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    Trinity Capital Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    6/16/25 5:10:49 PM ET
    $TRIN
    Finance: Consumer Services
    Finance
    Get the next $TRIN alert in real time by email
    false 0001786108 0001786108 2025-06-12 2025-06-12 0001786108 TRIN:CommonStockParValue0.001PerShareMember 2025-06-12 2025-06-12 0001786108 TRIN:Sec7.875NotesDue2029Member 2025-06-12 2025-06-12 0001786108 TRIN:Sec7.875NotesDue2029aMember 2025-06-12 2025-06-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549

     

     

     

    FORM 8-K

     

     

     

    CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported): June 12, 2025

     

     

     

    TRINITY CAPITAL INC.

    (Exact name of Registrant as Specified in Its Charter)

     

     

     

    Maryland   001-39958   35-2670395
    (State or Other Jurisdiction
    of Incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    1 N. 1st Street

    Suite 302

       
    Phoenix, Arizona   85004
    (Address of Principal Executive Offices)   (Zip Code)

     

    Registrant’s Telephone Number, Including Area Code: (480) 374-5350

     

    Not Applicable

    (Former Name or Former Address, if Changed Since Last Report)

     

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 

     

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
       
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
       
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
       
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class   Trading Symbol(s)   Name of each exchange on which registered
    Common Stock, par value $0.001 per share   TRIN   Nasdaq Global Select Market
    7.875% Notes Due 2029   TRINZ   Nasdaq Global Select Market
    7.875% Notes Due 2029   TRINI   Nasdaq Global Select Market

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). 

     

    Emerging growth company ☒

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

     

    Item 5.07. Submission of Matters to a Vote of Security Holders.

     

    On June 12, 2025, Trinity Capital Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company submitted two matters to the vote of its stockholders, each of which is described in detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on May 1, 2025. As of the close of business on April 15, 2025, the record date for the Annual Meeting, there were 64,654,247 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the Company’s stockholders at the Annual Meeting is set forth below.

     

    Proposal 1: Election of Directors

     

    The Company’s stockholders re-elected two directors to the Board of Directors to serve until the 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. The following votes were taken in connection with this proposal:

     

    Name  For   Against   Abstain   Broker
    Non-Votes
     
    Irma Lockridge   18,880,146    4,287,274    1,022,369    23,474,927 
    Steven L. Brown   22,674,479    499,662    1,015,648    23,474,927 

     

    Proposal 2: Ratify the selection of Ernst & Young LLP

     

    The Company’s stockholders approved the ratification of the selection of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The following vote was taken in connection with this proposal:

     

    For  Against  Abstain
    45,803,934  804,366  1,056,416

     

    1

     

    Item 9.01 Financial Statements and Exhibits.

     

    (d) Exhibits:

     

    Exhibit Number   Description
    104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

     

    2

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

      Trinity Capital Inc.
         
    Date: June 16, 2025 By:  /s/ Kyle Brown
        Kyle Brown
    Chief Executive Officer

     

    3

     

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