	Jan 9, 2015	M	2,000	$0.50	A	2,000	D
Commonn Stock^F4	Jan 9, 2015	S	2,000	$33.2565	D	0	D
Common Stock	Jan 9, 2015	M	1,000	$1.4475	A	1,000	D
Common Stock^F5	Jan 9, 2015	S	1,000	$33.237	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F7	$0.50	Jan 9, 2015	M	2,000	D	—	Feb 9, 2022	Common Stock	2,000	26,506	D
Employee Stock Option (right to buy)^F8	$1.4475	Jan 9, 2015	M	1,000	D	—	Mar 13, 2023	Common Stock	1,000	26,000	D

Explanation of responses

F1This transaction involved a gift of securities by the reporting person to his daughter, who shares reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his daughter, and this report should not be deemed an admission that the reporting person is the beneficial owner of his daughter's shares for purposes of Section 16 or for any other purpose.
F2The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on December 8, 2014.
F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.51 to $33.32, 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 in footnote (3) to this Form 4.
F4The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.15 to $33.31, 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 in footnote (4) to this Form 4.
F5The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.15 to $33.29, 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 in footnote (5) to this Form 4.
F6The reporting person is the trustee of the Gregory Lewis Hammond Living Trust and has sole voting and dispositive power over the shares held by the trust.
F7Option is subject to a 4-year vesting schedule, with 25% vesting upon the 12-month anniversary of February 9, 2012, and 1/48th of the total number of shares vesting each month thereafter. The option is also subject to accelerated vesting upon certain events.
F8Option 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.