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TPG Inc. (NASDAQ: TPG) director allocated 263 units exchangeable into Class A stock

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Form Type
4

Rhea-AI Filing Summary

Sarvananthan Ganendran reported acquisition or exercise transactions in this Form 4 filing.

TPG Inc. director Sarvananthan Ganendran reported the automatic allocation of 263 TPG Partner Holdings, L.P. units on August 5, 2026, following their forfeiture by a former partner. These units are held indirectly through a personal investment vehicle, bringing reported indirect holdings to 1,424,627 units. The TPH Units are ultimately exchangeable for cash or, at TPG’s election, Class A common stock on a one-for-one basis. Ganendran may be deemed to beneficially own only his pecuniary interest in these securities and disclaims ownership beyond that.

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Insider Sarvananthan Ganendran
Role Director
Type Security Shares Price Value
Grant/Award TPG Partner Holdings, L.P. Units F2, F1, F3, F4 263 $0.00 $0.00
Holdings After Transaction: TPG Partner Holdings, L.P. Units — 1,424,627 shares (Indirect, By Personal Investment Vehicle)
Footnotes (4)
  1. F1. On August 5, 2026, 263 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.
TPH Units allocated 263.0000 units Automatic allocation on August 5, 2026, after forfeiture by a former partner
Grant price per TPH Unit 0.0000 per unit Reported transaction price per unit for the August 5, 2026 allocation
Indirect TPH Units after transaction 1424627.0000 units Total TPG Partner Holdings, L.P. units reported following the allocation
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
"263 additional 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."
pecuniary interest financial
"disclaims beneficial ownership, except to the extent of the Reporting Person's pecuniary interest"
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) director Sarvananthan Ganendran report?

He reported an automatic allocation of 263 TPG Partner Holdings units on August 5, 2026. The units were received for 0.0000 per unit after forfeiture by a former partner and are held indirectly through a personal investment vehicle, increasing reported holdings to 1,424,627 units.

How many TPG Partner Holdings units does Ganendran report holding after this TPG (TPG) transaction?

After the allocation, the filing reports 1,424,627.0000 units of TPG Partner Holdings, L.P. held indirectly. These are attributed to a personal investment vehicle, and Ganendran disclaims beneficial ownership beyond any pecuniary interest he may have in that entity’s profits or distributions.

What are TPG Partner Holdings (TPH) Units in the context of TPG (TPG)?

TPH Units of TPG Partner Holdings, L.P. are ultimately exchangeable for cash or, at TPG Inc.’s election, shares of Class A common stock on a one-for-one basis. On exchange, corresponding operating group units are exchanged and an equal number of Class B shares are cancelled.

Is Ganendran’s TPG (TPG) transaction reported as under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked, so this allocation is not identified as occurring under a pre-arranged trading plan. It is described instead as an automatic allocation under the partnership agreement following another partner’s forfeiture of units.

Does Ganendran claim full beneficial ownership of the reported TPG (TPG) units?

No. The notes state he may be deemed to beneficially own the securities only to the extent of his direct or indirect pecuniary interest. He expressly disclaims beneficial ownership of any equity securities beyond that interest under Exchange Act Rule 16a-1(a)(4).

How can the reported TPG Partner Holdings units affect TPG (TPG) Class A stock?

The reported TPH Units are exchangeable for either cash or, at TPG’s election, Class A common stock on a one-for-one basis. When exchanged, corresponding operating group units convert and an equal number of Class B shares with ten votes but no economic rights are cancelled.
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*
Sarvananthan Ganendran

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
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)263 (2) (2)Class A Common Stock(2)263$01,424,627IBy Personal Investment Vehicle(3)(4)
Explanation of Responses:
1. On August 5, 2026, 263 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 Mr. Sarvananthan 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)