Trinity Industries Inc. Form 8-K Filing

On April 1, 2026, Trinity Industries Leasing Company (TILC) and Trinity Rail Leasing 2025 LLC (TRL-2025), subsidiaries of Trinity Industries, Inc., entered into a Note Purchase Agreement with several initial purchasers, including ATLAS SP Securities, BofA Securities, Inc., and Wells Fargo Securities LLC. This agreement involves the issuance and sale of approximately $447.4 million in Class A Secured Green Standard Railcar Notes and $33.4 million in Class B Secured Green Standard Railcar Notes by TRL-2025. The Class A Notes will bear a fixed interest rate of 5.35%, and the Class B Notes will bear a fixed interest rate of 5.56%, both with a maturity date of April 19, 2056. These notes are secured by approximately 15,082 railcars and related leases. The transaction is structured as an asset-backed securitization, with an expected closing date around April 17, 2026, subject to customary conditions. The notes are being offered and sold to qualified institutional buyers in reliance on Rule 144A and to certain persons in offshore transactions in reliance on Regulation S under the Securities Act of 1933. The filing also includes customary representations, warranties, covenants, and closing conditions, as well as indemnification provisions for the initial purchasers. Forward-looking statements are included, noting risks and uncertainties that could affect the actual closing of the transaction.