TRINET GROUP, INC. — Director's Dealing 2022

Mar 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRINET GROUP, INC. (TNET)
CIK: 0000937098
Period of Report: 2022-03-22

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-22	Common Stock	S	4167	$93.9317	Disposed	420364	Indirect
2022-03-22	Common Stock	G	6929	—	Disposed	195159	Direct
2022-03-22	Common Stock	G	6929	—	Acquired	427293	Indirect
2022-03-23	Common Stock	A	35800	—	Acquired	230959	Direct
2022-03-24	Common Stock	M	2000	$10.98	Acquired	232959	Direct
2022-03-24	Common Stock	S	2000	$92.7018	Disposed	230959	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-24	Employee Stock Option (right to buy)	$10.98	M	2000	Disposed	2024-02-11	Common Stock (2000.0)	Direct

Footnotes

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

F2: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.45 to $94.36, 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.

F3: 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.

F4: Represents a grant of a restricted stock unit award. The restricted stock unit award is 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 unit award is also subject to accelerated vesting upon certain events.

F5: The exercise reported on this Form 4 were effected pursuant to a 10b5-1 trading plan previously established.

F6: The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.22 to $93.2050, 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.

F7: 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.