Trinity Capital Inc. — Proxy Solicitation & Information Statement 2024

Apr 26, 2024

DEFA14A 1 ea0204635-02_defa14a.htm DEFA14A

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

| Filed
by the Registrant ☒ | |
| --- | --- |
| Filed
by a Party other than the Registrant ☐ | |
| Check
the appropriate box: | |
| ☐ | Preliminary
Proxy Statement |
| ☐ | Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive
Proxy Statement |
| ☒ | Definitive
Additional Materials |
| ☐ | Soliciting
Material under §240.14a-12 |

TRINITY CAPITAL INC.

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(Name of Registrant as Specified In Its Charter)

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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒	No fee required.
☐	Fee
paid previously with preliminary materials.
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14(a)-6(i)(1) and 0-11.

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Your Vote Counts! TRINITY CAPITAL INC. 2024 Annual Meeting Vote by June 11, 2024 11:59 PM ET TRINITY CAPITAL INC. 1 N. 1ST STREET, STE. 302 PHOENIX, AZ 85004 You invested in TRINITY CAPITAL INC. and it's time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on June 12, 2024. Get informed before you vote View the Annual Report on Form 10 - K, Notice & Proxy Statement online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 29, 2024. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1 - 800 - 579 - 1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. Smartphone users Point your camera here and vote without entering a number I Vote Virtually at the Meeting June 12, 2024 9:00 AM PDT Virtually at: www.virtualshareholdermeeting.com/TRIN2024 Please check the meeting materials for any special requirements for meeting attendance.

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Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. Voting Items 1. Election of Directors Nominees: 1a. Kyle Brown Board Recommends 1b. Richard P. Hamada 0 For 2. To approve an amendment to the 2019 Trinity Capital Inc. Long - Term Incentive Plan. 0 For 3. To approve an amendment to the Trinity Capital Inc. 2019 Non - Employee Director Restricted Stock Plan. 0 For 4. To ratify the selection of Ernst & Young LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. O For NOTE: Such other business as may properly come before the meeting or any adjournment thereof. Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click "Sign up for E - delivery".

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