TPG Inc. (TPG) CEO Jon Winkelried details major equity award moves

Rhea-AI Filing Summary

TPG Inc. Chief Executive Officer and director Jon Winkelried reported multiple equity award-related transactions in TPG Class A common stock and performance stock units on January 13, 2026. The company withheld 415,739 shares of Class A common stock at $66.03 per share to cover taxes tied to vesting restricted stock units. Winkelried received 499,511 additional RSUs, each representing one future share of Class A stock, with vesting spread over three- and five-year schedules. In connection with previously granted performance stock units, 583,821 PSUs were converted, with an equal number of Class A shares to be delivered after January 13, 2029, once service and performance conditions are satisfied. Following these transactions, he directly beneficially owned 3,957,501 shares of Class A common stock and 2,724,491 derivative performance stock units.

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^*

WINKELRIED JON

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

3. Date of Earliest Transaction (Month/Day/Year)
01/13/2026

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
Class A Common Stock	01/13/2026		F(1)		415,739	D	$66.03	2,874,169	D
Class A Common Stock	01/13/2026		A		499,511	A	(2)	3,373,680	D
Class A Common Stock	01/13/2026		M		583,821(3)	A	(3)	3,957,501	D

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
Performance Stock Units	(4)	01/13/2026		M			583,821	(4)	(4)	Class A Common Stock	583,821	$0	2,724,491	D

Explanation of Responses:

1. On January 13, 2026, TPG Inc. (the "Issuer") withheld 415,739 shares of Class A common stock ("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 ("RSUs") previously granted by the Issuer.

2. Represents RSUs. Each RSU represents a contingent right to receive one share of Class A common stock. 122,550 of the RSUs will vest in three equal installments on each of the first, second and third anniversaries of the date of grant. 376,961 of the RSUs will vest in three equal installments on each of the third, fourth and fifth anniversaries of the date of grant.

3. Represents shares of Class A common stock that will be delivered to the Reporting Person promptly following January 13, 2029 in connection with the vesting of performance stock units ("PRSUs") previously granted by the Issuer.

4. Represents PRSUs. Each PRSU represents a contingent right to receive one share of Class A common stock when both service and performance conditions are satisfied. The service and performance conditions were previously described on the Reporting Person's Form 4 previously filed with the Securities and Exchange Commission (the "Commission") on December 4, 2023.

Remarks:

5. Jennifer Chu is signing on behalf of Mr. Winkelried pursuant to the power of attorney dated August 16, 2025, which was previously filed with the Commission.

	/s/ Jennifer L. Chu, as attorney-in-fact (5)	01/15/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did TPG (TPG) CEO Jon Winkelried report?

Jon Winkelried reported tax withholding of 415,739 TPG Class A common shares, a grant of 499,511 restricted stock units, and activity related to 583,821 performance stock units on January 13, 2026.

How many TPG Class A shares were withheld for taxes in this Form 4?

TPG Inc. withheld 415,739 shares of Class A common stock at $66.03 per share from Jon Winkelried to pay tax liabilities from vesting restricted stock units.

What new equity awards did TPG grant to Jon Winkelried in this filing?

He received 499,511 restricted stock units, each representing one future TPG Class A share, with portions vesting annually over three- and five-year schedules.

What is the role of performance stock units (PSUs) in this TPG Form 4?

583,821 performance stock units were converted, with an equal number of TPG Class A shares to be delivered after January 13, 2029, once both service and performance conditions are met.

How many TPG Class A shares does Jon Winkelried own after these transactions?

After the reported activity, Jon Winkelried beneficially owned 3,957,501 TPG Class A common shares directly.

How many derivative performance stock units does Jon Winkelried hold after the Form 4 transactions?

Following the transactions, he held 2,724,491 derivative securities in the form of performance stock units, each tied to one TPG Class A share.

Were the TPG insider transactions executed under a Rule 10b5-1 plan?

The form provides a checkbox for transactions made under a Rule 10b5-1(c) plan, but the provided excerpt does not indicate that this box was checked for these transactions.