Form 4: TPG director allocated 2,621 Partner Holdings units

Q: What did TPG (TPG) disclose in this Form 4?

A director was automatically allocated 2,621 TPG Partner Holdings, L.P. units on 11/04/2025 due to a former partner’s forfeiture.

Q: How many derivative securities are held after this transaction?

Following the allocation, the reporting person holds 6,545,104 derivative securities.

Q: What are TPH Units and how can they be exchanged?

TPH Units are ultimately exchangeable for cash or Class A common stock of TPG on a 1-for-1 basis, subject to customary adjustments and restrictions.

Q: What happens to Class B shares upon an exchange?

An equal number of Class B shares held by Group Holdings are automatically cancelled for no additional consideration.

Q: What is the ownership form reported for these securities?

The filing lists the ownership form as Direct (D) .

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

TPG Inc. (TPG) director reported an automatic allocation of 2,621 TPG Partner Holdings, L.P. units on 11/04/2025 following a former partner’s forfeiture, according to a Form 4. The transaction code was A and occurred at a price of $0.

These TPH Units are exchangeable for cash or, at TPG’s election, Class A common stock on a one-for-one basis under the Amended and Restated Exchange Agreement. After the transaction, the reporting person holds 6,545,104 derivative securities, reported as Direct (D) ownership. The exchange mechanics also provide for a corresponding exchange of Operating Group units and cancellation of an equal number of Class B shares, which carry voting rights but no economic rights.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Trujillo David

Role Director

Type	Security	Shares	Price	Value
Grant/Award	TPG Partner Holdings, L.P. Units	2,621	$0.00	--

Holdings After Transaction: TPG Partner Holdings, L.P. Units — 6,545,104 shares (Direct)

Footnotes (1)

On November 4, 2025, 2,621 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. Pursuant to the Amended and Restated Exchange Agreement filed by TPG Inc. (the "Issuer") with the Securities and Exchange 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.

Form 4 Insider Transactions: What Each Field Means →

11/06/2025 - 06:09 PM

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^*

Trujillo David

(Last)

(First)

(Middle)

301 COMMERCE STREET, SUITE 3300

(Street)

FORT WORTH

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)
11/04/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
TPG Partner Holdings, L.P. Units	⁽²⁾	11/04/2025		A⁽¹⁾		2,621		⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	2,621	$0	6,545,104	D

Explanation of Responses:

1. On November 4, 2025, 2,621 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 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.

Remarks:

(3) Jennifer Chu is signing on behalf of Mr. Trujillo pursuant to the power of attorney dated August 16, 2025, which is attached hereto as an exhibit. Exhibit 24.1 - Power of Attorney.

	/s/ Jennifer L. Chu, as attorney-in-fact (3)	11/06/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did TPG (TPG) disclose in this Form 4?

A director was automatically allocated 2,621 TPG Partner Holdings, L.P. units on 11/04/2025 due to a former partner’s forfeiture.

What is the price and transaction code for the reported units?

The allocation was reported at $0 with transaction code A (acquisition).

How many derivative securities are held after this transaction?

Following the allocation, the reporting person holds 6,545,104 derivative securities.

What are TPH Units and how can they be exchanged?

TPH Units are ultimately exchangeable for cash or Class A common stock of TPG on a 1-for-1 basis, subject to customary adjustments and restrictions.

What happens to Class B shares upon an exchange?

An equal number of Class B shares held by Group Holdings are automatically cancelled for no additional consideration.

What is the ownership form reported for these securities?

The filing lists the ownership form as Direct (D).