SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Eagle Point Credit Management LLC (Last) (First) (Middle) 600 STEAMBOAT ROAD, SUITE 202 (Street) GREENWICH CT 06830 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/11/2020	3. Issuer Name and Ticker or Trading Symbol Trinity Capital Inc. [ NONE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.001 par value per share	3,333	D(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
6.00% Convertible Notes due 2025	12/11/2020	12/11/2025	Common Stock, $0.001 par value per share	3,333,335(2)	15	I	See Footnotes(3)(4)

1. Name and Address of Reporting Person* Eagle Point Credit Management LLC (Last) (First) (Middle) 600 STEAMBOAT ROAD, SUITE 202 (Street) GREENWICH CT 06830 (City) (State) (Zip)

1. Name and Address of Reporting Person* Majewski Thomas P. (Last) (First) (Middle) 600 STEAMBOAT ROAD, SUITE 202 (Street) GREENWICH CT 06830 (City) (State) (Zip)

Explanation of Responses:

1. Thomas P. Majewski directly owns 3,333 shares of common stock par value $0.001 per share ("Common Stock") in his personal capacity, and Eagle Point Credit Management LLC ("Eagle Point" and, together with Tomas P. Majewski, the "Reporting Persons") has no pecuniary interest in these securities.

2. The conversion rate is initially 66.6667 shares of Trinity Capital Inc. Common Stock, per $1,000 principal amount of the convertible notes (equivalent to an initial conversion price of approximately $15 per share of common stock). This conversion rate is subject to certain customary formulaic adjustments pursuant to the terms of the convertible notes.

3. The convertible notes are directly owned by (i) Eagle Point Defensive Income Fund US and Eagle Point Defensive Income Fund Non-US LP and (ii) certain separately-managed client accounts (collectively, the "Accounts"). Eagle Point serves as investment manager to the Accounts and, accordingly, could be deemed to have a pecuniary interest in the securities held by the Accounts. Thomas P. Majewski is the managing partner and a member of the portfolio management team of Eagle Point Credit Management LLC, and has certain economic rights with respect to Eagle Point that could be deemed to constitute a pecuniary interest in the securities held by the Accounts.

4. Each of the Reporting Persons hereby disclaims beneficial ownership of the securities described in this report pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (except, with respect to Mr. Majewski, to the extent of his pecuniary interest therein) and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

	/s/ Kenneth P. Onorio, Chief Financial Officer	12/21/2020
	/s/ Thomas P. Majewski	12/21/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.