TPG director receives 41,661 partner units transfer

TPG Inc. director Kelvin L. Davis reported an internal transfer of 41,661 TPG Partner Holdings, L.P. units.

Rhea-AI Filing Summary

TPG Inc. director Kelvin L. Davis reported an internal transfer of 41,661 TPG Partner Holdings, L.P. units. A trust for which he was the grantor transferred these units to him, and the transaction is classified as an "other acquisition or disposition" rather than an open-market trade.

These TPG Partner Holdings units are ultimately exchangeable for cash or, at TPG Inc.’s election, an equal number of Class A common shares on a one-for-one basis, subject to customary adjustments and restrictions. Through personal investment vehicles, Davis is associated with 11,602,827 underlying Class A common shares, while disclaiming beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Other: 41,661 shares

Other 2 txns

Insider Davis Kelvin L.

Role Director

Type	Security	Shares	Price	Value
Other	TPG Partner Holdings, L.P. Units	41,661	$42.48	$1.77M
holding	TPG Partner Holdings, L.P. Units	--	--	--

Holdings After Transaction: TPG Partner Holdings, L.P. Units — 41,661 contracts (Direct); TPG Partner Holdings, L.P. Units — 11,602,827 contracts (Indirect, By Personal Investment Vehicles)

Footnotes (4)

1. F1. On June 16, 2026, a trust for which the Reporting Person was the Grantor transferred to the Reporting Person 41,661 units ("TPH Units") of TPG Partner Holdings, L.P. ("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 entities 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.

Key Figures

Units transferred: 41,661 units Implied unit value: $42.48 per unit Indirect underlying shares: 11,602,827 shares +1 more

4 metrics

Units transferred 41,661 units Trust transferred TPG Partner Holdings, L.P. units on June 16, 2026

Implied unit value $42.48 per unit Transaction price per TPG Partner Holdings, L.P. unit

Indirect underlying shares 11,602,827 shares Underlying Class A common stock tied to TPG Partner Holdings units, indirect

Direct units after J transaction 41,661 units Total TPG Partner Holdings, L.P. units directly held after restructuring

Key Terms

TPG Partner Holdings, L.P. Units, Amended and Restated Exchange Agreement, Class B common stock, pecuniary interest, +1 more

5 terms

TPG Partner Holdings, L.P. Units financial

"41,661 units ("TPH Units") of TPG Partner Holdings, L.P. ("Partner Holdings")."

Amended and Restated Exchange Agreement regulatory

"Pursuant to the Amended and Restated Exchange Agreement filed by TPG Inc."

Class B common stock financial

"an equal number of shares of Class B common stock of the Issuer also held by Group Holdings will be automatically cancelled"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

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"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did TPG (TPG) director Kelvin L. Davis report?

Kelvin L. Davis reported receiving 41,661 TPG Partner Holdings, L.P. units via a trust transfer. The filing classifies this as an "other acquisition or disposition," indicating an internal restructuring rather than an open-market purchase or sale.

How many TPG Partner Holdings units were transferred to Kelvin L. Davis?

A trust transferred 41,661 TPG Partner Holdings, L.P. units to Kelvin L. Davis on June 16, 2026. These units are tied to an equal number of underlying Class A common shares of TPG Inc., subject to exchange terms and restrictions.

Are the TPG Partner Holdings units exchangeable for TPG (TPG) Class A shares?

Yes. Under an Amended and Restated Exchange Agreement, TPG Partner Holdings units are exchangeable for cash or, at TPG Inc.’s election, Class A common stock on a one-for-one basis, with customary conversion adjustments and transfer restrictions applying to any such exchange.

What is Kelvin L. Davis’s indirect position related to TPG Class A stock?

Through personal investment vehicles, Davis is associated with 11,602,827 underlying Class A shares linked to TPG Partner Holdings units. He disclaims beneficial ownership of any amount exceeding his direct or indirect pecuniary interest in these securities.

Does Kelvin L. Davis claim full beneficial ownership of the reported TPG securities?

No. The filing states Davis may be deemed to beneficially own the securities only to the extent of his pecuniary interest. He expressly disclaims beneficial ownership beyond his economic stake, consistent with Exchange Act Rule 16a-1(a)(4) language in the footnotes.

How is the 41,661-unit transaction in TPG (TPG) classified in the Form 4?

The 41,661 TPG Partner Holdings units transaction carries code "J" and is described as an "other acquisition or disposition." The transactionSummary identifies it as a restructuring event, not a standard buy or sell in the open market.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/18/2026 - 06:00 PM EDT 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^*

Davis Kelvin L.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
TPG Partner Holdings, L.P. Units	(2)	06/16/2026		J(1)		41,661		(2)	(2)	Class A Common Stock(2)	41,661	$42.48	41,661	D
TPG Partner Holdings, L.P. Units	(2)							(2)	(2)	Class A Common Stock(2)	11,602,827		11,602,827	I	By Personal Investment Vehicles(3)(4)

Explanation of Responses:

1. On June 16, 2026, a trust for which the Reporting Person was the Grantor transferred to the Reporting Person 41,661 units ("TPH Units") of TPG Partner Holdings, L.P. ("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 entities 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. Davis 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)	06/18/2026
	** 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.
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)