Independent
Tenure on this board
9.3 yrs
Also a director at
Exxon Mobil Corp (XOM)Lucky Strike Entertainment Corp (LUCK)American Express Co (AXP)
4 nominees · 3 ballot items.
Election of four Class III directors; advisory approval of named executive officer compensation (say-on-pay); and ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2026.
Elect four Class III directors: Michael J. Angelakis, David C. Hodgson, Jacqueline Kosecoff and Michael Q. Simonds for three-year terms.
Non-binding, advisory approval of the compensation of the Company’s Named Executive Officers as disclosed in the proxy statement (CD&A, compensation tables and narrative).
Proposal 2 requests an advisory (non-binding) approval of the compensation of TriNet’s Named Executive Officers as disclosed in the proxy statement, including the Compensation Discussion and Analysis and related tables and narrative. Management seeks this vote to obtain stockholder feedback on its executive pay practices and to demonstrate alignment between pay and performance; the Board and CHCM Committee view the program as balanced between short- and long-term incentives, with 50% of 2025 long-term equity awards in PSUs and an emphasis on performance metrics such as Professional Service Revenue, Adjusted EBITDA and GAAP EPS. The Board recommends a “FOR” vote, citing the CHCM Committee’s review, engagement of an independent compensation consultant (Meridian), rigorous target setting including an Adjusted EBITDA gate, and high prior-year stockholder support (approx. 98% in 2025). The vote is advisory and non-binding, but the Board and CHCM Committee will consider the outcome when making future compensation decisions.
Ratify Deloitte & Touche LLP as TriNet’s independent registered public accounting firm for fiscal year ending December 31, 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Atairos Group, Inc. | 39.36% | 18,085,773 | $659M |
| 2 | EARNEST PARTNERS LLC | 3.49% | 1,603,167 | $58M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.10% | 1,426,334 | $52M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 2.85% | 1,309,401 | $48M |
| 5 | AMERICAN CENTURY COMPANIES INC | 2.40% | 1,103,131 | $40M |
| 6 | BlackRock, Inc. | 2.33% | 1,072,528 | $39M |
| 7 | WELLINGTON MANAGEMENT GROUP LLP | 2.18% | 1,000,374 | $36M |
| 8 | BlackRock, Inc. | 1.94% | 892,380 | $33M |
| 9 | DIMENSIONAL FUND ADVISORS LP | 1.72% | 788,226 | $29M |
| 10 | STATE STREET CORP | 1.56% | 714,622 | $26M |
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