[Form 4] TPG Inc. Insider Trading Activity

Rhea-AI Filing Summary

Vazquez-Ubarri Anilu, a director and Chief Operating Officer of TPG Inc., was automatically allocated 8,492 units of TPG Partner Holdings, L.P. on 08/08/2025 following forfeiture by a former partner. These "TPH Units" are exchangeable one-for-one for cash or, at the issuer's election, shares of Class A common stock under the Amended and Restated Exchange Agreement, subject to customary conversion adjustments and transfer restrictions. Upon an exchange, equal Common Units held by Group Holdings are exchanged and an equal number of Class B shares held by Group Holdings are cancelled; Class B shares carry 10 votes per share but no economic rights. The filing reports a Class A-equivalent beneficial ownership of 1,598,027 following the allocation.

Insights

Financial Analyst

TL;DR: Automatic allocation of 8,492 TPH Units increases Class A-equivalent holdings to 1,598,027; appears to be an administrative, non-cash allocation.

The Form 4 documents an automatic allocation triggered by forfeiture rather than an open-market transaction or cash purchase. The TPH Units are convertible one-for-one into cash or Class A shares under the disclosed exchange agreement, preserving potential economic exposure without a reported cash consideration. The filing provides transaction mechanics and post-allocation holdings but does not provide information about total outstanding shares to judge materiality relative to the company capitalization.

Corporate Governance Expert

TL;DR: The exchange mechanics tie economic and voting adjustments—exchanges of TPH Units lead to cancellation of equal Class B shares held by Group Holdings.

The disclosure explains that upon exchange of TPH Units, corresponding Common Units are exchanged and an equal number of Class B shares held by Group Holdings are cancelled for no additional consideration. Class B shares carry ten votes each but no economic rights, so the filing describes how an exchange would reallocates economic exposure while reducing Class B voting interests held by Group Holdings. The filing does not quantify the effect on overall voting control.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Vazquez-Ubarri Anilu

(Last) (First) (Middle)

301 COMMERCE STREET, SUITE 3300

(Street)

FORT WORTH TX 76102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TPG Inc. [ TPG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
TPG Partner Holdings, L.P. Units	(2)	08/08/2025		A(1)		8,492		(2)	(2)	Class A Common Stock(2)	8,492	$0	1,598,027	D

Explanation of Responses:

1. On August 8, 2025, 8,492 additional units ("TPH Units") of TPG Partner Holdings, L.P. ("Partner Holdings") were allocated automatically to the Reporting Person in accordance with Partner Holdings' limited partnership agreement upon their forfeiture by a former partner of Partner Holdings.

2. Pursuant to the Amended and Restated Exchange Agreement filed by TPG Inc. (the "Issuer") with the Securities and Exchange Commission (the "Commission") on November 2, 2023, TPH Units are ultimately exchangeable for cash or, at the Issuer's election, shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments and transfer restrictions (the "exchange consideration"). Upon an exchange of TPH Units, an equal number of Common Units of TPG Operating Group II, L.P. held by TPG Group Holdings (SBS), L.P. ("Group Holdings"), of which Partner Holdings is an indirect limited partner, are exchanged on a one-for-one basis for the exchange consideration, and an equal number of shares of Class B common stock of the Issuer also held by Group Holdings will be automatically cancelled for no additional consideration. Each share of Class B common stock entitles the holder to ten votes per share but carries no economic rights.

Remarks:

(3) Joann Harris is signing on behalf of Ms. Vazquez-Ubarri pursuant to the power of attorney dated December 30, 2021, which was previously filed with the Commission.

	/s/ Joann Harris, as attorney-in-fact (3)	08/12/2025
	** 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 4 (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).
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FAQ

What did the TPG (TPG) Form 4 report?

The Form 4 reports an automatic allocation of 8,492 TPH Units to Reporting Person Vazquez-Ubarri Anilu on 08/08/2025 due to forfeiture by a former partner.

What are TPH Units convertible into?

TPH Units are exchangeable one-for-one for cash or shares of Class A common stock at the issuer's election, subject to customary adjustments and transfer restrictions.

How did the allocation affect beneficial ownership?

Following the allocation the filing reports a Class A-equivalent beneficial ownership of 1,598,027 shares attributable to the reporting person.

What happens to Class B shares on an exchange?

Upon an exchange of TPH Units, an equal number of Class B common shares held by Group Holdings are automatically cancelled for no additional consideration; Class B shares have 10 votes each but no economic rights.

Was this a purchase or a forfeiture-based allocation?

The filing states the allocation of 8,492 units was automatic and resulted from forfeiture by a former partner, not from an open-market purchase.