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

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Apr 2024, 16:32:03 UTC
Prior SEC filing
29 Feb 2024
Next SEC filing
12 Apr 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Bradford Berenson

Key filing fact

Bradford Berenson filed Form 4 for TPG Inc. (TPG) on 03 Apr 2024.

Key facts

  • This page summarizes Bradford Berenson's Form 4 filing for TPG Inc. (TPG).
  • 4 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 03 Apr 2024, 16:32.

Change

  • Previous filing in this sequence was filed on 29 Feb 2024.
  • Current net transaction value: -$480,526.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

TPG transaction

Class A Common Stock

Options Exercise

Transaction value
Shares
+84,745
Change %
+43%
Price
Shares after
280,997
Date
22 Mar 2024
Ownership
Direct
Footnotes
F1
TPG transaction

Class A Common Stock

Tax liability

Transaction value
$480,526
Shares
-10,738
Change %
-3.8%
Price
$44.75
Shares after
270,259
Date
01 Apr 2024
Ownership
Direct
Footnotes
F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

TPG transaction Derivative

Performance Stock Units

Options Exercise

Transaction value
$0
Shares
-84,745
Change %
-50%
Price
$0.000000
Shares after
84,746
Date
22 Mar 2024
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
84,745
Exercise price
Footnotes
F1
TPG transaction Derivative

TPG Partner Holdings, L.P. Units

Award

Transaction value
$0
Shares
+693
Change %
+0.05%
Price
$0.000000
Shares after
1,435,211
Date
01 Apr 2024
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
693
Exercise price
Footnotes
F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote 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 March 22, 2024, 84,745 PSUs performance vested upon the achievement of the 1.5x measure.

Footnote F2

On April 1, 2024, the Issuer withheld 10,738 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.

Footnote F3

On April 1, 2024, 693 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.

Footnote F4

Pursuant to the Amended and Restated Exchange Agreement filed by 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 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.

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