TPG insider: 45,914 PSUs vested for Jennifer Chu — Form 4

TPG Inc. Chief Legal Officer Jennifer L. Chu reported that 45,914 performance stock units (PSUs) performance-vested upon achievement of the first price threshold on 08/07/2025.

Rhea-AI Filing Summary

TPG Inc. Chief Legal Officer Jennifer L. Chu reported that 45,914 performance stock units (PSUs) performance-vested upon achievement of the first price threshold on 08/07/2025. The PSUs were granted on 04/14/2025 and remain subject to service vesting on 04/01/2026; each PSU converts to one share of Class A common stock when both service and performance conditions are satisfied. The Form 4 tables show updated beneficial ownership totals of 206,613 Class A shares in Table I and 91,828 derivative securities in Table II following the reported transactions. The filing documents a compensation-related issuance tied to specified market-price performance milestones.

Positive

• 45,914 PSUs performance-vested upon meeting the 1.25x price target on 08/07/2025.
• PSUs were granted on 04/14/2025 and each PSU converts to one share of Class A common stock once service and performance conditions are met.
• Form 4 updates beneficial ownership to 206,613 Class A shares (Table I) and 91,828 derivative securities (Table II) following the reported transactions.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider vesting reflects performance milestone achievement; routine compensation disclosure.

The Form 4 documents that a performance tranche of 45,914 PSUs vested upon meeting the 1.25x price target on 08/07/2025. The report updates beneficial ownership figures to 206,613 Class A shares and 91,828 derivative securities. This is a standard executive compensation event tied to specified performance criteria and the filing serves to disclose resulting changes in beneficial ownership.

Compensation Analyst

TL;DR: A first-performance tranche vested; PSUs convert one-for-one to Class A shares upon satisfying conditions.

The PSUs were granted on 04/14/2025 and will service-vest on 04/01/2026, while performance vesting occurred for the 1.25x threshold on 08/07/2025 for 45,914 units. Table disclosures list the post-transaction beneficial ownership counts. The filing documents compensation realization based on market-price milestones rather than routine open-market purchases or sales.

Insider Trade Summary

45,914 shares exercised/converted

Exercise 2 txns

Insider Chu Jennifer L.

Role Chief Legal Officer & GC

Type	Security	Shares	Price	Value
Exercise	Performance Stock Units	45,914	$0.00	$0.00
Exercise	Class A Common Stock	45,914	$0.00	$0.00

Holdings After Transaction: Performance Stock Units — 91,828 contracts (Direct); Class A Common Stock — 206,613 shares (Direct)

Footnotes (1)

1. F1. Represents performance stock units ("PSUs") granted to the Reporting Person on April 14, 2025. Each PSU represents a contingent right to receive one share of Class A common stock ("Class A common stock") of TPG Inc. when both service and performance conditions are satisfied. The PSUs will service-vest on April 1, 2026. 1/3 of the PSUs will performance-vest on each of the first day following the date on which the 30-day volume weighted average trading price of a share of Class A common stock equals or exceeds (x) 1.25x the closing stock price on the date of grant, (y) 1.5x the closing stock price on the date of grant and (z) 1.75x the closing stock price on the date of grant. On August 7, 2025, 45,914 PSUs performance vested upon the achievement of the 1.25x measure.

FAQ

What did Jennifer L. Chu report on Form 4 for TPG (TPG)?

She reported that 45,914 PSUs performance-vested on 08/07/2025, triggering an update to her beneficial ownership.

When were the PSUs originally granted and when is the service vest date?

The PSUs were granted on 04/14/2025 and are scheduled to service-vest on 04/01/2026.

How many shares/derivatives are listed after the reported transactions?

Table I lists 206,613 Class A shares and Table II lists 91,828 derivative securities as beneficially owned following the transactions.

What performance condition caused the PSUs to vest?

The filing states 1/3 of the PSUs vest at each of three price targets; the 1.25x closing-price threshold was achieved, triggering 45,914 PSUs to vest.

What type of security will each PSU convert into?

Each PSU represents a contingent right to receive one share of Class A common stock when both service and performance conditions are satisfied.

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Accepted by SEC EDGAR 08/11/2025 - 04:47 PM Learn about SEC filing dates

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^*

Chu Jennifer L.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer & GC

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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
Class A Common Stock	08/07/2025		M		45,914	A	(1)	206,613	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	(1)	08/07/2025		M		45,914		(1)	(1)	Class A Common Stock	45,914	$0	91,828	D

Explanation of Responses:

1. Represents performance stock units ("PSUs") granted to the Reporting Person on April 14, 2025. Each PSU represents a contingent right to receive one share of Class A common stock ("Class A common stock") of TPG Inc. when both service and performance conditions are satisfied. The PSUs will service-vest on April 1, 2026. 1/3 of the PSUs will performance-vest on each of the first day following the date on which the 30-day volume weighted average trading price of a share of Class A common stock equals or exceeds (x) 1.25x the closing stock price on the date of grant, (y) 1.5x the closing stock price on the date of grant and (z) 1.75x the closing stock price on the date of grant. On August 7, 2025, 45,914 PSUs performance vested upon the achievement of the 1.25x measure.

	/s/ Jennifer L. Chu	08/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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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