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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): September 4, 2024
TRINET GROUP, INC.
(Exact name of registrant as specified in its charter)
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Delaware | 001-36373 | 95-3359658 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
One Park Place, Suite 600 | | |
Dublin, | CA | | 94568 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (510) 352-5000
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:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | 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:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common stock par value $0.000025 per share | TNET | New York Stock Exchange |
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain
On September 4, 2024, Samantha Wellington resigned her position as Executive Vice President, Business Affairs, Chief Legal Officer, and Secretary of TriNet Group, Inc. (the “Company”) effective September 16, 2024. Ms. Wellington will continue her employment with TriNet USA, Inc., a wholly owned subsidiary of the Company, as a special advisor to the Chief Executive Officer of the Company, until October 4, 2024 (the period between and including September 16, 2024 and October 4, 2024 the “Transition Period”). Ms. Wellington’s compensation and benefits, as well as the terms of her agreement with TriNet USA, Inc., will remain unchanged during the Transition Period but for the aforementioned change to her title and role.
Item 8.01. Other Events.
Related to Ms. Wellington’s resignation, on September 5, 2024, the Company issued a press release announcing the appointment of Sidney Majalya as the Company’s Senior Vice President, Chief Legal Officer and Secretary, effective September 16, 2024, as well as Ms. Wellington’s resignation. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
On September 5, 2024, with effect on and from September 16, 2024, the Company’s Board of Directors designated Mr. Majalya as an executive officer of the Company under Rule 3b-7 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and as an officer of the Company under Section 16 of the Exchange Act. The Board also appointed Mr. Majalya as Secretary of the Company effective September 16, 2024.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit Number | Description |
99.1 | Press Release, dated September 5, 2024. |
104 | Cover Page Interactive Data File (embedded with the Inline XBRL document) |
INDEX TO EXHIBITS
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Exhibit Number | Description |
99.1 | |
104 | Cover Page Interactive Data File (embedded with the Inline XBRL document) |
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.
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| | | | | | | | | | | |
| | | TriNet Group, Inc. |
Date: | September 5, 2024 | By: | /s/ Samantha Wellington |
| | | Samantha Wellington |
| | | Executive Vice President, Business Affairs, Chief Legal Officer and Secretary |
TriNet Appoints Sidney Majalya as Chief Legal Officer and Announces Departure of Samantha Wellington
DUBLIN, Calif., September 5, 2024 — TriNet (NYSE: TNET) has announced the appointment of Sidney Majalya as Senior Vice President, Chief Legal Officer and Secretary, effective September 16. Majalya succeeds Samantha Wellington, Executive Vice President, Business Affairs, Chief Legal Officer and Secretary who is departing after eight years with the Company to pursue another opportunity.
Majalya brings 25 years of legal, risk and compliance experience in the technology and government sectors, most recently serving as TriNet’s Vice President and Deputy General Counsel. Before that, he was Executive Vice President, Chief Risk Officer and Deputy General Counsel at Binance U.S.
Prior to Binance U.S., Majalya held senior leadership roles at Intel, Uber Technologies and Oracle. He also previously served as a trial attorney in the Antitrust Division of the U.S. Department of Justice. Majalya earned a Bachelor of Arts from Dartmouth College and a Juris Doctor from Columbia Law School.
“I am pleased to announce the appointment of Sidney as our new Chief Legal Officer,” said Mike Simonds, TriNet President and CEO. “With his knowledge of TriNet and strong track record in legal, risk, and regulatory compliance, Sidney is uniquely qualified to step into this role. Beyond his technical expertise, Sidney is a strong, collaborative and inclusive leader who will be a terrific addition to our executive team. I look forward to partnering with him as we continue to grow our business in a high-quality and compliant way.”
Commenting on the departure of Wellington, Simonds said, "Samantha has built a very strong legal and compliance team at TriNet and has been a trusted advisor to our executive leadership and board of directors. In addition, Samantha has played a critical role in TriNet’s Environmental, Social, and Governance (ESG) work with a particularly strong impact in making TriNet a more inclusive and diverse organization at every level.” He added, “On behalf of TriNet, I want to thank Samantha for her many contributions over the past eight years and wish her much-continued success.”
About TriNet TriNet (NYSE: TNET) provides small and medium-size businesses (SMBs) with full-service industry-specific HR solutions, providing both professional employer organization (PEO) and human resources information system (HRIS) services. TriNet offers access to human capital expertise, benefits, risk mitigation, compliance, payroll, and R&D tax credit services, all enabled by industry-leading technology. TriNet's suite of products also includes services and software-based solutions to help streamline workflows by connecting HR, benefits, employee engagement, payroll and time & attendance. Rooted in more than 30 years of supporting entrepreneurs and adapting to the ever-changing modern workplace, TriNet empowers SMBs to focus on what matters most—growing their business and enabling their people. For more information, visit TriNet.com or follow us on Facebook, LinkedIn and Instagram.
| | | | | |
Investors: | Media: |
Alex Bauer | Renee Brotherton/Josh Gross |
TriNet | TriNet |
Alex.Bauer@TriNet.com | Renee.Brotherton@TriNet.com |
| Josh.Gross@TriNet.com |
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