TPG (TPG) investors approve all 2026 meeting items, including say-on-pay and Deloitte

Rhea-AI Filing Summary

TPG Inc. reported results from its 2026 annual meeting of stockholders held on June 3, 2026. Stockholders elected all nominated directors and Executive Committee members to one-year terms extending to the 2027 annual meeting.

On an advisory basis, stockholders approved executive compensation for the 2025 fiscal year, with 2,278,059,396 votes in favor, 62,254,069 against, and 1,739,637 abstentions, plus 10,274,479 broker non-votes. Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, with 2,350,206,156 votes for, 375,978 against, and 1,745,447 abstentions.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Class A shares outstanding: 153,782,054 shares Class B shares outstanding: 223,852,327 shares Say-on-pay votes for: 2,278,059,396 votes +4 more

7 metrics

Class A shares outstanding 153,782,054 shares Outstanding and entitled to vote as of April 8, 2026

Class B shares outstanding 223,852,327 shares Outstanding and entitled to vote as of April 8, 2026

Say-on-pay votes for 2,278,059,396 votes Advisory approval of 2025 executive compensation

Say-on-pay votes against 62,254,069 votes Advisory approval of 2025 executive compensation

Auditor ratification votes for 2,350,206,156 votes Ratification of Deloitte & Touche LLP for 2026

Auditor ratification votes against 375,978 votes Ratification of Deloitte & Touche LLP for 2026

Director vote example 2,329,209,606 votes for Election of director William McRaven

Key Terms

broker non-votes, non-binding advisory basis, independent registered public accounting firm, Executive Committee, +1 more

5 terms

broker non-votes financial

"FOR | WITHHOLD | BROKER NON-VOTES Gunther Bright | 2,320,618,558 | 21,434,544 | 10,274,479"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

non-binding advisory basis regulatory

"Stockholders approved, on a non-binding advisory basis, the compensation paid"

A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.

independent registered public accounting firm regulatory

"ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Executive Committee financial

"Election of Executive Committee Members The nominees listed below were elected to serve on the Executive Committee"

An executive committee is a small group of top leaders within an organization responsible for making important decisions and setting strategic direction. Think of it as the company's steering team, guiding the overall course and ensuring management actions align with long-term goals. For investors, understanding the executive committee helps gauge how decisions are made at the highest level and how leadership might influence the company's future performance.

record date regulatory

"On April 8, 2026, the record date, there were (i) 153,782,054 shares"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

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Understanding 8-K Material Events →

0001880661False00018806612026-06-032026-06-030001880661us-gaap:CommonClassAMember2026-06-032026-06-030001880661tpg:JuniorSubordinatedNotesDue2064Member2026-06-032026-06-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):

June 3, 2026

TPG Inc.

(Exact name of registrant as specified in its charter)

Delaware						001-41222			87-2063362
(State or other jurisdiction of incorporation)						(Commission File Number)			(IRS Employer Identification No.)
301 Commerce Street, Suite 3300									76102
Fort Worth, TX									(Zip Code)

(817) 871-4000

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock

TPG

The Nasdaq Stock Market LLC (Nasdaq Global Select Market)

6.950% Subordinated Notes due 2064

TPGXL

The Nasdaq Stock Market LLC (Nasdaq Global Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐ 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of the Security Holders

On June 3, 2026, TPG Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “2026 Annual Meeting”). The Company’s stockholders considered four items of business, each of which is described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 21, 2026.

On April 8, 2026, the record date, there were (i) 153,782,054 shares of Class A common stock, par value $0.001 (the “Class A Shares”), and (ii) 223,852,327 shares of Class B common stock, par value $0.001 (the “Class B Shares”), outstanding and entitled to vote. Each Class A Share was entitled to one vote per share, and each Class B Share was entitled to ten votes per share. The matters voted on and the results of the votes cast by holders of the Class A Shares and Class B Shares, voting together, are set forth below.

Item 1. Election of Directors

The nominees listed below were elected to serve on the Board of Directors, in each case for a one-year term expiring at the annual meeting of stockholders to be held in 2027.

