Bradford Berenson - 22 Oct 2024 Form 4 Insider Report for TPG Inc. (TPG)

Role: General Counsel
Signature: /s/ Bradford Berenson
Issuer symbol: TPG
Transactions as of: 22 Oct 2024
Net transactions value: -$716,477
Form type: 4
Filing time: 24 Oct 2024, 18:16:35 UTC
Previous filing: 12 Apr 2024
Next filing: 04 Nov 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TPG	Class A Common Stock	Options Exercise		+84,746	+31%		355,005	22 Oct 2024	Direct	F1
transaction	TPG	Class A Common Stock	Tax liability	$716,477	-10,745	-3%	$66.68	344,260	23 Oct 2024	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TPG	Performance	Options Exercise	$0	-84,746	-100%	$0.000000	0	22 Oct 2024	Class A Common Stock	84,746		Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents performance stock units ("PSUs") granted to the Reporting Person on January 13, 2022, at the time of the initial public offering of TPG Inc. (the "Issuer"). Each PSU represents a contingent right to receive one share of Class A common stock ("Class A common stock") of the Issuer when both the service and performance conditions are satisfied. 25% of the PSUs service-vested on January 13, 2024, and 25% of the PSUs will service-vest on each of January 13, 2025, 2026 and 2027. 50% of the PSUs performance-vest on each of the first day following the date on which the 30-day volume weighted average trading price of a share of Class A common stock equals or exceeds $44.25 (the "1.5x measure") and (y) $59.00 (the "2.0x measure"). On October 22, 2024, 84,746 PSUs performance vested upon the achievement of the 2.0x measure.
F2	On October 23, 2024, the Issuer withheld 10,745 shares of Class A common stock from the Reporting Person for payment of the tax liability incident to the settlement of vested PSUs previously granted by the Issuer.

Content

Represents performance stock units ("PSUs") granted to the Reporting Person on January 13, 2022, at the time of the initial public offering of TPG Inc. (the "Issuer"). Each PSU represents a contingent right to receive one share of Class A common stock ("Class A common stock") of the Issuer when both the service and performance conditions are satisfied. 25% of the PSUs service-vested on January 13, 2024, and 25% of the PSUs will service-vest on each of January 13, 2025, 2026 and 2027. 50% of the PSUs performance-vest on each of the first day following the date on which the 30-day volume weighted average trading price of a share of Class A common stock equals or exceeds $44.25 (the "1.5x measure") and (y) $59.00 (the "2.0x measure"). On October 22, 2024, 84,746 PSUs performance vested upon the achievement of the 2.0x measure.

On October 23, 2024, the Issuer withheld 10,745 shares of Class A common stock from the Reporting Person for payment of the tax liability incident to the settlement of vested PSUs previously granted by the Issuer.