Trinity Capital Inc. — Director's Dealing 2020

Jul 1, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Trinity Capital Inc. (NONE)
CIK: 0001786108
Period of Report: 2020-05-22

Reporting Person: Brown Steve Louis (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-22	Common Stock	J	5397	—	Disposed	25108	Indirect
2020-06-19	Common Stock	J	40459	—	Disposed	8092	Indirect
2020-06-26	Common Stock	J	12514	—	Disposed	16192	Indirect

Footnotes

F1: The reporting person is hereby disclosing a delinquent transaction reportable on Form 4 that was not reported due to an inadvertent administrative oversight. In addition, in a Form 3 filed on March 16, 2020, Steven L. Brown reported direct ownership of 576,364 shares. This Form 4 hereby corrects such disclosure to reflect that of such shares, Mr. Brown directly owns 505,400 shares and was deemed to indirectly own 30,505 shares due to his control of Brown TCI, LLC ("Brown TCI"). On May 22, 2020, Brown TCI transferred ownership of 5,397 shares to an underlying member of Brown TCI in proportion to such member's ownership interest in Brown TCI. Such transfer was at $15.00 per share - the same price per share that Brown TCI acquired the shares. As a result of this transfer, Mr. Brown is deemed to indirectly own 25,108 shares through his control of Brown TCI. Of such 25,108 shares, Mr. Brown disclaims beneficial ownership of 21,510 shares.

F2: The reporting person is hereby disclosing a delinquent transaction reportable on Form 4 that was not reported due to an inadvertent administrative oversight. In addition, in a Form 3 filed on March 16, 2020, Mr. Brown reported direct ownership of 576,364 shares. This Form 4 hereby corrects such disclosure to reflect that of such shares, Mr. Brown directly owns 505,400 shares and was deemed to indirectly own 40,459 shares due to his control of Brown TCI II, LLC ("Brown TCI II"). On June 19, 2020, Brown TCI II transferred ownership of all of such shares to its underlying members in proportion to their ownership interests in Brown TCI II. Such transfers were at $15.00 per share - the same price per share that Brown TCI II acquired the shares.

F3: As a result of the transfers discussed in footnote 2 above, Brown TCI II no longer holds or owns any shares, and Mr. Brown is deemed to indirectly own 8,092 shares through The Steven and Patricia Brown Family Trust, dated March 19, 1998, a member of Brown TCI II that received ownership of such shares through such transfers.

F4: Mr. Brown was deemed to indirectly own 25,108 shares due to his control of Brown TCI. On June 26, 2020, Brown TCI transferred ownership of 12,514 shares to certain underlying members of Brown TCI in proportion to such members' ownership interests in Brown TCI. Such transfers were at $15.00 per share - the same price per share that Brown TCI acquired the shares. As a result of these transfers, Mr. Brown is deemed to indirectly own (i) 12,594 shares through his control of Brown TCI and (ii) 3,598 shares through The Steven and Patricia Brown Family Trust, dated March 19, 1998, a member of Brown TCI that received ownership of such shares through such transfers. Mr. Brown disclaims beneficial ownership of such 12,594 shares.