TPG Form 4: 1,091 TPH Units acquired at $0; 1,408,929 held

TPG Inc. (TPG) reported an insider transaction on a Form 4.

Rhea-AI Filing Summary

TPG Inc. (TPG) reported an insider transaction on a Form 4. On November 4, 2025, a director was automatically allocated 1,091 TPG Partner Holdings, L.P. (TPH) Units following a former partner’s forfeiture, at a transaction price of $0. These TPH Units are ultimately exchangeable for cash or, at the company’s election, for Class A common stock on a one-for-one basis, subject to customary adjustments and transfer restrictions. Following the transaction, 1,408,929 derivative securities were beneficially owned directly.

Insights

Insider transactions analyst

Routine insider allocation; no cash paid; neutral impact.

The filing shows a director received 1,091 TPH Units on November 4, 2025 via automatic allocation after another partner’s forfeiture. The transaction price was $0, indicating a non-cash administrative reallocation under the partnership agreement.

Per the exchange agreement, TPH Units are ultimately exchangeable for cash or for Class A common stock on a one-for-one basis, with customary adjustments and transfer restrictions. Post-transaction, the filing lists 1,408,929 derivative securities beneficially owned directly.

This is a standard ownership update rather than a market transaction; actual share exchanges, if any, would follow the agreement’s terms.

Insider Trade Summary

Grant/Award: 1,091 shares

Grant/Award 1 txn

Insider Sarvananthan Ganendran

Role Director

Type	Security	Shares	Price	Value
Grant/Award	TPG Partner Holdings, L.P. Units	1,091	$0.00	$0.00

Holdings After Transaction: TPG Partner Holdings, L.P. Units — 1,408,929 contracts (Direct)

Footnotes (2)

1. F1. On November 4, 2025, 1,091 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 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.

FAQ

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

A director was allocated 1,091 TPH Units on November 4, 2025 at $0 after a former partner’s forfeiture.

How many derivative securities are held after the transaction?

The filing reports 1,408,929 derivative securities beneficially owned directly after the transaction.

What can TPH Units be exchanged for?

TPH Units are ultimately exchangeable for cash or, at the issuer’s election, Class A common stock on a one-for-one basis, subject to adjustments and restrictions.

Was any cash paid for the allocation?

No. The transaction price was $0, reflecting an automatic allocation under the partnership agreement.

Who signed the Form 4?

It was signed by Jennifer L. Chu as attorney-in-fact, pursuant to a power of attorney.

What triggered the allocation of the 1,091 TPH Units?

They were allocated upon forfeiture by a former partner of TPG Partner Holdings, L.P.

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

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Accepted by SEC EDGAR 11/06/2025 - 05:45 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^*

Sarvananthan Ganendran

(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)

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)
			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)	11/04/2025		A(1)		1,091		(2)	(2)	Class A Common Stock(2)	1,091	$0	1,408,929	D

Explanation of Responses:

1. On November 4, 2025, 1,091 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. Sarvananthan 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.
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