TPG Inc. (TPG) director logs RSU vesting, tax share withholding on 1/13

Rhea-AI Filing Summary

TPG Inc. director Kelvin L. Davis reported equity-related transactions in Class A common stock on January 13, 2026. The company withheld 13,182 shares at $66.03 per share to cover taxes due when previously granted restricted stock units vested and settled, a common method of paying withholding tax.

On the same date, Davis acquired 75,393 shares of Class A common stock at a stated price of $0.00, reflecting the settlement of new or vesting RSUs rather than an open-market purchase. Following these transactions, he directly held 139,440 Class A shares. The filing also reports 694,584 Class A shares held indirectly through a personal investment vehicle, with Davis stating that he may be deemed to beneficially own only to the extent of his pecuniary interest and expressly disclaiming additional beneficial ownership.

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^*

Davis Kelvin L.

(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)
01/13/2026

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
Class A Common Stock	01/13/2026		F(1)		13,182	D	$66.03	64,047	D
Class A Common Stock	01/13/2026		A		75,393(2)	A	(2)	139,440	D
Class A Common Stock								694,584	I	By Personal Investment Vehicle(3)(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On January 13, 2026, TPG Inc. (the "Issuer") withheld 13,182 shares of Class A common stock ("Class A common stock") of the Issuer from the Reporting Person for payment of the tax liability incident to the vesting and settlement of restricted stock units ("RSUs") previously granted by the Issuer.

2. Represents RSUs. Each RSU represents a contingent right to receive one share of Class A common stock. 1/3 of the RSUs will vest in three equal installments on each of the first, second and third anniversaries of the date of grant.

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. Davis pursuant to the power of attorney dated August 16, 2025, which was previously filed with the Securities and Exchange Commission.

	/s/ Jennifer L. Chu, as attorney-in-fact (5)	01/15/2026
	** 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).
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FAQ

What insider activity did TPG (TPG) report for Kelvin L. Davis?

The filing shows that TPG Inc. director Kelvin L. Davis had 13,182 shares of Class A common stock withheld on January 13, 2026 for taxes related to RSU vesting and acquired 75,393 shares through RSU settlement, updating his reported holdings.

How many TPG Class A shares were withheld for taxes in this Form 4?

On January 13, 2026, 13,182 shares of TPG Class A common stock were withheld from Kelvin L. Davis at a price of $66.03 per share to satisfy tax liabilities from RSU vesting.

What RSU-related shares did TPG grant or settle for Kelvin L. Davis?

The Form 4 reports 75,393 shares of Class A common stock acquired at a stated price of $0.00, representing restricted stock units, each of which converts into one share. One-third of these RSUs will vest in equal installments on each of the first, second and third anniversaries of the grant date.

What are Kelvin L. Davis’s direct TPG share holdings after these transactions?

After the January 13, 2026 transactions, Kelvin L. Davis is reported as directly owning 139,440 shares of TPG Inc. Class A common stock.

What indirect TPG holdings are reported for Kelvin L. Davis?

The filing lists 694,584 shares of Class A common stock held indirectly through a personal investment vehicle. Davis notes he may be deemed to beneficially own these only to the extent of his pecuniary interest and disclaims beneficial ownership beyond that.

Does Kelvin L. Davis fully admit beneficial ownership of all indirect TPG shares?

No. The filing explains that, due to his relationship with the entity holding the securities, he may be deemed to beneficially own shares only up to his direct or indirect pecuniary interest and expressly disclaims beneficial ownership of any equity securities beyond that amount.