Trinity Industries (TRN) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 21, 2026, with voting on directors, executive compensation, and auditor ratification.

• 2025 business highlights include $2.2B in revenue, $3.14 EPS, $170M returned to shareholders, and 24.4% adjusted ROE.

• All proxy materials and annual reports are available online to promote cost savings and environmental responsibility.

Voting matters and shareholder proposals

• Shareholders will vote on the election of eight directors, an advisory say-on-pay vote, and ratification of Ernst & Young LLP as auditor for 2026.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 10, 2026.

Board of directors and corporate governance

• Board consists of eight members, seven of whom are independent; CEO is not independent.

• Board leadership is separated, with an independent non-executive chairman.

• Four standing committees: Audit, Governance, Finance and Risk, and Human Resources, all with independent directors.

• Board and committees met regularly in 2025, with all directors attending at least 75% of meetings.

• Board diversity in tenure, age, gender, and ethnicity is highlighted.