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TRINET GROUP INC

For the period ended Mar 31, 2025. Filed Apr 25, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed Apr 25, 2025

TNET$66.63-1.0%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-10-25.

0000937098-24-000182

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of Proceeds

Current report: 10-Q

Period ended 2025-03-31; filed 2025-04-25.

0000937098-25-000073

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of Proceeds

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 23 previous paragraphs and 15 current paragraphs.

10 unchanged; 3 reworded; 2 added; 10 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

Our SMB clients are particularly affected by volatility in the economic environment.

Current report

SMBs can be particularly susceptible to changes in the level of overall economic activity in the markets in which they operate. These businesses are often exposed to credit and cash liquidity risks, including exposure as a result of the failure of their financial institutions, that larger businesses may be able to avoid, and during periods of weak economic conditions, including periods of increased inflation and increased borrowing costs, SMB failures tend to increase, and employment levels tend to decrease. During these periods, our clients can and do freeze hiring, terminate their employees, and reduce compensation and benefits levels, any of which would negatively affect our revenues and margins if we are unable to reduce our operating expenses sufficiently or quickly enough. During these periods, we have also seen and expect to see, reduced demand for our services, increased client terminations, fewer new clients, and clients seeking to renegotiate our contracts and prices. When our clients leave us or reduce their headcount, we typically see increases in the volume and severity of unemployment claims, COBRA claims, disability claims, and workers’ compensation claims. We may be unable to recover costs related to these claims based on the fees established in our client service agreements, and any failure to recover such costs may have a material adverse effect on our business, financial condition and results of operations.
Removed paragraphs (10)

Previous report

We face risks associated with our international operations

Previous report

In August 2024, we opened a new office in Hyderabad, India, which increases the size and scale of our India-based workforce and operations. Historically, our business and operations have been primarily conducted in the United States. A disruption to, or our failure to successfully integrate, our operations in India involves risks. The risks associated with this and potential future international operations include:

Previous report

•fluctuations in foreign currency exchange rates and global market volatility;

Previous report

•difficulties and costs of staffing and managing foreign operations, including cultural and language differences and additional employment regulations, union workforce negotiations and potential disputes;

Previous report

•geopolitical, economic or social instability or military conflict;

Previous report

•natural disasters, terrorist attacks and other events over which we have no control;

Previous report

•compliance with local laws and regulations, including privacy and security laws and regulations;

Previous report

•compliance with laws governing doing business outside the United States, including foreign or domestic legal and regulatory requirements resulting in the imposition of new or more onerous sanctions and anti-corruption laws, export and import controls, trade restrictions, tariffs, duties, taxes, embargoes, exchange or other government controls;

Previous report

•laws and business practices favoring local companies; and

Previous report

•management of potentially adverse tax consequences from India, the United States, or both, as a result of our multi-jurisdiction operations.
Reworded paragraphs (3)

Previous wording

Any of these risks could have an adverse impact on our ability to successfully manage our business and consequently have a material adverse effect on our business, financial condition and results of operations.

Current wording

Additionally, trade policies, including tariffs or other import restrictions, could directly or indirectly have a material adverse effect on our customers' businesses, as well as result in an economic downturn more generally. For example, increased tariffs or input restrictions, or even uncertainty with respect to such increases, could result in cost inflation or supply chain disruption, which could in turn result in companies generally taking actions, including reducing payroll expenses, delaying hiring, or cutting jobs. In addition, an economic downturn could result in a weakening of the market for our services as a result of fewer new companies being formed or funded, as well as a reluctance of companies to spend on PEO or ASO services. The results of any of these could negatively impact our revenue, as well as our ability to grow and retain clients, which could have a material adverse effect on our business, financial condition and results of operations.

Previous wording

$2,715 million as of September 30, 2024. The total remaining authorization for future stock repurchases under our stock repurchase program was $279 million as of September 30, 2024. The program does not have an expiration date.

Current wording

$2,715 million as of March 31, 2025. The total remaining authorization for future stock repurchases under our stock repurchase program was $162 million as of March 31, 2025. The program does not have an expiration date.

Previous wording

(3) We repurchased a total of approximately $20 million of our outstanding stock during the three months ended September 30, 2024.

Current wording

(3) We repurchased a total of approximately $90 million of our outstanding stock during the three months ended March 31, 2025.