TRINET GROUP, INC. — Director's Dealing 2018

Feb 21, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRINET GROUP INC (TNET)
CIK: 0000937098
Period of Report: 2018-02-17

Reporting Person: AGI-T, L.P. (N/A)
Reporting Person: Angelakis Michael J (N/A)
Reporting Person: Atairos Partners GP, Inc. (N/A)
Reporting Person: Atairos Partners, L.P. (N/A)
Reporting Person: Atairos Group, Inc. (N/A)
Reporting Person: A-T Holdings GP, LLC (N/A)
Reporting Person: A-A SMA, L.P. (N/A)
Reporting Person: A-A SMA GP, LLC (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-17	Common Stock	M	7588	—	Acquired	7677	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-17	Restricted Stock Units	$	M	7588	Disposed		Common Stock (7588)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17691312	Indirect
Common Stock	1813022	Indirect

Footnotes

F1: Restricted Stock Units convert into common stock, par value $0.000025 per share (the "Common Stock"), on a one-for-one basis.

F2: Michael J. Angelakis directly beneficially owns 7,677 shares of Common Stock. The Restricted Stock Units reported herein were granted to Michael J. Angelakis in his capacity as a director of the Issuer.

F3: This Form 4 is being filed by more than one Reporting Person. A-T Holdings GP, LLC is the general partner of AGI-T, L.P. Atairos Group, Inc. is the sole member and manager of A-T Holdings GP, LLC and the sole limited partner of AGI-T, L.P. A-A SMA GP, LLC is the general partner of A-A SMA, L.P. Atairos Group, Inc. is the sole member and manager of A-A SMA GP, LLC and the sole limited partner of A-A SMA, L.P. Atairos Partners, L.P. is the sole voting shareholder of Atairos Group, Inc. Atairos Partners GP, Inc. is the general partner of Atairos Partners, L.P. Michael J. Angelakis directly or indirectly controls a majority of the voting power of Atairos Partners GP, Inc. and serves on the board of directors of the Issuer. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.

F4: AGI-T, L.P. directly beneficially owns 17,691,312 shares of the Common Stock.

F5: A-A SMA, L.P. directly beneficially owns 1,813,022 shares of Common Stock.

F6: The Restricted Stock Units vested 100% on February 17, 2018. The Restricted Stock Units are also subject to accelerated vesting upon certain events.