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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): June 4, 2024
 
Logo.jpg
TRINET GROUP, INC.
(Exact name of registrant as specified in its charter)
 
Delaware001-3637395-3359658
(State or other jurisdiction of
incorporation or organization)		(Commission File Number)(I.R.S. Employer
Identification No.)
One Park Place, Suite 600
Dublin, CA94568
(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:
☐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 classTrading Symbol(s)Name of each exchange on which registered
Common stock par value $0.000025 per shareTNETNew 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 Officers

On June 4, 2024, TriNet Group, Inc. (the “Company”) entered into a transition agreement (the “Transition Agreement”) with Alexander Warren, the Company’s Senior Vice President, Chief Revenue Officer, who will be departing the Company effective on or around September 1, 2024 (the “Separation Date”).

During the period beginning on June 3, 2024 and ending on the Separation Date (such period, the “Transition Period”), Mr. Warren has agreed to provide transition services to the Company in his current capacity or, at the election of the Company, as special advisor to the Company.

Mr. Warren’s compensation and benefits remain unchanged during the Transition Period. Subject to Mr. Warren’s execution and non-revocation of a general release of claims against the Company on or shortly following the Separation Date, his continued employment through the end of the Transition Period, and his compliance with certain covenants set forth in the Transition Agreement, Mr. Warren will receive the separation payments and benefits to which he is entitled under the Company’s Amended and Restated Executive Severance Benefit Plan, which consist of (i) an amount equal to 12 months of his base salary, (ii) Company-paid or reimbursed premiums for continued healthcare coverage under COBRA for up to 12 months, and (iii) accelerated vesting of the portion of Mr. Warren’s unvested time-based Company equity awards as if Mr. Warren’s employment had continued for 12 months following the Separation Date.

The foregoing description of the Transition Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Transition Agreement, a copy of which will be filed concurrently with filing of the Company’s next quarterly report on Form 10-Q.

Item 8.01. Other Events.

On June 5, 2024, the Company issued a press release announcing the appointment of Timothy Nimmer as the Company’s Senior Vice President, Insurance Services and Operations, effective June 24, 2024, as well as Mr. Warren’s unrelated transition. 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 June 3, 2024, with effect on and from June 24, 2024, the Company’s Board of Directors designated Mr. Nimmer 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, effective June 24, 2024.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Number
Description
99.1
Press Release, dated June 5, 2024.
104
Cover Page Interactive Data File (embedded with the Inline XBRL document)


INDEX TO EXHIBITS

Exhibit
Number		Description
99.1
104Cover 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.
TriNet Group, Inc.
Date:June 5, 2024By:/s/ Samantha Wellington
Samantha Wellington
Executive Vice President, Business Affairs, Chief Legal Officer and Secretary







TriNet Appoints Tim Nimmer as
Senior Vice President, Insurance Services and Operations

Separately, the Company Also Announced the Departure of Chief Revenue Officer, Alex Warren

Dublin, CA June 5, 2024 — TriNet (NYSE: TNET), a leading provider of comprehensive human resources solutions for small and medium-size businesses (SMBs), today announced that Tim Nimmer has been appointed Senior Vice President, Insurance Services and Operations, effective June 24. Nimmer will report directly to TriNet President and CEO Mike Simonds.

“Employee benefits are without question a primary concern for our customers—the small and medium-sized businesses that drive our economy,” said Simonds. “As costs continue to climb and the complexity of employee benefits increases, it is critical we have the best possible talent, processes, and technology behind our offering. TriNet is very fortunate to have a leader with Tim’s experience, not only in actuarial and underwriting, but in digital, analytics, and transformation. I look forward to working with Tim to further shape our insurance strategy over the coming months with a goal of creating value for our customers and fueling above-market growth.”

Nimmer was most recently SVP, Chief Actuary, Underwriting, Digitalization and Transformation Solutions at leading insurance company Aetna Inc. where he led the Company’s pricing, underwriting and digital transformation, supporting more than $100B in revenue and 26 million members. Prior to Aetna, Nimmer served as Aon’s Global Chief Actuary with oversight for all pricing, underwriting, analytics and innovation for one of the world’s leading insurance brokerages.

“I am thrilled to join TriNet and help build on its success and meet the ever-evolving needs of its SMB customers,” said Nimmer. “With healthcare, workers compensation, and other employee benefit programs top of mind for SMBs, I look forward to working with Mike and the TriNet team to create solutions that benefit our customer base and differentiate TriNet in the marketplace.”

Separately, TriNet announced that Alex Warren will depart the Company. Warren, who has been working with the Company since 2016, has served as its Chief Revenue Officer and previously held the role of Senior Vice President of Customer Experience.

“I would like to thank Alex for his many contributions which have helped to drive TriNet’s success,” said Simonds. “On behalf of everyone at TriNet, I wish Alex all the best in his future endeavors. He leaves behind a strong team focused on continuing the momentum we’ve built in new sales and customer retention.”

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

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Cover Cover
Jun. 04, 2024
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Entity File Number 001-36373
Entity Tax Identification Number 95-3359658
Entity Address, Postal Zip Code 94568
City Area Code 510
Local Phone Number 352-5000
Document Type 8-K
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