Form 8-K - Current report

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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): November 07, 2024

 

 

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: [phone]

 

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
7.00% Notes Due 2025		TRINL		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. ☐

 

 

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Item 8.01 Other Events.

On November 7, 2024, Trinity Capital Inc. (the “Company”) issued a press release announcing a stock repurchase program. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

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Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit Number		Description
99.1		Press Release dated November 7, 2024.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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:	November 7, 2024	By:	/s/ Kyle Brown
			Name: Kyle Brown Title: Chief Executive Officer

 

 

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Exhibit 99.1

 

 

 

Trinity Capital Inc. Announces Stock Repurchase Program

 

 

PHOENIX, November 7, 2024 – Trinity Capital Inc. (Nasdaq: TRIN) (“Trinity” or the “Company”), a leading provider of diversified financial solutions to growth-oriented companies, today announced that its board of directors has authorized a program for the purpose of repurchasing up to $30 million worth of the Company’s common stock.

 

Under the repurchase program, Trinity may, but is not obligated to, repurchase its outstanding common stock in the open market from time to time, provided that Trinity complies with applicable policies and laws, including certain price, market, volume, and timing constraints specified in Rule 10b-18 of the Securities Exchange Act of 1934, as amended. Unless amended or extended by Trinity’s board of directors, the Company expects the repurchase program to be in place until the earlier of November 7, 2025, or until $30 million of Trinity’s outstanding shares of common stock have been repurchased.

 

The Company’s board of directors authorized the repurchase program because it believes sustained macroeconomic pressures and other market factors may cause the Company’s common stock to be undervalued from time to time, especially relative to the Company’s performance and its peers, and that such repurchase demonstrates the Company’s stability and strength, including the resilience and creditworthiness of its portfolio. The timing and number of shares to be repurchased will depend on a number of factors, including market conditions and alternative investment opportunities. In addition, any repurchases will be conducted in accordance with the Investment Company Act of 1940, as amended. The Company has not yet been active in the repurchase program and there are no assurances that it will engage in repurchases, but if market conditions warrant, Trinity now has the ability to take advantage of situations where the Company’s management believes share repurchases would be advantageous to the Company and to its shareholders.

 

About Trinity Capital Inc.

 

Trinity Capital Inc. (Nasdaq: TRIN), an internally managed business development company, is a leading provider of diversified financial solutions to growth-oriented companies with institutional equity investors. Trinity Capital’s investment objective is to generate current income and, to a lesser extent, capital appreciation through investments, including term loans and equipment financings and equity-related investments. Trinity Capital believes it is one of only a select group of specialty lenders that has the depth of knowledge, experience and track record in lending to growth stage companies. For more information, please visit the Company's website at www.trinitycap.com.

 

 

 

 

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Forward-Looking Statements

This press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission ("SEC"). The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release. More information on risks and other potential factors that could affect the Company's financial results, including important factors that could cause actual results to differ materially from plans, estimates or expectations included herein or on the webcast/conference call, is included in the Company's filings with the SEC, including in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of the Company's most recently filed annual report on Form 10-K and subsequent SEC filings.

 

Contact

Ben Malcolmson
Head of Investor Relations
Trinity Capital Inc.
[e-mail]

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Cover	Nov. 07, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 07, 2024
Entity File Number	001-39958
Entity Registrant Name	TRINITY CAPITAL INC.
Entity Central Index Key	0001786108
Entity Tax Identification Number	35-2670395
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	1 N. 1st Street
Entity Address, Address Line Two	Suite 302
Entity Address, City or Town	Phoenix
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85004
City Area Code	480
Local Phone Number	374-5350
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock, par value $0.001 per share
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	TRIN
Security Exchange Name	NASDAQ
7.00% Notes Due 2025
Title of 12(b) Security	7.00% Notes Due 2025
Trading Symbol	TRINL
Security Exchange Name	NASDAQ
7.875% Notes Due 2029
Title of 12(b) Security	7.875% Notes Due 2029
Trading Symbol	TRINZ
Security Exchange Name	NASDAQ
7.875% Notes Due 2029
Title of 12(b) Security	7.875% Notes Due 2029
Trading Symbol	TRINI
Security Exchange Name	NASDAQ

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