Jon Winkelried - Jan 12, 2022 Form 3 Insider Report for TPG Pace Beneficial Finance Corp. (TPGY)

Role: Director, 10%+ Owner
Signature: /s/ Gerald Neugebauer on behalf of Jon Winkelried (5)
Stock symbol: TPGY
Transactions as of: Jan 12, 2022
Transactions value $: $0
Form type: 3
Date filed: 1/21/2022, 05:35 PM
Next filing: Jan 13, 2022

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
holding	TPGY	Class F Ordinary Shares							Jan 12, 2022	Class A Ordinary Shares	8.59M		See Explanation of Responses	F1, F2, F4
holding	TPGY	Warrants (right to buy)							Jan 12, 2022	Class A Ordinary Shares	6M	$11.50	See Explanation of Responses	F1, F3, F4

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

Explanation of Responses:

Id	Content
F1	On January 12, 2022, in connection with TPG Inc.'s initial public offering, TPG Inc. engaged in certain transactions as part of a corporate reorganization. As a result of the reorganization, Mr. Jon Winkelried (the "Reporting Person") may be deemed to beneficially own the Class F Ordinary Shares, par value $0.0001 per share (the "Class F Shares"), and warrants (the "Warrants") of TPG Pace Beneficial Finance Corp. (the "Issuer") held by TPG Pace Beneficial Finance Sponsor, Series LLC ("TPG Pace Beneficial Finance Sponsor"). The Reporting Person disclaims beneficial ownership of the securities of the Issuer held by TPG Pace Beneficial Finance Sponsor, except to the extent of his pecuniary interest therein, if any. The Reporting Person does not directly own any securities of the Issuer.
F2	Pursuant to the Issuer's Memorandum and Articles of Association, as amended, the Class F Shares will automatically convert into Class A Ordinary Shares, par value $0.0001 per share, of the Issuer at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment.
F3	The Warrants may be exercised during the period (i) commencing on the later of (a) the date that is 30 days after the first date on which the Issuer completes a business combination and (b) October 9, 2021 (provided in each case that the Issuer has an effective registration statement under the Securities Act of 1933, as amended, covering the Class A Shares issuable upon exercise of the Warrants) and (ii) terminating on the earlier of (a) the date that is five years after the date on which the Issuer completes its initial business combination and (b) the liquidation of the Issuer if it fails to consummate a business combination.
F4	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 his pecuniary interest.

Remarks:

5. Gerald Neugebauer is signing on behalf of Mr. Winkelried pursuant to an authorization and designation letter dated October 12, 2020, which was previously filed with the Securities and Exchange Commission.