Trinity Industries Inc
8 nominees · 3 ballot items.
Election of eight directors; advisory (non-binding) approval of named executive officer compensation (say-on-pay); ratification of Ernst & Young LLP as independent auditors; and consideration of any other business properly presented.
Follow how the vote landed and what changed on Trinity Industries Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElection of eight nominees to the Board of Directors to hold office until the next annual meeting or their successors.
- 2
Advisory Vote to Approve Named Executive Officer Compensation (Say-on-Pay
ManagementBoard: FORA non-binding, advisory vote to approve the compensation of the named executive officers as disclosed in the proxy statement.
More detail
This management proposal requests an advisory (non-binding) shareholder approval of the named executive officers’ compensation as disclosed in the proxy statement, including the CD&A, compensation tables, and narrative. Management seeks shareholder ratification to confirm support for its executive pay program, which emphasizes pay-for-performance, significant at-risk compensation via annual and long-term incentives, and alignment of executive rewards with stockholder returns through metrics like profit before tax, cash from operations, long-term relative total shareholder return (rTSR), and return on equity (ROE). The Board points to the prior year’s strong shareholder support (98.4% approval in 2025) and argues that the HR Committee uses independent compensation consultants and benchmarking to set competitive pay and that the program includes safeguards such as stock ownership requirements, clawback policies, and no excise tax gross-ups. Because the vote is advisory, the Board will consider the outcome when making future compensation decisions but is not obligated to follow it. The HR Committee frames the compensation program as necessary to attract, motivate, and retain leaders in a cyclical industry while aligning long-term incentives to stockholder interests; the Board recommends a vote FOR on these grounds.
- 3
Ratification of the Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for 2026
ManagementBoard: FORRatify the Audit Committee’s appointment of Ernst & Young LLP as the company’s independent auditors for the fiscal year ending December 31, 2026.
Nominees on the ballot8
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.9% | 8,696,649 | $280M |
| 2 | Capital International Investors | 6.9% | 5,517,486 | $177M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.7% | 5,304,986 | $171M |
| 4 | DIMENSIONAL FUND ADVISORS LP | 5.8% | 4,594,864 | $148M |
| 5 | STATE STREET CORP | 4.9% | 3,878,373 | $125M |
| 6 | AMERICAN CENTURY COMPANIES INC | 4.5% | 3,606,023 | $116M |
| 7 | VANGUARD CAPITAL MANAGEMENT LLC | 4.5% | 3,582,991 | $115M |
| 8 | BlackRock, Inc. | 3.3% | 2,644,218 | $85M |
| 9 | JENNISON ASSOCIATES LLC | 2.3% | 1,833,144 | $59M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.1% | 1,661,950 | $53M |
Other Industrials sector meetings6
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Frequently asked questions
- When is the Trinity Industries Inc 2026 annual meeting?
- Trinity Industries Inc (TRN) holds its 2026 annual shareholder meeting on Thursday, May 21, 2026.
- What is the record date for the Trinity Industries Inc 2026 meeting?
- The record date for the Trinity Industries Inc 2026 meeting is Monday, March 23, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Trinity Industries Inc's 2026 meeting?
- The board is presenting 8 director nominees at the Trinity Industries Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Trinity Industries Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Trinity Industries Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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