TPG Inc. (TPG) director details tax share withholding and RSUs

Rhea-AI Filing Summary

TPG Inc. director Raj Nehal reported equity-related transactions in Class A common stock on January 13, 2026. The company withheld 243,938 shares at $66.03 per share to cover tax liabilities tied to the vesting and settlement of previously granted restricted stock units (RSUs). Nehal was also granted 42,220 RSUs, each representing a contingent right to receive one share of Class A common stock, with one-third scheduled to vest on each of the first three anniversaries of the grant date.

Following these transactions, Nehal directly beneficially owned 1,796,644 shares of Class A common stock and indirectly beneficially owned 336,712 shares through a personal investment vehicle. He disclaims beneficial ownership of the indirectly held shares except to the extent of his pecuniary interest.

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^*

Raj Nehal

(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
	Officer (give title below)		Other (specify below)

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)		243,938	D	$66.03	1,754,424	D
Class A Common Stock	01/13/2026		A		42,220	A	(2)	1,796,644	D
Class A Common Stock								336,712	I	By Personal Investment Vehicle(3)(4)

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 January 13, 2026, TPG Inc. (the "Issuer") withheld 243,938 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. 1/3 of the RSUs will vest on each of the first, second and third anniversaries of the date of grant.

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 Mr. Raj 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 (5)	01/15/2026
	** 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.
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FAQ

Who is the insider reporting this Form 4 for TPG (TPG)?

The reporting person is Raj Nehal, who is identified as a director of TPG Inc. on the Form 4.

What transactions did Raj Nehal report in TPG Inc. stock on January 13, 2026?

On January 13, 2026, 243,938 shares of TPG Inc. Class A common stock were withheld by the issuer to pay taxes on RSU vesting, and Nehal was granted 42,220 RSUs tied to Class A common stock.

Why were 243,938 TPG Inc. shares withheld from Raj Nehal?

TPG Inc. withheld 243,938 shares of Class A common stock from Raj Nehal to pay the tax liability resulting from the vesting and settlement of previously granted restricted stock units (RSUs).

What are the terms of the 42,220 RSUs reported by Raj Nehal at TPG?

The 42,220 reported units represent RSUs, each of which is a contingent right to receive one share of TPG Inc. Class A common stock. One-third of the RSUs will vest on each of the first, second and third anniversaries of the grant date.

How many TPG Inc. shares does Raj Nehal beneficially own after these transactions?

After the reported transactions, Raj Nehal beneficially owned 1,796,644 shares of Class A common stock directly and 336,712 shares indirectly through a personal investment vehicle, subject to his pecuniary interest.

What does it mean that some TPG shares are held through a personal investment vehicle?

The Form 4 states that 336,712 shares are held indirectly by a personal investment vehicle. Because of his relationship with that entity, Nehal may be deemed to beneficially own those shares to the extent of his direct or indirect pecuniary interest, and he disclaims beneficial ownership beyond that interest.