Trinity Capital Inc

Our executive compensation program is designed to encourage our executive officers to think and act like our stockholders. As an internally managed BDC, we aim to incentivize our executive officers to maintain the Company’s financial well-being and avoid an inappropriate focus on short-term profits that could jeopardize the Company’s long-term performance. The structure of our executive compensation arrangements and incentive compensation programs are designed to encourage and reward the following:

• pursuing attractively priced investment opportunities in all types of securities within our investment strategy and objective;

• accomplishing our investment objective;

• ensuring we allocate capital in the most effective manner possible; and

• creating and growing stockholder value.

Our Compensation Committee adopts, reviews and approves all of our executive compensation arrangements and policies.

In 2023, our senior management team consisted of Messrs. S. Brown, K. Brown, Harder, Kundich, Lund and Testa, and Ms. Stanton. We refer to Messrs. S. Brown, K. Brown, and Harder as the named executive officers, or NEOs, for the fiscal year ended December 31, 2023. As part of the Company’s long-term succession plans, effective January 1, 2024, Kyle Brown succeeded Steven Brown as Chief Executive Officer of the Company, and Steven Brown assumed a newly created role of Executive Chairman, and effective January 5, 2024, Michael Testa succeeded David Lund as Chief Financial Officer and Treasurer. We have entered into certain employment offer letters with each of the NEOs (the “NEO Agreements”), as well as certain of our other senior management team members referenced above, regarding their compensation packages.