TRIMBLE INC.·4

Apr 16, 4:48 PM ET

PAINTER ROBERT G 4

4 · TRIMBLE INC. · Filed Apr 16, 2026

Research Summary

AI-generated summary of this filing

Updated

Trimble (TRMB) CEO Robert Painter Exercises Awards, Sells Shares

What Happened

  • Robert G. Painter, President & CEO of Trimble (TRMB), received a large grant/award and exercised/converted performance rights/options on April 14–15, 2026, resulting in the acquisition of 238,746 shares with an aggregate value of about $15.88M.
  • Concurrently he disposed of 111,953 shares (mostly to satisfy tax withholding) valued at roughly $6.95M, and sold 7,500 shares in an open‑market 10b5‑1 plan transaction for $502,050. Net effect: Painter acquired ~126,793 shares (net value increase ≈ $8.43M).

Key Details

  • Transaction dates and prices:
    • 2026-04-14: Open-market sale of 7,500 shares @ $66.94 = $502,050 (F1: executed under a 10b5‑1 plan).
    • 2026-04-15: Grants/awards and exercises totaling 238,746 shares @ ~$66.51 average = ≈ $15,878,997.
    • 2026-04-15: Tax withholding/other dispositions of 111,953 shares @ $66.51 = ≈ $6,947,168 (company retained shares to cover tax obligations; F3).
  • Footnotes of note:
    • Performance rights (ARR and TSR) vested based on a Combined Attainment Factor of 132.83% (ARR 136.43%, TSR 102.24%, People & Planet modifier 3.87%) (F2, F4).
    • Several restricted stock units vest 33.3% annually over 3 years from vest commencement dates of April 15, 2023, 2024 and 2025 (F5–F7).
  • Shares owned after the transactions: not specified in the filing.
  • Filing timeliness: Form 4 filed April 16, 2026 for trades on April 14–15, 2026 — appears timely (no late‑filing flag).

Context

  • These transactions reflect awards and the exercise/conversion of derivative awards (performance rights/RSUs/options). Many shares were retained by the company to cover tax withholding (i.e., net settlement), and a small portion was sold under a pre‑existing 10b5‑1 plan.
  • For retail investors: awards/exercises increase insider shareholdings and may reflect vested compensation paid out after performance metrics were met; the small open‑market sale was pre‑arranged under a 10b5‑1 plan and is routine.

Insider Transaction Report

Form 4
Period: 2026-04-14
PAINTER ROBERT G
DirectorPresident & CEO
Transactions
  • Sale

    Common Stock

    [F1]
    2026-04-14$66.94/sh7,500$502,05011,897.204 total
  • Award

    Common Stock

    [F2]
    2026-04-15$66.51/sh+140,809$9,365,207152,706.204 total
  • Tax Payment

    Common Stock

    [F3]
    2026-04-15$66.51/sh61,604$4,097,28291,102.204 total
  • Award

    Common Stock

    [F4]
    2026-04-15$66.51/sh+46,937$3,121,780138,039.204 total
  • Tax Payment

    Common Stock

    [F3]
    2026-04-15$66.51/sh20,535$1,365,783117,504.204 total
  • Exercise/Conversion

    Common Stock

    2026-04-15$66.51/sh+19,631$1,305,658137,135.204 total
  • Tax Payment

    Common Stock

    2026-04-15$66.51/sh8,589$571,254128,546.204 total
  • Exercise/Conversion

    Common Stock

    2026-04-15$66.51/sh+16,085$1,069,813144,631.204 total
  • Tax Payment

    Common Stock

    2026-04-15$66.51/sh7,038$468,097137,593.204 total
  • Exercise/Conversion

    Common Stock

    2026-04-15$66.51/sh+15,284$1,016,539152,877.204 total
  • Tax Payment

    Common Stock

    2026-04-15$66.51/sh6,687$444,752146,190.204 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F5]
    2026-04-1519,6310 total
    Exercise: $0.00Exp: 2026-04-15Common Stock (19,631 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F6]
    2026-04-1516,08516,085 total
    Exercise: $0.00Exp: 2027-04-15Common Stock (16,085 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F7]
    2026-04-1515,28430,568 total
    Exercise: $0.00Exp: 2028-04-15Common Stock (15,284 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    210,846
Footnotes (7)
  • [F1]The sale was effected by Mr. Painter pursuant to a rule 10b5-1 sale plan effective February 20, 2025.
  • [F2]Each Performance right (ARR) represented a contingent right to receive a share of common stock based upon Trimble's Combined Attainment Factor of 132.83%. Combined Attainment Factor consists of Annual Recurring Revenue performance of 136.43%, Total Shareholder Return of 102.24% and People & Planet modifier of 3.87%.
  • [F3]These shares were retained by the Company in order to meet the tax withholding obligations of the award-holder in connection with the vesting of an installment of the restricted stock award. The amount retained by the Company was not in excess of the amount of the tax liability.
  • [F4]Each Performance right (TSR) represented a contingent right to receive a share of common stock based upon Trimble's Combined Attainment Factor of 132.83%. Combined Attainment Factor consists of Annual Recurring Revenue performance of 136.43%, Total Shareholder Return of 102.24% and People & Planet modifier of 3.87%.
  • [F5]33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2023.
  • [F6]33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2024.
  • [F7]33.3% of these restricted stock units will vest annually over a 3 year period from vest commencement date of April 15, 2025.
Signature
/s/ Paul Rimas, as Attorney-in-Fact|2026-04-16

Documents

1 file
  • 4
    wk-form4_1776372528.xmlPrimary

    FORM 4