TPG Inc. (NASDAQ: TPG) withholds 40,950 shares from chair for RSU taxes

Rhea-AI Filing Summary

TPG Inc. reported that Executive Chairman James G. Coulter had 40,950 shares of Class A common stock withheld on July 15, 2026 to pay tax liabilities arising from the vesting and settlement of restricted stock units, at an implied price of $43.15 per share.

After this tax-withholding disposition, he holds 836,579 Class A shares directly and 2,159,831 shares indirectly through a family trust, which he beneficially owns only to the extent of his pecuniary interest. The transaction was not reported as made under a Rule 10b5-1 trading plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider COULTER JAMES G

Role Executive Chairman

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	40,950	$43.15	$1.77M
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 836,579 shares (Direct); Class A Common Stock — 2,159,831 shares (Indirect, By Family Trust)

Footnotes (1)

1. On July 15, 2026, TPG Inc. (the "Issuer") withheld 40,950 shares of Class A common stock of the Issuer from the Reporting Person for payment of the tax liability incident to the vesting and settlement of restricted stock units previously granted by the Issuer. Because of the relationship between the Reporting Person and the entity holding these securities, the Reporting Person may be deemed to beneficially own these securities to the extent of the greater of the Reporting Person's direct or indirect pecuniary interest in the profits, capital accounts or distributions of the holder. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of the Reporting Person's pecuniary interest.

Key Figures

Shares withheld for taxes: 40950.0000 shares Implied price per share: $43.1500 Direct holdings after transaction: 836579.0000 shares +1 more

4 metrics

Shares withheld for taxes 40950.0000 shares Class A common stock withheld on July 15, 2026 for RSU-related tax liability

Implied price per share $43.1500 Per-share value used for the Class A tax-withholding disposition

Direct holdings after transaction 836579.0000 shares Class A common stock held directly by James G. Coulter after July 15, 2026

Indirect trust holdings after transaction 2159831.0000 shares Class A shares held indirectly through a family trust, subject to pecuniary interest

Key Terms

restricted stock units, pecuniary interest, beneficial ownership, Rule 16a-1(a)(4)

4 terms

restricted stock units financial

"incident to the vesting and settlement of restricted stock units previously granted"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

pecuniary interest financial

"beneficially own these securities to the extent of the greater of the Reporting Person's direct or indirect pecuniary interest"

beneficial ownership financial

"disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Rule 16a-1(a)(4) regulatory

"Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/17/2026 - 05:18 PM Accepted by SEC EDGAR 07/17/2026 - 05:17 PM Learn about SEC filing dates

FAQ

What insider transaction did TPG (TPG) report for July 15, 2026?

TPG disclosed that Executive Chairman James G. Coulter had 40,950 Class A shares withheld on July 15, 2026 to cover tax liabilities from the vesting and settlement of restricted stock units, at an implied price of $43.15 per share, rather than an open-market sale.

How many TPG (TPG) shares does James G. Coulter hold after the reported transaction?

Following the July 15, 2026 tax-withholding disposition, James G. Coulter holds 836,579 TPG Class A shares directly and 2,159,831 Class A shares indirectly through a family trust, with beneficial ownership only to the extent of his pecuniary interest in that trust-held position.

Was James G. Coulter’s TPG (TPG) share transaction made under a Rule 10b5-1 plan?

The insider report indicates the transaction was not made pursuant to a Rule 10b5-1 trading plan, as the specific checkbox for such a plan was left unchecked and no footnote describes the disposition as occurring under a pre-arranged trading arrangement.

What price was used for the TPG (TPG) shares withheld for taxes?

For the July 15, 2026 tax withholding, 40,950 TPG Class A shares were valued at $43.15 per share. This per-share amount reflects the price used in the reported tax-withholding disposition tied to the vesting and settlement of restricted stock units.

How are the TPG (TPG) shares held in the family trust attributed to James G. Coulter?

The report shows 2,159,831 Class A shares held indirectly by a family trust. Footnotes state Coulter may be deemed to beneficially own them only up to his direct or indirect pecuniary interest, and he expressly disclaims beneficial ownership beyond that economic interest.

What is the nature of the July 15, 2026 TPG (TPG) share disposition by James G. Coulter?

The transaction is coded F, indicating a tax-withholding disposition. TPG withheld 40,950 Class A shares from James G. Coulter to pay tax liabilities associated with the vesting and settlement of previously granted restricted stock units, rather than selling shares into the market.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

COULTER JAMES G

(Last) (First) (Middle)

301 COMMERCE STREET, SUITE 3300

(Street)

FORT WORTH TEXAS 76102

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026

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

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

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

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
Class A Common Stock	07/15/2026		F(1)		40,950	D	$43.15	836,579	D
Class A Common Stock								2,159,831	I	By Family Trust(2)(3)

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

Explanation of Responses:

1. On July 15, 2026, TPG Inc. (the "Issuer") withheld 40,950 shares of Class A common stock of the Issuer from the Reporting Person for payment of the tax liability incident to the vesting and settlement of restricted stock units previously granted by the Issuer.

2. Because of the relationship between the Reporting Person and the entity holding these securities, the Reporting Person may be deemed to beneficially own these securities to the extent of the greater of the Reporting Person's direct or indirect pecuniary interest in the profits, capital accounts or distributions of the holder. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, if any.

3. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of the Reporting Person's pecuniary interest.

Remarks:

(4) Jennifer Chu is signing on behalf of Mr. Coulter pursuant to the power of attorney dated August 16, 2025, which was previously filed with the Securities and Exchange Commission.

	/s/ Jennifer L. Chu, as attorney-in-fact (4)	07/17/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)