Nimmer Timothy N 4

What Happened
Timothy N. Nimmer, SVP, Insurance Services & Operations at TriNet Group (TNET), acquired 405 shares on May 15, 2026 under the company's Employee Stock Purchase Plan at $34.44 per share (total $13,948). On the same date, 877 shares were withheld to satisfy tax withholding obligations tied to the vesting of restricted stock units (three withholding events at $39.64 per share, total value $34,764). The ESPP purchase is a routine employee acquisition; the withheld shares represent tax-withholding from RSU vesting rather than open-market sales.

Key Details

• Transaction date(s): May 15, 2026 (reported on Form 4 filed May 19, 2026). Filing appears timely.
• Purchases: 405 shares @ $34.44 = $13,948 (acquired under TriNet 2014 Employee Stock Purchase Plan; footnote F1).
• Withholdings/dispositions: 167 shares @ $39.64 = $6,620 (F3); 235 shares @ $39.64 = $9,315 (F4); 475 shares @ $39.64 = $18,829 (F5). Total withheld = 877 shares / $34,764.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Notable footnotes: F1 = ESPP acquisition exempt under Rule 16b-3(c)/(d). F3–F5 = shares withheld to satisfy tax obligations from RSU vesting on 7/15/2024, 3/21/2025 and 3/20/2026. F2 notes total beneficial ownership includes unvested RSUs but excludes unvested performance RSUs until earned.

Context

• The acquisition was via the Employee Stock Purchase Plan (routine payroll/plan purchase), and the disposals were tax-withholding related to vested RSUs—not open-market sales.
• These types of withholdings are common following RSU vesting and do not necessarily indicate a change in insider sentiment.