TRINET GROUP, INC. — Director's Dealing 2021

May 27, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRINET GROUP, INC. (TNET)
CIK: 0000937098
Period of Report: 2021-05-24

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-24	Common Stock	M	2000	$10.98	Acquired	223295	Direct
2021-05-24	Common Stock	S	217	$77.6763	Disposed	223078	Direct
2021-05-24	Common Stock	S	1783	$78.4742	Disposed	221295	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-24	Employee Stock Option (right to buy)	$10.98	M	2000	Disposed	2024-02-11	Common Stock (2000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	436102	Indirect

Footnotes

F1: The exercise reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.

F2: The sales reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.

F3: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.10 to $78.09, 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.

F4: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.10 to $78.82, 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.

F5: 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.

F6: 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.