						FOR						WITHHOLD						BROKER NON-VOTES
Gunther Bright						2,320,618,558						21,434,544						10,274,479
James Coulter						2,309,684,602						32,368,500						10,274,479
Mary Cranston						2,309,353,912						32,699,190						10,274,479
Kelvin Davis						2,306,119,651						35,933,451						10,274,479
Kathy Elsesser						2,320,652,002						21,401,100						10,274,479
William McRaven						2,329,209,606						12,843,496						10,274,479
Deborah Messemer						2,317,659,231						24,393,871						10,274,479
Nehal Raj						2,306,643,795						35,409,307						10,274,479
Jeffrey Rhodes						2,307,378,312						34,674,790						10,274,479
Ganendran Sarvananthan						2,306,106,937						35,946,165						10,274,479
Todd Sisitsky						2,309,545,530						32,507,572						10,274,479
David Trujillo						2,306,113,680						35,939,422						10,274,479
Anilu Vazquez-Ubarri						2,309,843,973						32,209,129						10,274,479
Jon Winkelried						2,312,837,916						29,215,186						10,274,479

Item 2. Election of Executive Committee Members

The nominees listed below were elected to serve on the Executive Committee, in each case for a one-year term expiring at the annual meeting of stockholders to be held in 2027.

			FOR						WITHHOLD						BROKER NON-VOTES
James Coulter			2,307,725,002						34,328,100						10,274,479
Kelvin Davis			2,305,197,705						36,855,397						10,274,479
Nehal Raj			2,304,627,850						37,425,252						10,274,479
Jeffrey Rhodes			2,305,354,638						36,698,464						10,274,479
Ganendran Sarvananthan			2,305,196,800						36,856,302						10,274,479
Todd Sisitsky			2,307,493,314						34,559,788						10,274,479
David Trujillo			2,305,198,099						36,855,003						10,274,479
Anilu Vazquez-Ubarri			2,307,792,698						34,260,404						10,274,479
Jon Winkelried			2,308,388,824						33,664,278						10,274,479

Item 3. Advisory Vote to Approve Executive Compensation (Say-on-Pay)

Stockholders approved, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers for the 2025 fiscal year.

FOR						AGAINST						ABSTAIN						BROKER NON-VOTES
2,278,059,396						62,254,069						1,739,637						10,274,479

Item 4. Ratification of Deloitte as our Independent Registered Public Accounting Firm

Stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2026.

FOR						AGAINST						ABSTAIN
2,350,206,156						375,978						1,745,447

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.     Description

104         Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

TPG Inc.
By:						/s/ Jennifer L. Chu
Name:						Jennifer L. Chu
Title:						Chief Legal Officer and General Counsel

Date: June 5, 2026

FAQ

What did TPG (TPG) stockholders vote on at the 2026 annual meeting?

Stockholders voted on electing directors, electing Executive Committee members, approving 2025 executive compensation on an advisory basis, and ratifying Deloitte & Touche LLP as independent auditor for 2026. All four proposals received sufficient support to pass.

Did TPG (TPG) stockholders approve the 2025 executive compensation package?

Yes, stockholders approved TPG’s 2025 executive compensation on a non-binding advisory basis. The vote totaled 2,278,059,396 shares for, 62,254,069 against, and 1,739,637 abstentions, with 10,274,479 broker non-votes reported in the results.

Was Deloitte & Touche LLP ratified as TPG (TPG) auditor for 2026?

Yes, Deloitte & Touche LLP was ratified as TPG’s independent registered public accounting firm for 2026. The vote was 2,350,206,156 shares for, 375,978 against, and 1,745,447 abstentions, indicating strong stockholder support for the auditor selection.

How many TPG (TPG) shares were entitled to vote at the 2026 annual meeting?

As of the April 8, 2026 record date, 153,782,054 Class A shares and 223,852,327 Class B shares were outstanding and entitled to vote. Each Class A share carried one vote, while each Class B share carried ten votes at the meeting.

Were TPG (TPG) director nominees elected at the 2026 annual meeting?

All nominated directors were elected to one-year terms expiring at the 2027 annual meeting. Each nominee received over 2.3 billion votes cast for, with relatively small withhold votes and 10,274,479 broker non-votes reported across the director elections.

What happened with the TPG (TPG) Executive Committee elections in 2026?

Stockholders elected all nominated Executive Committee members to one-year terms ending at the 2027 annual meeting. Each nominee received over 2.30 billion votes for, tens of millions withheld, and 10,274,479 broker non-votes, indicating broad support among voting shares.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 15.6 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 27.7 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 16.3 KB