TRINET GROUP, INC. — Director's Dealing 2021

Nov 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRINET GROUP, INC. (TNET)
CIK: 0000937098
Period of Report: 2021-11-15

Reporting Person: Goldfield Burton M. (Director, PRESIDENT, CEO and DIRECTOR)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-27	Common Stock	G	10000	—	Disposed	392771	Indirect
2021-11-15	Common Stock	F	1302	$108.44	Disposed	214669	Direct
2021-11-15	Common Stock	F	1004	$108.44	Disposed	213665	Direct
2021-11-15	Common Stock	F	1906	$108.44	Disposed	211759	Direct
2021-11-15	Common Stock	F	1112	$108.44	Disposed	210647	Direct
2021-11-16	Common Stock	S	405	$106.6285	Disposed	392366	Indirect
2021-11-16	Common Stock	S	3762	$108.0536	Disposed	388604	Indirect
2021-11-17	Common Stock	M	2000	$10.98	Acquired	212647	Direct
2021-11-17	Common Stock	S	2000	$107.4918	Disposed	210647	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-17	Employee Stock Option (right to buy)	$10.98	M	2000	Disposed	2024-02-11	Common Stock (2000.0)	Direct

Footnotes

F1: Shares held directly by the Burton M. Goldfield and Maud Carol Goldfield Trust, u/a/d 12/6/00 (the "Trust"). The Reporting Person and his spouse serve as trustees and beneficiaries of the Trust.

F2: Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock award granted on March 8, 2018.

F3: Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock unit award granted on March 18, 2019.

F4: Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock unit award granted on February 28, 2020.

F5: Represents the shares withheld for satisfaction of a tax withholding obligation arising as a result of the vesting of a portion of the restricted stock unit award granted on March 15, 2021.

F6: The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.

F7: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $106.40 to $106.95, 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.

F8: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.41 to $108.25, 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.

F9: The exercise reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.

F10: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $107.2450 to $107.94, 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.

F11: Option is subject to a 4-year vesting schedule, with 25% vesting upon the 12-month anniversary of February 1, 2014, and 1/48th of the total number of shares vesting each month thereafter. The Option is also subject to accelerated vesting upon certain events.