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TRIMBLE INC.

For the period ended May 26, 2026. Filed Apr 9, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 26, 2026 · Filed Apr 9, 2026

TRMB$54.11+0.9%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:
☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under Rule 14a-12
Trimble Inc.
(Name of registrant as specified in its charter)
(Name of person(s) filing proxy statement, if other than the registrant): N/A
Payment of Filing Fee (Check the appropriate box):
☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.
Confidenceat every turnTM
NOTICE OF ANNUALMEETING OF STOCKHOLDERSAND PROXY STATEMENT2026

Trimble – Confidence at Every Turn

Trimble is a global technology company that connects the physical and digital worlds, transforming the ways work gets done. With relentless innovation in precise positioning, modeling and data analytics, Trimble enables essential industries including construction, geospatial and transportation. Whether it’s helping customers build and maintain infrastructure, design and construct buildings, optimize global supply chains or map the world, Trimble is at the forefront, driving productivity and progress.

Notice of Annual Meeting of Stockholders

When:Where:Who Can Vote:
Tuesday, May 26, 2026Virtually via the internet atStockholders of record at the close of business on:
5:00 p.m. Mountain timewww.virtualshareholdermeeting.com/TRMB2026
Online check-in: 4:45 p.m. Mountain timeMarch 30, 2026

Items of Business and Board Voting Recommendations

1Election of directorsFOR each of the nominees
2Advisory vote to approve executive compensation (“Say on Pay”)FOR
3Ratification of appointment of independent registered public accounting firmFOR
4Approval of amendments to the Employee Stock Purchase PlanFOR

Your Vote is Important

All stockholders are cordially invited to attend the annual meeting via the internet at the web portal listed above, where instructions on how to participate in the meeting are also posted. However, to ensure your representation at the meeting, you are urged to vote in advance of the meeting via the internet or by telephone or, if you requested to receive printed proxy materials, by mailing a proxy.

Thank you for being a stockholder of Trimble.

For the Board of Directors,

Börje Ekholm, Chairperson of the Board

April 9, 2026

Proxy Statement

for the 2026 Annual Meeting of Stockholders

Table of Contents

IntroductionExecutive Compensation
Information Regarding the Meeting1Named Executive Officers25
Executive Overview2Compensation Discussion and Analysis26
Our Business2Introduction26
Company Performance Highlights2Overview of Executive Compensation29
Sustainability5Details of 2025 Executive Compensation36
Corporate Governance7Other Executive Compensation Matters44
Corporate Governance Highlights7Compensation Committee Report35
Executive Compensation Philosophy, Policies and Practices9Executive Compensation Tables48
Post-Employment Compensation54
Stockholder Communications with the Board9CEO Pay Ratio58
Stockholder Engagement9Pay versus Performance59
Director Independence9
Certain Relationships and Related Transactions10Proposals
Item 1. Election of Directors62
Board MattersItem 2. Advisory Vote to Approve Executive Compensation63
Board and Committee Structure11
Board Leadership Structure; Oversight and Risk Management11Item 3. Ratification of Appointment of Independent Registered Public Accounting Firm64
Board Meetings and Attendance11Item 4. Approval of Amendments to the Employee Stock Purchase Plan66
Committee Membership12
Audit Committee12
People & Compensation Committee13Other Information
Nominating and Corporate Governance Committee14Audit Committee Report73
Security Ownership74
Directors16Delinquent Section 16(a) Reports76
Nominees for Election16Equity Compensation Plan Information76
Non-Employee Director Compensation23General Information77
Non-Employee Director Stock Ownership Guidelines24Information Concerning Solicitation and Voting77
Internet Availability of Proxy Materials78
Deadline for Receipt of Stockholder Proposals for 2027 Annual Meeting78
Additional Information79
Appendix A: Reconciliation of GAAP to Non‑GAAP Financial Measures · A-1
Appendix B: Employee Stock Purchase Plan · B-1
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.