Insider Filing: Jack Weingart Receives 25,700 TPG Partner Units

Rhea-AI Filing Summary

Jack Weingart, identified as an officer serving as Chief Financial Officer, received an automatic allocation of 25,700 TPH Units on 08/08/2025 following forfeiture by a former partner of TPG Partner Holdings, L.P. Under the issuer's amended exchange agreement, those TPH Units are exchangeable by formula for cash or, at the issuer's election, one-for-one for shares of Class A common stock, subject to customary adjustments and transfer restrictions. The filing reports 4,090,868 shares of Class A common stock beneficially owned following the transaction, and explains that an equal number of Class B shares held by a related entity will be cancelled upon exchanges; Class B shares carry ten votes per share but no economic rights. The reporting person disclaims beneficial ownership except to the extent of any pecuniary interest, and the form was signed by an attorney-in-fact on behalf of Mr. Weingart.

Positive

• 25,700 TPH Units were allocated to Jack Weingart on 08/08/2025 pursuant to the partnership agreement
• TPH Units are exchangeable one-for-one for Class A common stock or convertible to cash under the Amended and Restated Exchange Agreement
• Filing discloses total reported beneficial ownership of 4,090,868 Class A common shares following the transaction

Negative

• Reporting person disclaims beneficial ownership except to the extent of any pecuniary interest, limiting clarity on actual control
• Corresponding Class B shares will be automatically cancelled upon exchange; Class B shares carry ten votes per share but no economic rights

Insights

Financial Analyst

TL;DR Insider received 25,700 TPH Units that convert 1:1 into Class A shares; total reported beneficial holdings are 4,090,868 shares.

The allocation of 25,700 TPH Units to the CFO was automatic under the partnership agreement and does not reflect a cash purchase or open-market trade. The Amended and Restated Exchange Agreement governs conversion mechanics, permitting exchange into cash or Class A common stock on a one-for-one basis, which is important when assessing potential future share issuance or dilution scenarios. The filing also quantifies total reported beneficial ownership at 4,090,868 Class A shares, and includes standard disclaimers limiting the reporting person's claimed ownership to pecuniary interest.

Corporate Governance Expert

TL;DR Allocation and exchange mechanics are routine; cancellation of corresponding Class B shares affects voting profile but carries no economic rights.

The filing clarifies that when TPH Units are exchanged, corresponding Common Units and an equal number of Class B common shares held by a related entity are exchanged or cancelled, respectively. Notably, Class B shares retain ten votes per share but no economic rights, and the cancellation mechanism reduces those high-vote shares upon exchange. The report includes the required disclaimers about beneficial ownership and was executed by an attorney-in-fact, consistent with established disclosure practices.

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^*

Weingart Jack

(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 Financial Officer

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

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

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)	08/08/2025		A(1)		25,700		(2)	(2)	Class A Common Stock(2)	25,700	$0	4,090,868	I	By Family Trusts(3)(4)

Explanation of Responses:

1. On August 8, 2025, 25,700 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 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) Joann Harris is signing on behalf of Mr. Weingart pursuant to the power of attorney dated December 29, 2021, which was previously filed with the Commission.

	/s/ Joann Harris, as attorney-in-fact (5)	08/12/2025
	** 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.

FAQ

What transaction did Jack Weingart report on Form 4 for TPG (TPG)?

The Form 4 reports an automatic allocation of 25,700 TPH Units to Jack Weingart on 08/08/2025 following forfeiture by a former partner.

How can TPH Units be converted into TPG common stock?

Under the Amended and Restated Exchange Agreement, TPH Units are exchangeable for cash or, at the issuer's election, one-for-one for Class A common stock, subject to customary adjustments and transfer restrictions.

How many Class A shares are reported as beneficially owned after the transaction?

The filing reports 4,090,868 Class A common shares beneficially owned following the reported transaction.

What happens to Class B common stock when TPH Units are exchanged?

An equal number of Class B common shares held by a related entity will be automatically cancelled upon exchange; the filing states Class B shares have ten votes per share but no economic rights.

Who signed the Form 4 on behalf of Mr. Weingart?

The Form 4 was signed by Joann Harris as attorney-in-fact on 08/12/2025 pursuant to a previously filed power of attorney.