Sec Form 4 Filing - Biesterfeld Robert C Jr @ TRINITY INDUSTRIES INC - 2022-06-23

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Biesterfeld Robert C Jr
2. Issuer Name and Ticker or Trading Symbol
TRINITY INDUSTRIES INC [ NYSE/TRN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
14221 N DALLAS PARKWAY, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2022
(Street)
DALLAS, TX75254
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/23/2022 P 49 ( 1 ) A $ 23.84 49 I By the Robert C. Biesterfeld Jr. Revocable Trust
Common Stock 09/30/2022 S 38 ( 1 ) D $ 21.35 11 I By the Robert C. Biesterfeld Jr. Revocable Trust
Common Stock 03/17/2023 P 24 ( 1 ) A $ 22.06 35 I By the Robert C. Biesterfeld Jr. Revocable Trust
V
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Trinity Phantom Stock Units $ 0 12/31/2024 A 776 ( 2 ) ( 2 ) Common Stock 776 $ 35.1 8,808 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Biesterfeld Robert C Jr
14221 N DALLAS PARKWAY
SUITE 1100
DALLAS, TX75254
X
Signatures
Phillip M. Kim For: Robert C. Biesterfeld Jr. 01/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Biesterfeld holds 35 shares of the common stock of Trinity Industries, Inc. (the "Company") through the Robert C. Biesterfeld Jr. Revocable Trust, of which he is the trustee and beneficiary. The trust's investments are actively managed by a third-party investment manager. At the time Mr. Biesterfeld joined the Company's Board of Directors on September 7, 2022, the trust held 49 shares of Company stock, which were inadvertently omitted from the Form 3 filed regarding his initial ownership of Company stock. The third-party investment manager erroneously executed the transactions described above during September 2022 and March 2023 contrary to Mr. Biesterfeld's instructions. Ownership of these shares and the related transactions were recently discovered, leading to this disclosure.
( 2 )The Trinity Phantom Stock Units were accrued under the Trinity Industries, Inc. Deferred Plan for Directors Fees. Stock units are converted at "1 - for - 1" (a rate of one stock unit per one share of Trinity common stock). Settlement of the account will be in cash after the reporting person's retirement.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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