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TPG Inc. (NASDAQ: TPG) CCO allocated 38 TPH units, now tied to 412,200 total

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Harris Joann reported acquisition or exercise transactions in this Form 4 filing.

TPG Inc. Chief Compliance Officer Joann Harris reported an automatic allocation of 38 TPG Partner Holdings, L.P. units on August 5, 2026, following the forfeiture of units by a former partner, at a stated price of $0.00 per unit.

These derivative securities are held indirectly through a personal investment vehicle, bringing the reported position in these units to 412,200. Each TPH Unit is ultimately exchangeable, under an existing exchange agreement, for cash or, at TPG’s election, one share of Class A common stock. Harris disclaims beneficial ownership beyond her pecuniary interest, and the filing indicates the transaction was not made under a Rule 10b5‑1 trading plan.

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Insider Harris Joann
Role Chief Compliance Officer
Type Security Shares Price Value
Grant/Award TPG Partner Holdings, L.P. Units F2, F1, F3, F4 38 $0.00 $0.00
Holdings After Transaction: TPG Partner Holdings, L.P. Units — 412,200 shares (Indirect, By Personal Investment Vehicle)
Footnotes (4)
  1. F1. On August 5, 2026, 38 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. F2. 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.
  3. F3. 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.
  4. F4. 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.
Units allocated 38 TPG Partner Holdings, L.P. units Automatically allocated on August 5, 2026 upon forfeiture by a former partner
Price per unit $0.00 per unit Stated transaction price for the 38 TPH Units
Units following transaction 412,200 TPG Partner Holdings, L.P. units Indirectly held through a personal investment vehicle after the allocation
Exchange ratio 1 TPH Unit : 1 Class A share Each TPH Unit ultimately exchangeable for cash or one share of Class A common stock
Class B voting power 10 votes per share Each share of Class B common stock carries ten votes but no economic rights
TPG Partner Holdings, L.P. Units financial
"38 additional units ("TPH Units") of TPG Partner Holdings, L.P. were allocated automatically"
Amended and Restated Exchange Agreement regulatory
"Pursuant to the Amended and Restated Exchange Agreement filed by TPG Inc."
beneficial ownership financial
"the Reporting Person may be deemed to beneficially own these securities"
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.
pecuniary interest financial
"except to the extent of the Reporting Person's pecuniary interest therein, if any"
Rule 16a-1(a)(4) regulatory
"Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934"

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FAQ

What insider transaction did TPG (TPG) report for Joann Harris?
TPG reported that Chief Compliance Officer Joann Harris was automatically allocated 38 TPG Partner Holdings, L.P. units on August 5, 2026. The allocation followed the forfeiture of units by a former partner and carried a stated price of $0.00 per unit.

How many TPG Partner Holdings units does Joann Harris report after this Form 4?
After the August 5, 2026 allocation, the reported position associated with Joann Harris is 412,200 TPG Partner Holdings, L.P. units. These securities are held indirectly through a personal investment vehicle rather than in her name directly.

Are the TPG Partner Holdings units reported by TPG (TPG) exchangeable for Class A stock?
Yes. The footnotes state each TPH Unit is ultimately exchangeable for cash or, at TPG’s election, one share of Class A common stock, subject to customary conversion rate adjustments and transfer restrictions under an amended and restated exchange agreement.

Does Joann Harris claim full beneficial ownership of the TPG units reported?
No. The filing explains Harris may be deemed to beneficially own the securities only to the extent of her direct or indirect pecuniary interest. She expressly disclaims beneficial ownership of any equity securities beyond that economic interest.

Was the TPG (TPG) Form 4 transaction by Joann Harris under a Rule 10b5-1 plan?
The Form 4 indicates the transaction was not made pursuant to a Rule 10b5‑1 trading plan. The document-level checkbox for transactions under such a plan was explicitly left unchecked, signaling it was not executed under a pre-arranged trading arrangement.

What voting rights are linked to the exchange mechanics described in TPG’s Form 4 footnotes?
The footnotes state that upon exchange of TPH Units, an equal number of Class B common shares held by a related entity are automatically cancelled. Each Class B share carries ten votes per share but has no economic rights, affecting voting structure rather than cash flows.
SEC Form 4
FORM 4UNITED 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*
Harris Joann
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Compliance Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
TPG Partner Holdings, L.P. Units(2)08/05/2026A(1)38 (2) (2)Class A Common Stock(2)38$0412,200IBy Personal Investment Vehicle(3)(4)
Explanation of Responses:
1. On August 5, 2026, 38 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.
3. 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.
4. 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:
(5) Jennifer Chu is signing on behalf of Ms. Harris 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)08/07/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR