TPG / TPG Inc. - Документы SEC, Годовой отчет, Доверенное заявление

TPG Operating Group II, L.P. $500,000,000 5.375% Senior Notes due 2036 Underwriting Agreement

EX-1.1 Exhibit 1.1 EXECUTION VERSION TPG Operating Group II, L.P. $500,000,000 5.375% Senior Notes due 2036 Underwriting Agreement August 11, 2025 Morgan Stanley & Co. LLC BofA Securities, Inc. Wells Fargo Securities, LLC As Representatives of the  several Underwriters listed  in Schedule 1 hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 BofA Securities, Inc. One Bryant

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): August 14, 2025 TPG Inc. (Exact n

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): August 14, 2025 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) (

SECOND SUPPLEMENTAL INDENTURE Dated as of August 14, 2025 Supplementing that Certain Dated as of March 5, 2024 TPG OPERATING GROUP II, L.P., THE GUARANTOR PARTIES HERETO U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 5.375% Senior Notes du

EX-4.2 Exhibit 4.2 SECOND SUPPLEMENTAL INDENTURE Dated as of August 14, 2025 Supplementing that Certain INDENTURE Dated as of March 5, 2024 Among TPG OPERATING GROUP II, L.P., THE GUARANTOR PARTIES HERETO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 5.375% Senior Notes due 2036 TABLE OF CONTENTS PAGE ARTICLE I ISSUANCE OF SECURITIES SECTION 1.1. Issuance of Notes; Principal Amount

Security Type

Calculation of Filing Fee Tables S-3 TPG Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective

TPG Operating Group II, L.P. $500,000,000 5.375% Senior Notes Due 2036 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P.

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 PROSPECTUS SUPPLEMENT (To Prospectus dated February 27, 2024) TPG Operating Group II, L.P. $500,000,000 5.375% Senior Notes Due 2036 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P. TPG Operating Group II, L.P

$500,000,000 TPG Operating Group II, L.P. 5.375% Senior Notes due 2036 Pricing Term Sheet August 11, 2025

FWP Pricing Term Sheet Free Writing Prospectus dated as of August 11, 2025 Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated August 11, 2025 to the Prospectus dated February 27, 2024 Registration No.

Subject to Completion, Dated August 11, 2025

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to Completion, Dated

Accession Agreement, dated as of June 13, 2025, among Société Générale, Standard Chartered Bank, TPG Operating Group II, L.P., acting through its general partner, TPG Holdings II-A, LLC, the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.

Exhibit 10.2 EXECUTION VERSION CERTAIN INFORMATION, IDENTIFIED BY, AND REPLACED WITH, A MARK OF “[**]” HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. ACCESSION AGREEMENT This Accession Agreement (the “Agreement”) is dated as of the Increase Effective Date set forth below and is entered into among SOCIÉTÉ G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

TPG Reports Second Quarter 2025 Financial Results Quarter Ended June 30, 2025 TPG | 2 San Francisco and Fort Worth, Texas – August 6, 2025 – TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, reported its unaudited second qua

tpg2q25earningsrelease TPG Reports Second Quarter 2025 Financial Results Quarter Ended June 30, 2025 TPG | 2 San Francisco and Fort Worth, Texas – August 6, 2025 – TPG Inc.

TPG Reports Second Quarter 2025 Results

TPG Reports Second Quarter 2025 Results San Francisco and Fort Worth, Texas – August 6, 2025 – TPG Inc.

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): August 6, 2025 TPG Inc. (Exact na

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): August 6, 2025 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) (I

Independent Director

Exhibit 10.3 Independent Director Compensation Policy Effective as of April 30, 2025 Each member of the Board of Directors (the “Board”) of TPG Inc. (together with its affiliates, the “Company”) who is not an employee or Partner of the Company (each, a “Director”) shall receive compensation in accordance with this Independent Director Compensation Policy (this “Policy”) during such Director’s peri

Non-Employee Director Deferral Plan

Exhibit 10.4 TPG INC. OMNIBUS EQUITY INCENTIVE PLAN NON-EMPLOYEE DIRECTOR DEFERRAL PLAN Section 1.General. 1.1Purpose. The purpose of the TPG Inc. Non-Employee Director Deferral Plan (the “Deferral Plan”) is to provide Non-Employee Directors with the opportunity to defer settlement of Restricted Stock Units to be granted to such Non-Employee Directors and thereby further the best interests of TPG

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): July 29, 2025 TPG Inc. (Exact nam

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): July 29, 2025 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) (IR

TPG Inc. 2,913,939 Shares of Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-277340 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2024) TPG Inc. 2,913,939 Shares of Class A Common Stock This prospectus supplement relates to the offer and sale from time to time of up to 2,913,939 shares of Class A common stock, par value $0.001 per share (“Class A common stock”), of TPG Inc. (the “Company”), b

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): July 1, 2025 TPG Inc. (Exact name

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): July 1, 2025 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

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 TPG Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee

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 5, 2025 TPG Inc. (Exact name

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 5, 2025 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

Underwriting Agreement, dated as of May 20, 2025, by and among TPG Inc., TPG OpCo Holdings, L.P.,TPG Operating Group II, L.P, J.P. Morgan Securities LLC and DB Holdings I, L.P.

Exhibit 1.1 Final TPG Inc. 21,000,000 Shares of Class A Common Stock Underwriting Agreement May 20, 2025 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of TPG Inc., a Delaware corporation (the “Company”), propose to sell to the underwriter listed in Schedule 1 hereto (the “Underwrit

Current Report

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): May 20, 2025 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

TPG Inc. 21,000,000 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(7) Registration No. 333-277340 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2024) TPG Inc. 21,000,000 Shares of Class A Common Stock The selling stockholder identified in this prospectus supplement is offering 21,000,000 shares of Class A common stock, par value $0.001 per share (the “Class A common stock”), of TPG Inc. (the “Company”). The Company’s Class

Calculation of Filing Fee Tables (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Note # Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid 1 Equity Class

Subject to Completion, Dated May 20, 2025

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-277340 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to Completion, Dated May 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 7, 2025 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

TPG Reports First Quarter 2025 Financial Results Quarter Ended March 31, 2025 TPG | 2 San Francisco and Fort Worth, Texas – May 7, 2025 – TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, reported its unaudited first quarter

tpg1q25earningsreleasefi TPG Reports First Quarter 2025 Financial Results Quarter Ended March 31, 2025 TPG | 2 San Francisco and Fort Worth, Texas – May 7, 2025 – TPG Inc.

TPG Reports First Quarter 2025 Results

TPG Reports First Quarter 2025 Results San Francisco and Fort Worth, Texas – May 7, 2025 – TPG Inc.

TPG to Acquire Peppertree Capital Management Strategic Transaction Drives Continued Diversification of TPG with Further Expansion into Digital Infrastructure Peppertree to Benefit from TPG’s Scale, Relationships, and Deep Adjacent Internet and Commun

Exhibit 99.1 TPG to Acquire Peppertree Capital Management Strategic Transaction Drives Continued Diversification of TPG with Further Expansion into Digital Infrastructure Peppertree to Benefit from TPG’s Scale, Relationships, and Deep Adjacent Internet and Communications Expertise San Francisco; Fort Worth, Texas & Chagrin Falls, Ohio – May 6, 2025 – TPG Inc. (NASDAQ: TPG), a leading global altern

Important Notices This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders. To the maximum extent permitted by law, none of us or our affiliates, direct

Exhibit 99.2 TPG to Acquire Peppertree Capital Management May 2025 Important Notices This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders. To the maximum extent permitted by law, none of us or our affiliates, directors, officers, partners, employees, agents, or advisors or any other person accepts

Regulation FD Disclosure

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): May 3, 2025 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

Seventh Amended and Restated Credit Agreement, dated as of May 1, 2025, among TPG Operating Group II, L.P., acting through its general partner, TPG Holdings II-A, LLC, the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on May 1, 2025).

EXECUTION VERSION SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 1, 2025 among TPG OPERATING GROUP II, L.

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): May 1, 2025 TPG Inc. (Exact name

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): May 1, 2025 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

Filing Fees

EXHIBIT 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, $0.001 par value per

As filed with the Securities and Exchange Commission on February 27, 2025

As filed with the Securities and Exchange Commission on February 27, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-412

Form of Performance Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan.

Exhibit 10.23 TPG INC. OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Performance Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agreement”) is effective as of th

olicy Prohibiting Insider Trading.

Exhibit 19.1 TPG INC. POLICY PROHIBITING INSIDER TRADING General and Purpose The reputation of TPG Inc. (the “Company”) in the investment community, with our investors, and with those individuals and organizations with which we have contact, depends upon the manner in which we conduct our affairs. U.S. securities laws give the Company, its directors, officers and other employees the responsibility

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description summarizes important terms of our capital stock and 6.950% Fixed-Rate Junior Subordinated Notes Due 2064 (“Subordinated Notes”). This summary does not purport to be complete and is qualified in its entirety by (i) in the case of our capital stock

List of subsidiaries.

Exhibit 21.1 LIST OF SIGNIFICANT SUBSIDIARIES Entity Name Jurisdiction TPG Europe, LLP England & Wales TPG Capital - U.A.E., LLC Delaware TPG (Brazil Mgt.), LLC Delaware TPG Capital - Brasil Assessoria De Investimentos e Participacoes Ltda Brazil TPG Africa, LLP England & Wales TPG Africa, Ltd. Cayman Islands TPG Africa II, Ltd. Cayman Islands TPG International, Ltd. Cayman Islands TPG Capital Man

Form of Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan.

Exhibit 10.21 TPG INC. OMNIBUS INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agreement”) is effective as of the Grant Date (shown abov

TPG Reports Fourth Quarter and Full Year 2024 Financial Results Year Ended December 31, 2024 TPG | 2 San Francisco and Fort Worth, Texas – February 11, 2025 – TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, reported its un

TPG Reports Fourth Quarter and Full Year 2024 Financial Results Year Ended December 31, 2024 TPG | 2 San Francisco and Fort Worth, Texas – February 11, 2025 – TPG Inc.

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): February 11, 2025 TPG Inc. (Exact

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): February 11, 2025 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)

TPG Reports Fourth Quarter and Full Year 2024 Results

TPG Reports Fourth Quarter and Full Year 2024 Results San Francisco and Fort Worth, Texas – February 11, 2025 – TPG Inc.

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of TPG Inc.

TPG Appoints Kathy Elsesser as New Independent Director

TPG Appoints Kathy Elsesser as New Independent Director SAN FRANCISCO & FORT WORTH, Texas – January 15, 2025 – TPG Inc.

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): January 15, 2025 TPG Inc. (Exact

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): January 15, 2025 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)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 20, 2024 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)

TPG / TPG Inc. / TPG GP A, LLC - AMENDMENT NO. 4 Activist Investment

SC 13D/A 1 ss4129703sc13da.htm AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) Bradford Berenson TPG Inc. 301 Commerce Street, Suite 3300 Fort Worth, TX 76

TPG / TPG Inc. / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TPG Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 872657101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

TPG / TPG Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* TPG Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 872657101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of TPG Inc.

TPG Reports Third Quarter 2024 Results Total assets under management of $239 billion as of September 30, 2024, an increase of 76% compared to $136 billion as of September 30, 2023 GAAP net income attributable to TPG Inc. of $9 million for the third q

TPG Reports Third Quarter 2024 Results Total assets under management of $239 billion as of September 30, 2024, an increase of 76% compared to $136 billion as of September 30, 2023 GAAP net income attributable to TPG Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 4, 2024 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)

TPG Reports Third Quarter 2024 Financial Results Quarter Ended September 30, 2024 TPG | 2 ▪ Total assets under management of $239 billion as of September 30, 2024, an increase of 76% compared to $136 billion as of September 30, 2023 ▪ GAAP net income

TPG Reports Third Quarter 2024 Financial Results Quarter Ended September 30, 2024 TPG | 2 ▪ Total assets under management of $239 billion as of September 30, 2024, an increase of 76% compared to $136 billion as of September 30, 2023 ▪ GAAP net income attributable to TPG Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

Current Report

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): October 2, 2024 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) (

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Note #  Security Type  Security Class Title Fee Calculation  or Carry Forward Rule Amount Registered Proposed Maximum   Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration  Fee C

As filed with the Securities and Exchange Commission on September 13, 2024

As filed with the Securities and Exchange Commission on September 13, 2024 Registration No.

TPG Reports Second Quarter 2024 Results Total assets under management of $229 billion as of June 30, 2024, an increase of 65% compared to $139 billion as of June 30, 2023 GAAP net loss attributable to TPG Inc. of $14 million for the second quarter en

TPG Reports Second Quarter 2024 Results Total assets under management of $229 billion as of June 30, 2024, an increase of 65% compared to $139 billion as of June 30, 2023 GAAP net loss attributable to TPG Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

TPG Reports Second Quarter 2024 Financial Results Quarter Ended June 30, 2024 TPG | 2 ▪ Total assets under management of $229 billion as of June 30, 2024, an increase of 65% compared to $139 billion as of June 30, 2023 ▪ GAAP net loss attributable to

tpg2q24earningsreleasefi TPG Reports Second Quarter 2024 Financial Results Quarter Ended June 30, 2024 TPG | 2 ▪ Total assets under management of $229 billion as of June 30, 2024, an increase of 65% compared to $139 billion as of June 30, 2023 ▪ GAAP net loss attributable to TPG Inc.

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): August 6, 2024 TPG Inc. (Exact na

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): August 6, 2024 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) (I

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of TPG Inc. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Sec

TPG / TPG Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TPG Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 872657101 (CUSIP Number) June 28, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Certificate of Amendment of Restated Certificate of Incorporation of TPG Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed on June 6, 2024).

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF TPG INC. TPG Inc., a Delaware corporation (the “Corporation”), certifies as follows: First: Article VII, Section 7.1 of the Restated Certificate of Incorporation of the Corporation is amended to read in its entirety as follows: “7.1 Limited Liability of Directors and Officers. A director or officer of the Corporation

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 5, 2024 TPG Inc. (Exact name

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 5, 2024 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

List of Notes Issuer and Guarantor Subsidiaries, Senior and Subordinated Notes (incorporated by reference to Exhibit 22.1 to the Company

Exhibit 22.1 Each of the subsidiaries of TPG Inc. (the “Company”) listed below is a guarantor of the 5.875% Senior Notes due 2034 and 6.950% Fixed-Rate Junior Subordinated Notes due 2064 (collectively, the “Notes”) issued by TPG Operating Group II, L.P., a Delaware limited partnership and subsidiary of the Company. In addition to the subsidiaries listed below, the Company is also a guarantor of th

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 8, 2024 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

TPG Reports First Quarter 2024 Results Total assets under management of $224 billion as of March 31, 2024, an increase of 63% compared to $137 billion as of March 31, 2023 GAAP net income attributable to TPG Inc. of $16 million for the first quarter

TPG Reports First Quarter 2024 Results Total assets under management of $224 billion as of March 31, 2024, an increase of 63% compared to $137 billion as of March 31, 2023 GAAP net income attributable to TPG Inc.

Amendment No. 3 to the Transaction Agreement, dated March 13, 2024, between TPG Operating Group II, L.P. and API Representative, LLC.

Exhibit 2.1 Execution Version AMENDMENT NO. 3 TO TRANSACTION AGREEMENT This Amendment No. 3 to Transaction Agreement (this “Amendment”) is entered into as of March 13, 2024, by and among TPG Operating Group II, L.P., a Delaware limited partnership (“Acquiror”), and API Representative, LLC, a Delaware limited liability company, as the API Representative (the “API Representative”). Capitalized terms

TPG Reports First Quarter 2024 Financial Results Quarter Ended March 31, 2024 TPG | 2 ▪ Total assets under management of $224 billion as of March 31, 2024, an increase of 63% compared to $137 billion as of March 31, 2023 ▪ GAAP net income attributabl

TPG Reports First Quarter 2024 Financial Results Quarter Ended March 31, 2024 TPG | 2 ▪ Total assets under management of $224 billion as of March 31, 2024, an increase of 63% compared to $137 billion as of March 31, 2023 ▪ GAAP net income attributable to TPG Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

Filing Fees

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, $0.001 par value per

As filed with the Securities and Exchange Commission on March 11, 2024

As filed with the Securities and Exchange Commission on March 11, 2024 Registration No.

TPG / TPG Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

SC 13G 1 TPGSC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 TPG INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 872657101 (CUSIP Number) FEBRUARY 26, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the rul

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): March 5, 2024 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) (IR

, 2024, among TPG Operating Group II, L.P., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on March

Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE Dated as of March 5, 2024 Supplementing that Certain INDENTURE Dated as of March 5, 2024 Among TPG OPERATING GROUP II, L.P., THE GUARANTOR PARTIES HERETO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 5.875% Senior Notes due 2034 TABLE OF CONTENTS PAGE ARTICLE I ISSUANCE OF SECURITIES SECTION 1.1. Issuance of Notes; Principal Amount; Maturity

, 2024, among TPG Operating Group II, L.P., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on March

Exhibit 4.1 TPG OPERATING GROUP II, L.P., as Issuer the Guarantors party hereto from time to time INDENTURE Dated as of March 5, 2024 U.S. Bank Trust Company, National Association as Trustee Table Showing Reflection in Indenture of Certain Provisions of Trust Indenture Act of 1939, as amended by the Trust Indenture Reform Act of 1990 Reflected in Indenture Trust Indenture Act Section Indenture Sec

Underwriting Agreement, dated as of February 29, 2024, by and among TPG Inc., TPG Operating Group I, L.P., TPG Operating Group II, L.P, TPG Operating Group III, L.P., TPG Holdings II Sub, L.P., BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC.

Exhibit 1.1 TPG Operating Group II, L.P. $600,000,000 5.875% Senior Notes due 2034 Underwriting Agreement February 29, 2024 BofA Securities, Inc. Morgan Stanley & Co. LLC Wells Fargo Securities, LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 1

TPG Operating Group II, L.P. $600,000,000 5.875% Senior Notes Due 2034 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P.

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 PROSPECTUS SUPPLEMENT (To Prospectus dated February 27, 2024) TPG Operating Group II, L.P. $600,000,000 5.875% Senior Notes Due 2034 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P. TPG Operating Group II, L.P. (the

First Supplemental Indenture, dated as of March 4, 2024, among TPG Operating Group II, L.P., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, filed on March 4, 2024).

Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE Dated as of March 4, 2024 Supplementing that Certain SUBORDINATED INDENTURE Dated as of March 4, 2024 Among TPG OPERATING GROUP II, L.P., THE GUARANTOR PARTIES HERETO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 6.950% Fixed-Rate Junior Subordinated Notes due 2064 TABLE OF CONTENTS PAGE ARTICLE I ISSUANCE OF SECURITIES SECTION 1.1. Issuance

Subordinated Indenture, dated as of March 4, 2024, among TPG Operating Group II, L.P., the Guarantors named therein and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed on March 4, 2024).

Exhibit 4.1 TPG OPERATING GROUP II, L.P., as Issuer the Guarantors party hereto from time to time SUBORDINATED INDENTURE Dated as of March 4, 2024 U.S. Bank Trust Company, National Association as Trustee Table Showing Reflection in Indenture of Certain Provisions of Trust Indenture Act of 1939, as amended by the Trust Indenture Reform Act of 1990 Reflected in Indenture Trust Indenture Act Section

Calculation of Filing Fee Tables (Form Type) TPG Inc. TPG Operating Group I, L.P.* TPG Operating Group II, L.P.* TPG Operating Group III, L.P.* TPG Holdings II Sub, L.P.* (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registere

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) TPG Inc. TPG Operating Group I, L.P.* TPG Operating Group II, L.P.* TPG Operating Group III, L.P.* TPG Holdings II Sub, L.P.* (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offerin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TPG Inc. (Exact Name of Registrant as Specified

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 TPG Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 87-2063362 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 301 Commerce

Underwriting Agreement, dated as of February 28, 2024, by and among TPG Inc., TPG Operating Group I, L.P., TPG Operating Group II, L.P, TPG Operating Group III, L.P., TPG Holdings II Sub, L.P., Morgan Stanley & Co. LLC, BofA Securities, Inc., UBS Securities LLC, Wells Fargo Securities, LLC and Goldman Sachs & Co. LLC.

Exhibit 1.1 TPG Operating Group II, L.P. $400,000,000 6.950% Fixed-Rate Junior Subordinated Notes due 2064 Underwriting Agreement February 28, 2024 Morgan Stanley & Co. LLC BofA Securities, Inc. UBS Securities LLC Wells Fargo Securities, LLC Goldman Sachs & Co. LLC As Representatives of the  several Underwriters listed  in Schedule 1 hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): March 4, 2024 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) (IR

TPG / TPG Inc. / TPG GP A, LLC - AMENDMENT NO. 3 Activist Investment

SC 13D/A 1 ss3094830sc13da.htm AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) Bradford Berenson TPG Inc. 301 Commerce Street, Suite 3300 Fort Worth, TX 76

Calculation of Filing Fee Tables Form 424(b)(5) (Form Type) TPG Inc. TPG Operating Group I, L.P.* TPG Operating Group II, L.P.* TPG Operating Group III, L.P.* TPG Holdings II Sub, L.P.* (Exact Name of Registrant as Specified in its Charter) Table 1:

Exhibit 107 Calculation of Filing Fee Tables Form 424(b)(5) (Form Type) TPG Inc. TPG Operating Group I, L.P.* TPG Operating Group II, L.P.* TPG Operating Group III, L.P.* TPG Holdings II Sub, L.P.* (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Of

TPG Operating Group II, L.P. $400,000,000 6.950% Fixed-Rate Junior Subordinated Notes Due 2064 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P.

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 PROSPECTUS SUPPLEMENT (To Prospectus dated February 27, 2024) TPG Operating Group II, L.P. $400,000,000 6.950% Fixed-Rate Junior Subordinated Notes Due 2064 Fully and unconditionally guaranteed, as described herein, by TPG Inc. TPG Operating Group I, L.P. TPG Operating Group III, L.P. TPG Holdings II Sub, L.P. TPG Opera

Underwriting Agreement, dated as of February 26, 2024, by and among TPG Inc., TPG OpCo Holdings, L.P. and TPG Operating Group II, L.P, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and the Selling Stockholders

Exhibit 1.1 Execution Version TPG Inc. 15,526,915 Shares of Class A Common Stock Underwriting Agreement February 26, 2024 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: The stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of TPG Inc., a Delaware corporation (the “Compan

Current Report

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): February 26, 2024 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)

$400,000,000 TPG Operating Group II, L.P. 6.950% Fixed-Rate Junior Subordinated Notes due 2064 Pricing Term Sheet February 28, 2024

Pricing Term Sheet Free Writing Prospectus dated as of February 28, 2024 Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated February 27, 2024 to the Prospectus dated February 27, 2024 Registration No.

$600,000,000 TPG Operating Group II, L.P. 5.875% Senior Notes due 2034 Pricing Term Sheet February 29, 2024

Pricing Term Sheet Free Writing Prospectus dated as of February 29, 2024 Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated February 27, 2024 to the Prospectus dated February 27, 2024 Registration No.

TPG Inc. 15,526,915 Shares of Class A Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-277340 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2024) TPG Inc. 15,526,915 Shares of Class A Common Stock The selling stockholders identified in this prospectus supplement are offering 15,526,915 shares of Class A common stock, par value $0.001 per share (the “Class A common stock”), of TPG Inc. (the “Company”).

Calculation of Filing Fee Tables (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maxi

Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Class A

TPG / TPG Inc. / TPG GP A, LLC - AMENDMENT NO. 2 Activist Investment

SC 13D/A 1 ss3080650sc13da.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) Bradford Berenson TPG Inc. 301 Commerce Street, Suite 3300 Fort Worth, TX 76

TPG Inc. 15,526,915 Shares of Class A Common Stock Underwriting Agreement

EX-99.11 2 ss3080650ex9911.htm UNDERWRITING AGREEMENT Execution Version TPG Inc. 15,526,915 Shares of Class A Common Stock Underwriting Agreement February 26, 2024 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: The stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of TPG

Form of Subordinated Indenture.

Exhibit 4.3 [], as Issuer the Guarantors party hereto from time to time SUBORDINATED INDENTURE Dated as of , 20 U.S. Bank Trust Company, National Association as Trustee Table Showing Reflection in Indenture of Certain Provisions of Trust Indenture Act of 1939, as amended by the Trust Indenture Reform Act of 1990 Reflected in Indenture Trust Indenture Act Section Indenture Section § 310 (a)(1) 909

Form of Senior Indenture.

Exhibit 4.1 [], as Issuer the Guarantors party hereto from time to time INDENTURE Dated as of , 20 U.S. Bank Trust Company, National Association as Trustee Table Showing Reflection in Indenture of Certain Provisions of Trust Indenture Act of 1939, as amended by the Trust Indenture Reform Act of 1990 Reflected in Indenture Trust Indenture Act Section Indenture Section § 310 (a)(1) 909 (a)(2) 909 (a

Subject to Completion, Dated February 27, 2024

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to Completion, Dated Febru

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of U.S. Bank Trust Company, National Association, as Trustee under the Subordinated Indenture.

Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

As filed with the Securities and Exchange Commission on February 27, 2024

Table of Contents As filed with the Securities and Exchange Commission on February 27, 2024 Registration No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) TPG Inc. TPG Operating Group I, L.P.* TPG Operating Group II, L.P.* TPG Operating Group III, L.P.* TPG Holdings II Sub, L.P.* (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Propose

List of Issuer and Guarantor Subsidiaries.

Exhibit 22.1 From time to time, each of the subsidiaries of TPG Inc. (the “Company”) listed below may (i) issue debt securities guaranteed by the Company and/or guaranteed by one or more of the Company’s other subsidiaries listed below or (ii) guarantee debt securities issued by the Company. Subsidiary Jurisdiction of Organization TPG Operating Group I, L.P. Delaware TPG Operating Group II, L.P. D

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended, of U.S. Bank Trust Company, National Association, as Trustee under the Senior Indenture.

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

Subject to Completion, Dated February 27, 2024

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-277384 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to Completion, Dated Febru

AG PARTNER INVESTMENTS, L.P.’S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Page Unaudited Consolidated Financial Statements Consolidated Statements of Financial Condition (unaudited) 1 Consolidated Statements of Comprehen

AG PARTNER INVESTMENTS, L.P.’S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Index Page Unaudited Consolidated Financial Statements Consolidated Statements of Financial Condition (unaudited) 1 Consolidated Statements of Comprehensive Income (unaudited) 2 Consolidated Statements of Changes in Partners’ Capital (unaudited) 3 Consolidated Statements of Cash Flows (unaudited

Filing Fee Table.

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) TPG Inc.

Subject to Completion, Dated February 26, 2024

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-277340 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to Completion, Dated Febru

As filed with the Securities and Exchange Commission on February 26, 2024

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 26, 2024 Registration No.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 1, 2023 TPG Inc. (Exact name of registrant as specified in its charter) Delaware 001-41222 87-2063362 (State or other jurisdiction of incorporation) (Comm

Exhibit 4.1

Exhibit 4.1 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description summarizes important terms of our capital stock. This summary does not purport to be complete and is qualified in its entirety by the provisions of our certificate of incorporation (our “certificate of incorporation”) and our bylaws (our “bylaws”

to the Company’s Annual Report on Form 10-K, filed on February 23, 2024).

Exhibit 97.1 TPG INC. DODD-FRANK CLAWBACK POLICY The Board of Directors (the “Board”) of TPG Inc. (the “Company”) has adopted this Dodd-Frank Clawback Policy (this “Policy”) in accordance with the applicable provisions of The Nasdaq Stock Market LLC Listing Rules (the “Clawback Rules”), promulgated pursuant to the final rules adopted by the Securities and Exchange Commission enacting the clawback

List of subsidiaries.

Exhibit 21.1 LIST OF SIGNIFICANT SUBSIDIARIES Entity Name Jurisdiction TPG Europe, LLP England & Wales TPG Capital - U.A.E., LLC Delaware TPG (Brazil Mgt.), LLC Delaware TPG Capital - Brasil Assessoria De Investimentos e Participacoes Ltda Brazil TPG Africa, LLP England & Wales TPG Africa, Ltd. Cayman Islands TPG Africa II, Ltd. Cayman Islands TPG International, Ltd. Cayman Islands TPG Capital Man

Restricted Stock Unit Grant Agreement, dated as of November 30, 2023, between TPG Inc. and Jon Winkelried, under the TPG Inc. Omnibus Equity Incentive Plan, and Performance Restricted Stock Unit Grant Agreement, dated as of November 30, 2023, between TPG Inc. and Jon Winkelried, under the TPG Inc. Omnibus Equity Incentive Plan

Exhibit 10.25 TPG INC. OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Number of Restricted Stock Units: 2,594,755 Grant Date: November 30, 2023 Deemed Acceptance Date: December 30, 2023 THIS AWARD AGREEMENT (this “Agreement”) is effective

Form of Platform Level Program Award Agreements.

Exhibit 10.26 PLATFORM LEVEL PROGRAM: FORM DOCUMENTATION Annex A Form Vintage Share Award Grant Agreement Exhibit A-1 [Carried Interest Recipient Guarantees] Exhibit A-2 Accredited Investor Eligibility Representations Annex B Form Investment-Specific Award Letter Exhibit B-1 Schedule of Funds Exhibit B-2 [Carried Interest Recipient Guarantees] Annex C Excerpt of Certain Provisions from the Limited

Form of Performance Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan.

Exhibit 10.24 TPG INC. 2021 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Performance Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agreement”) is effective as

Seventh Amended and Restated Limited Partnership Agreement of TPG Operating Group II, L.P., dated as of November 1, 2023, among TPG Holdings II-A, LLC and the limited partners of TPG Operating Group II, L.P

Exhibit 10.1 Execution Version SEVENTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of TPG OPERATING GROUP II, L.P. Dated as of November 1, 2023 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions. 2 Section 1.02. Other Definitional and Interpretative Provisions. 15 ARTICLE 2 THE PARTNERSHIP Section 2.01. Formation. 16 Section 2.02. Name. 16 Section 2.03. Term. 16 Sec

Form of Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan.

Exhibit 10.22 TPG INC. 2021 OMNIBUS INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agreement”) is effective as of the Grant Date (shown

Form of Platform Level Program Award Agreements for TPG Angelo Gordon

Exhibit 10.27 PLATFORM LEVEL PROGRAM: FORM DOCUMENTATION, TPG AG Annex A Form of Certificate of Designation of Series of Partnership Interests Annex B Excerpt of Certain Provisions from the Limited Partnership Agreement of AG Advisors Participation Partners, L.P. ANNEX A FORM OF AG ADVISORS PARTICIPATION PARTNERS, L.P. CERTIFICATE OF DESIGNATION OF SERIES OF PARTNERSHIP INTERESTS There is hereby e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-412

Partner Acknowledgment and Joinder Agreement, dated as of May 14, 2023, among Josh Baumgarten, TPG Operating Group II, L.P., AG Partner Investments, L.P., Alabama Investments (Parallel), LP, AG GP, LLC and Angelo, Gordon & Co., L.P.

Exhibit 10.28 PARTNER ACKNOWLEDGMENT AND JOINDER AGREEMENT This PARTNER ACKNOWLEDGMENT AND JOINDER AGREEMENT (this “Agreement”), dated as of May 14, 2023, is by and among TPG OPERATING GROUP II, L.P., a Delaware limited partnership (“Acquiror”), AG Partner Investments, L.P., a Delaware limited partnership (“API”), Alabama Investments (Parallel), LP, a Delaware limited partnership (“New API II”), A

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 13, 2024 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)

TPG / TPG Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02090-tpgincclassa.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: TPG Inc Class A Title of Class of Securities: Common Stock CUSIP Number: 872657101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the r

TPG Reports Fourth Quarter and Full Year 2023 Financial Results Year Ended December 31, 2023 TPG | 2 ▪ Completed strategic acquisition of Angelo Gordon on November 1, 2023 ▪ Total assets under management of $222 billion as of December 31, 2023, an in

TPG Reports Fourth Quarter and Full Year 2023 Financial Results Year Ended December 31, 2023 TPG | 2 ▪ Completed strategic acquisition of Angelo Gordon on November 1, 2023 ▪ Total assets under management of $222 billion as of December 31, 2023, an increase of 64% compared to $135 billion as of December 31, 2022 ▪ GAAP net income attributable to TPG Inc.

TPG Reports Fourth Quarter and Full Year 2023 Results Completed strategic acquisition of Angelo Gordon on November 1, 2023 Total assets under management of $222 billion as of December 31, 2023, an increase of 64% compared to $135 billion as of Decemb

TPG Reports Fourth Quarter and Full Year 2023 Results Completed strategic acquisition of Angelo Gordon on November 1, 2023 Total assets under management of $222 billion as of December 31, 2023, an increase of 64% compared to $135 billion as of December 31, 2022 GAAP net income attributable to TPG Inc.

TPG / TPG Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* TPG Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 872657101 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

TPG / TPG Inc. / GIC Private Ltd - SC 13G/A Passive Investment

SC 13G/A 1 ef20021068sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) * TPG Inc. (Name of Issuer) Class A common stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) December 31, 2023 (Date of the Event Which Requires Filing of this Statement) Che

TPG / TPG Inc. / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A 1 d737538dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* TPG Inc. (Name of Issuer) Class A Common Stock, par value $0.001 per share

599 Lexington Avenue New York, NY 10022-6069

599 Lexington Avenue New York, NY 10022-6069 +1.212.848.4000 January 11, 2024 VIA EDGAR Mr. Eric Envall Ms. Amanda Ravitz United States Securities and Exchange Commission Division of Corporation Finance Disclosure Review Program 100 F Street, N.E. Washington, D.C. 20549 Re: TPG Inc. Definitive Proxy Statement on Schedule 14A Filed April 25, 2023 File No. 001-41222 Dear Mr. Envall and Ms. Ravitz: O

TPG Expands Board of Directors

Exhibit 99.1 TPG Expands Board of Directors SAN FRANCISCO & FORT WORTH, Texas – December 15, 2023 – TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, announced today that Nehal Raj, Jeffrey Rhodes, and Josh Baumgarten have joined the firm’s Board of Directors. Raj and Rhodes serve as Co-Managing Partners of TPG Capital, the firm’s US and European private equity business,

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 13, 2023 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)

TPG / TPG Inc - Class A / TPG GP A, LLC - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) Bradford Berenson TPG Inc. 301 Commerce Street, Suite 3300 Fort Worth, TX 76102 (817) 871-4000 (Name, Address and Telephone

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 28, 2023 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)

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): November 15, 2023 TPG Inc. (Exact

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): November 15, 2023 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)

Important Notices This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders and analysts. To the maximum extent permitted by law, none of us or our affil

TPG Angelo Gordon Teach-In November 2023 Comment Exhibit 99.1 Important Notices This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders and analysts. To the maximum extent permitted by law, none of us or our affiliates, directors, officers, partners, employees, agents, or advisors or any other person

Restated Certificate of Incorporation of TPG Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed on November 13, 2023).

Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF TPG INC. (Pursuant to Section 245 of the General Corporation Law of the State of Delaware) TPG Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the Delaware General Corporation Law (the “DGCL”), does hereby certify as follows: 1. The Corporation’s original certificate of incorporation was fi

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): November 13, 2023 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)

TPG Reports Third Quarter 2023 Financial Results Quarter Ended September 30, 2023 TPG | 2 ▪ Completed acquisition of Angelo Gordon on November 1, 2023, marking significant expansion into credit investing and adding complementary real estate capabilit

TPG Reports Third Quarter 2023 Financial Results Quarter Ended September 30, 2023 TPG | 2 ▪ Completed acquisition of Angelo Gordon on November 1, 2023, marking significant expansion into credit investing and adding complementary real estate capabilities ▪ Total assets under management of $136 billion as of September 30, 2023; total AUM of $212 billion on a combined basis with Angelo Gordon(1) ▪ GAAP net income attributable to TPG Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 7, 2023 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)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

TPG Reports Third Quarter 2023 Financial Results Completed acquisition of Angelo Gordon on November 1, 2023, marking significant expansion into credit investing and adding complementary real estate capabilities Total assets under management of $136 b

TPG Reports Third Quarter 2023 Financial Results Completed acquisition of Angelo Gordon on November 1, 2023, marking significant expansion into credit investing and adding complementary real estate capabilities Total assets under management of $136 billion as of September 30, 2023; total AUM of $212 billion on a combined basis with Angelo Gordon(1) GAAP net income attributable to TPG Inc.

TPG / TPG Inc - Class A / TPG GP A, LLC - SC 13D Activist Investment

SC 13D 1 d462297dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) Bradford Berenson TPG Inc. 301 Commerce Street, Suite 3300 Fort Worth, TX 76102 (817) 871-

Amendment No. 1 to the Transaction Agreement, dated October 3, 2023, among TPG Operating Group II, L.P., AG GP, LLC and API Representative, LLC (incorporated by reference to Exhibit 2.2 to the Company’s Current Report on Form 8-K, filed on November 2, 2023).

Exhibit 2.2 AMENDMENT NO. 1 TO TRANSACTION AGREEMENT This Amendment No. 1 to Transaction Agreement (this “Amendment”) is entered into as of October 3, 2023, by and among TPG Operating Group II, L.P., a Delaware limited partnership (“Acquiror”), AG GP, LLC, a Delaware limited liability company, as the API Representative (the “API Representative” or “API GP”), and API Representative, LLC, a Delaware

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION On November 1, 2023, TPG Inc. (“TPG”), TPG Operating Group II, L.P. (the “Acquiror”), an indirect subsidiary of TPG, and certain of their affiliated entities (collectively, the “TPG Parties”) completed the acquisition (the “Transactions”) of (i) all of the outstanding limited partnership interests in Angelo, Gordon & Co., L.

Amendment No. 2 to the Transaction Agreement, dated October 31, 2023, between TPG Operating Group II, L.P. and AG GP , LLC (incorporated by reference to Exhibit 2.3 to the Company’s Current Report on Form 8-K, filed on November 2, 2023).

Exhibit 2.3 Execution Version AMENDMENT NO. 2 TO TRANSACTION AGREEMENT This Amendment No. 2 to Transaction Agreement (this “Amendment”) is entered into as of October 31, 2023, by and among TPG Operating Group II, L.P., a Delaware limited partnership (“Acquiror”) and AG GP, LLC, a Delaware limited liability company, as the API Representative (the “API Representative” or “API GP”). Capitalized terms

Second Amended and Restated Limited Liability Company Agreement of TPG GP A, LLC, dated November 1, 2023, among TPG Partners, LLC and the members of TPG GP A, LLC party thereto (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed on November 2, 2023).

Exhibit 10.4 Execution Version SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TPG GP A, LLC This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the “Agreement”) of TPG GP A, LLC (the “Company”) is effective and dated as of November 1, 2023 (the “Effective Date”), by each of the undersigned persons identified as a “Member” on Schedule I attached hereto, as the

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): November 1, 2023 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)

, 2023, among TPG Inc., TPG Operating Group I, L.P., TPG Operating Group II, L.P., TPG Operating Group III, L.P., TPG OpCo Holdings, L.P.

Exhibit 10.2 Execution Version AMENDED AND RESTATED EXCHANGE AGREEMENT This AMENDED AND RESTATED EXCHANGE AGREEMENT (this “Agreement”), dated as of November 1, 2023 (the “Effective Date”), is by and among TPG Inc., a Delaware corporation (“PubCo”), TPG OpCo Holdings, L.P., a Delaware limited partnership (the “Buyer”), TPG Operating Group I, L.P., a Delaware limited partnership (“TPG OG I”), TPG Op

AG PARTNER INVESTMENTS, L.P.’S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Page Unaudited Consolidated Financial Statements Consolidated Statements of Financial Condition (unaudited) 1 Consolidated Statements of Comprehen

Exhibit 99.3 AG PARTNER INVESTMENTS, L.P.’S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Index Page Unaudited Consolidated Financial Statements Consolidated Statements of Financial Condition (unaudited) 1 Consolidated Statements of Comprehensive Income (unaudited) 2 Consolidated Statements of Changes in Partners’ Capital (unaudited) 3 Consolidated Statements of Cash Flo

Amended and Restated Investor Rights Agreement, dated November

Exhibit 10.1 Execution Version AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT dated November 1, 2023 AMONG TPG INC., TPG OPERATING GROUP II, L.P., TPG GROUP HOLDINGS (SBS), L.P., TPG NEW HOLDINGS, LLC, TPG PARTNER HOLDINGS, L.P., THE API FEEDER PARTNERSHIPS, THE OTHER TPG FEEDER PARTNERSHIP, THE LIMITED PARTNERS and THE INVESTORS TABLE OF CONTENTS Page Article I DEFINITIONS; INTERPRETATION 2 1.2 O

Amended and Restated Tax Receivable Agreement, dated November 1, 2023, among TPG Inc., TPG OpCo Holdings, L.P., TPG Operating Group II, L.P., TPG GP A, LLC, Alabama Investments (Parallel), LP, Alabama Investments (Parallel) Founder A, LP, Alabama Investments (Parallel) Founder G, LP and API Representative, LLC

Exhibit 10.3 Execution Version AMENDED AND RESTATED TAX RECEIVABLE AGREEMENT between TPG INC., TPG OPCO HOLDINGS, L.P., TPG OPERATING GROUP II, L.P., and THE PERSONS NAMED HEREIN Dated as of November 1, 2023 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Definitions. 2 Section 1.02. Interpretation. 9 ARTICLE 2 DETERMINATION OF CERTAIN REALIZED TAX BENEFIT Section 2.01. Basis Schedule.

As filed with the Securities and Exchange Commission on November 2, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 2, 2023 Registration No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward

TPG Completes Acquisition of Angelo Gordon

Exhibit 99.1 TPG Completes Acquisition of Angelo Gordon San Francisco and Fort Worth, Texas – November 2, 2023 – TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, today announced the successful completion of its previously announced acquisition of Angelo Gordon. The transaction follows the completion of customary closing conditions, including HSR, international regulatory

SEVENTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT TPG OPERATING GROUP II, L.P. Dated as of November 1, 2023

EX-99.8 2 d462297dex998.htm EX-99.8 Exhibit 99.8 SEVENTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of TPG OPERATING GROUP II, L.P. Dated as of November 1, 2023 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 15 ARTICLE 2 THE PARTNERSHIP Section 2.01. Formation 15 Section 2.02. Name 16 Section 2.03

AG PARTNER INVESTMENTS, L.P.’S AUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Page Report of Independent Auditors 1 Consolidated Financial Statements: Consolidated Statements of Financial Condition as of December 31, 2022 and

Exhibit 99.2 AG PARTNER INVESTMENTS, L.P.’S AUDITED CONSOLIDATED FINANCIAL STATEMENTS AG Partner Investments, L.P. Index Page Report of Independent Auditors 1 Consolidated Financial Statements: Consolidated Statements of Financial Condition as of December 31, 2022 and 2021 3 Consolidated Statements of Comprehensive Income (loss) for the Years Ended December 31, 2022, 2021 and 2020 4 Consolidated S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement TPG Inc. (Name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

Table Of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement TPG Inc. (Name

Calculation of Filing Fee Tables Schedule 14C (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Tables Schedule 14C (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to Be Paid $3,121,275,000(1)(2)(3) 0.00014760 $460,700.19(4) Fees Previously Paid $0 $0 Total Transaction Valuation $3,121,275,000 Total Fees Due for Fi

Second Amended and Restated Credit Agreement, dated as of September 26, 2023, among TPG Operating Group II, L.P. as borrower, TPG Operating Group I, L.P., TPG Holdings II Sub, L.P., TPG Operating Group III, L.P., as guarantors, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent.

Exhibit 10.2 EXECUTION VERSION SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 26, 2023 among TPG OPERATING GROUP II, L.P., as Borrower, TPG OPERATING GROUP I, L.P., TPG HOLDINGS II SUB, L.P. and TPG OPERATING GROUP III, L.P., as Guarantors, The Lenders Party Hereto and Wells Fargo Bank, N.A., as Administrative Agent Wells Fargo Securities LLC, as Lead Arranger and Bookrunner TA

Sixth Amended and Restated Credit Agreement, dated as of September 26, 2023, among TPG Operating Group II, L.P., acting through its general partner, TPG Holdings II-A, LLC, the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on September 27, 2023).

Exhibit 10.1 EXECUTION VERSION SIXTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 26, 2023 among TPG OPERATING GROUP II, L.P., as the Company, TPG OPERATING GROUP I, L.P., TPG HOLDINGS II SUB, L.P. and TPG OPERATING GROUP III, L.P., as the other Co-Borrowers, The Subsidiary Borrowers From Time to Time Party Hereto, The Lenders From Time to Time Party Hereto and BANK OF AMERICA, N.A.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): September 26, 2023 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

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): August 29, 2023 TPG Inc. (Exact n

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): August 29, 2023 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) (

TPG Appoints Anilu Vazquez-Ubarri as Chief Operating Officer Ken Murphy to Retire from the Firm

Exhibit 99.1 TPG Appoints Anilu Vazquez-Ubarri as Chief Operating Officer Ken Murphy to Retire from the Firm San Francisco and Fort Worth, Texas – September 5, 2023 – TPG (NASDAQ: TPG), a global alternative asset management firm, announced that effective today, Partner and Board Member Anilu Vazquez-Ubarri has been named Chief Operating Officer of the firm. As COO, Vazquez-Ubarri will lead TPG’s o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

TPG Reports Second Quarter 2023 Financial Results Quarter Ended June 30, 2023 TPG | 2 ▪ Total assets under management of $139 billion as of June 30, 2023, an increase of 9% compared to $127 billion as of June 30, 2022 ▪ GAAP net income attributable t

tpg2q23earningsreleasefi TPG Reports Second Quarter 2023 Financial Results Quarter Ended June 30, 2023 TPG | 2 ▪ Total assets under management of $139 billion as of June 30, 2023, an increase of 9% compared to $127 billion as of June 30, 2022 ▪ GAAP net income attributable to TPG Inc.

TPG Reports Second Quarter 2023 Financial Results Total assets under management of $139 billion as of June 30, 2023, an increase of 9% compared to $127 billion as of June 30, 2022 GAAP net income attributable to TPG Inc. of $27 million for the second

TPG Reports Second Quarter 2023 Financial Results Total assets under management of $139 billion as of June 30, 2023, an increase of 9% compared to $127 billion as of June 30, 2022 GAAP net income attributable to TPG Inc.

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): August 8, 2023 TPG Inc. (Exact na

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): August 8, 2023 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) (I

Amended and Restated Bylaws of TPG Inc. (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K, filed on June 12, 2023).

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF TPG INC. (a Delaware corporation) ARTICLE I STOCKHOLDERS Section 1.01. Annual Meetings. The annual meeting of the stockholders of TPG Inc. (the “Corporation”) for the election of directors and for the transaction of such other business as properly may come before such meeting shall be held at such place, either within or without the State of Delawa

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 8, 2023 TPG Inc. (Exact name

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 8, 2023 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

Amended and Restated Certificate of Incorporation of TPG Inc.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TPG INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) TPG Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the provisions of the Delaware General Corporation Law (the “DGCL”), does hereby certify as follows: 1. The Corporation’s original certifi

Omnibus Amendment to TPG Operating Group Limited Partnership Agreements, dated as of March 15, 2023, among the respective general partner of each of TPG Operating Group I, L.P., TPG Operating Group II, L.P. and TPG Operating Group III, L.P. (incorporated by reference to Exhibit 10.2 to Company’s Quarterly Report on Form 10-Q, filed on May 15, 2023).

Exhibit 10.2 Execution Version OMNIBUS AMENDMENT TO TPG OPERATING GROUP LIMITED PARTNERSHIP AGREEMENTS THIS OMNIBUS AMENDMENT (this “Amendment”), dated as of March 15, 2023 (the “Amendment Effective Date”), is entered into by the respective general partner of each of TPG Operating Group I, L.P., a Delaware limited partnership (“TOG I”), TPG Operating Group II, L.P., a Delaware limited partnership

TPG Reports First Quarter 2023 Financial Results Total assets under management of $137 billion as of March 31, 2023, an increase of 14% compared to $120 billion as of March 31, 2022 GAAP net income attributable to TPG Inc. of $25 million for the firs

TPG Reports First Quarter 2023 Financial Results Total assets under management of $137 billion as of March 31, 2023, an increase of 14% compared to $120 billion as of March 31, 2022 GAAP net income attributable to TPG Inc.

Disclaimer This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders. To the maximum extent permitted by law, none of us or our affiliates, directors, of

EX-99.2 TPG to Acquire Angelo Gordon May 2023 Comment Exhibit 99.2 Disclaimer This presentation is being provided by TPG Inc. (“TPG,” “we,” “our,” “us,” or the “Company”) solely for informational purposes for its public stockholders. To the maximum extent permitted by law, none of us or our affiliates, directors, officers, partners, employees, agents, or advisors or any other person accepts any li

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

Transaction Agreement, dated May 14, 2023, among TPG Inc., TPG Operating Group II, L.P., TPG GP A, LLC, Angelo, Gordon & Co., L.P., AG Funds, L.P., AG Partner Investments, L.P., Alabama Investments (Parallel) Founder A L.P., Alabama Investments (Parallel) Founder G L.P., Alabama Investments (Parallel), LP, AG GP, LLC and Michael Gordon 2011 Revocable Trust (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed on May 15, 2023).

EX-2.1 Exhibit 2.1 TRANSACTION AGREEMENT by and among TPG OPERATING GROUP II, L.P. TPG GP A, LLC TPG INC. AG PARTNER INVESTMENTS, L.P. ALABAMA INVESTMENTS (PARALLEL) FOUNDER A, LP ALABAMA INVESTMENTS (PARALLEL) FOUNDER G, LP ALABAMA INVESTMENTS (PARALLEL), LP ANGELO, GORDON & CO., L.P AG FUNDS, L.P. AG GP, LLC MICHAEL GORDON 2011 REVOCABLE TRUST THE API GP MEMBERS AND THE API REPRESENTATIVE, AS DE

TPG Reports First Quarter 2023 Financial Results Quarter Ended March 31, 2023 TPG | 2 ▪ Total assets under management of $137 billion as of March 31, 2023, an increase of 14% compared to $120 billion as of March 31, 2022 ▪ GAAP net income attributabl

tpg1q23earningsrelease51 TPG Reports First Quarter 2023 Financial Results Quarter Ended March 31, 2023 TPG | 2 ▪ Total assets under management of $137 billion as of March 31, 2023, an increase of 14% compared to $120 billion as of March 31, 2022 ▪ GAAP net income attributable to TPG Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 15, 2023 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

TPG to Acquire Angelo Gordon Strategic Transaction Furthers TPG’s Position as a Diversified Global Alternative Asset Management Platform – Across Private Equity, Credit, Real Estate, and Market Solutions – and Unlocks New Avenues for Growth, Product

EX-99.1 Exhibit 99.1 TPG to Acquire Angelo Gordon Strategic Transaction Furthers TPG’s Position as a Diversified Global Alternative Asset Management Platform – Across Private Equity, Credit, Real Estate, and Market Solutions – and Unlocks New Avenues for Growth, Product Innovation, and Limited Partner Engagement Delivers Broad Spectrum of Alternatives Solutions to Clients Expected to be Accretive

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): May 12, 2023 TPG Inc. (Exact name

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): May 12, 2023 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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-043

(incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K, filed on February 24, 2023).

Exhibit 10.31 Independent Director Compensation Policy Effective as of February 10, 2023 Each member of the Board of Directors (the “Board”) of TPG Inc. (together with its affiliates, the “Company”) who is not an employee or Partner of the Company (each, a “Director”) shall receive compensation in accordance with this Independent Director Compensation Policy (this “Policy”) during such Director’s

List of subsidiaries.

Exhibit 21.1 LIST OF SIGNIFICANT SUBSIDIARIES Entity Name Jurisdiction TPG Capital - New York, Inc. Texas TPG Europe, LLP England & Wales TPG Capital - U.A.E., LLC Delaware TPG (Brazil Mgt.), LLC Delaware TPG Capital - Brasil Assessoria De Investimentos e Participacoes Ltda Brazil TPG Africa, LLP England & Wales TPG Africa, Ltd. Cayman Islands TPG Africa II, Ltd. Cayman Islands TPG International,

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.1 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description summarizes important terms of our capital stock. This summary does not purport to be complete and is qualified in its entirety by the provisions of our certificate of incorporation (our “certificate of incorporation”) and our bylaws (our “bylaws”

TPG Inc. Code of Conduct and Ethics.

Exhibit 14.1 TPG INC. CODE OF CONDUCT AND ETHICS TPG Inc.1 (together with its subsidiaries, the “Company” or “TPG”) seeks to foster and maintain a reputation for honesty, openness, trust, integrity and professionalism. Accordingly, we place a high value on ethical conduct by persons working on our behalf. To further promote the importance of this value, we have adopted this Code of Conduct and Eth

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 15, 2023 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)

TPG Reports Fourth Quarter and Full Year 2022 Financial Results Year Ended December 31, 2022 TPG | 2 ▪ Total assets under management of $135 billion as of December 31, 2022, an increase of 19% compared to $114 billion as of December 31, 2021 ▪ GAAP n

TPG Reports Fourth Quarter and Full Year 2022 Financial Results Year Ended December 31, 2022 TPG | 2 ▪ Total assets under management of $135 billion as of December 31, 2022, an increase of 19% compared to $114 billion as of December 31, 2021 ▪ GAAP net income attributable to TPG Inc.

TPG Reports Fourth Quarter and Full Year 2022 Financial Results Total assets under management of $135 billion as of December 31, 2022, an increase of 19% compared to $114 billion as of December 31, 2021 GAAP net income attributable to TPG Inc. of $24

TPG Reports Fourth Quarter and Full Year 2022 Financial Results Total assets under management of $135 billion as of December 31, 2022, an increase of 19% compared to $114 billion as of December 31, 2021 GAAP net income attributable to TPG Inc.

US8726571016 / TPG, Inc. / TPG GP A, LLC - SCHEDULE 13G Passive Investment

SC 13G 1 ss1754029sc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 TPG Inc. (Name of Issuer) Class A Common Stock, $0.001 par value per share (Titles of Class of Securities) 872657101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check th

US8726571016 / TPG, Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TPG Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 872657101 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

US8726571016 / TPG, Inc. / GIC Private Ltd - SC 13G/A Passive Investment

SC 13G/A 1 brhc10047882sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * TPG Inc. (Name of Issuer) Class A common stock, $0.001 par value per share (Title of Class of Securities) 872657101 (CUSIP Number) December 31, 2022 (Date of the Event Which Requires Filing of this Statement) C

US8726571016 / TPG, Inc. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SC 13G 1 tv02058-tpginc.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: TPG Inc. Title of Class of Securities: Common Stock CUSIP Number: 872657101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule i

US8726571016 / TPG, Inc. / Temasek Holdings (Private) Ltd - SC 13G/A Passive Investment

SC 13G/A 1 d463267dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* TPG Inc. (Name of Issuer) Class A Common Stock, par value $0.001 per share

As filed with the Securities and Exchange Commission on January 5, 2023

As filed with the Securities and Exchange Commission on January 5, 2023 Registration No.

Filing Fees

EX-FILING FEES 5 ss1611267ex107.htm CALCULATION OF FILING FEE TABLE Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) TPG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of

Amended and Restated Certificate of Incorporation of TPG Inc.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TPG INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) TPG Inc. (the ?Corporation?), a corporation organized and existing under and by virtue of the provisions of the Delaware General Corporation Law (the ?DGCL?), does hereby certify as follows: 1. The Corporation?s original certificate of

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): December 8, 2022 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)

Other Events

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): November 29, 2022 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)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement TPG In

TPG Reports Third Quarter 2022 Financial Results Quarter Ended September 30, 2022 TPG | 2 ▪ Total assets under management of $135 billion as of September 30, 2022, an increase of 24% compared to $109 billion as of September 30, 2021 ▪ GAAP net income

TPG Reports Third Quarter 2022 Financial Results Quarter Ended September 30, 2022 TPG | 2 ? Total assets under management of $135 billion as of September 30, 2022, an increase of 24% compared to $109 billion as of September 30, 2021 ? GAAP net income attributable to TPG Inc.

TPG Reports Third Quarter 2022 Financial Results Total assets under management of $135 billion as of September 30, 2022, an increase of 24% compared to $109 billion as of September 30, 2021 GAAP net income attributable to TPG Inc. of $37 million and

TPG Reports Third Quarter 2022 Financial Results Total assets under management of $135 billion as of September 30, 2022, an increase of 24% compared to $109 billion as of September 30, 2021 GAAP net income attributable to TPG Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

First Amendment Agreement to the Fifth Amended and Restated Credit Agreement, dated as of August 23, 2022, among TPG Operating Group II, L.P., the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.

Exhibit 10.2 FIRST AMENDMENT AGREEMENT dated as of August 23, 2022 (this ?Agreement?), to the Fifth Amended and Restated Credit Agreement dated as of July 15, 2022 (as amended or otherwise modified prior to the date hereof, the ?Existing Credit Agreement? and, as amended by this Agreement, the ?Amended Credit Agreement?), among TPG Operating Group II, L.P. (the ?Company?), TPG Operating Group I, L

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 9, 2022 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)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. )

PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statemen

TPG Reports Second Quarter 2022 Financial Results Total assets under management of $127 billion as of June 30, 2022, an increase of 17% compared to $108 billion as of June 30, 2021 GAAP net loss attributable to TPG Inc. of $10 million and net income

TPG Reports Second Quarter 2022 Financial Results Total assets under management of $127 billion as of June 30, 2022, an increase of 17% compared to $108 billion as of June 30, 2021 GAAP net loss attributable to TPG Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 9, 2022 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) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001

TPG Reports Second Quarter 2022 Financial Results Quarter Ended June 30, 2022 TPG | 2 ▪ Total assets under management of $127 billion as of June 30, 2022, an increase of 17% compared to $108 billion as of June 30, 2021 ▪ GAAP net loss attributable to

TPG Reports Second Quarter 2022 Financial Results Quarter Ended June 30, 2022 TPG | 2 ? Total assets under management of $127 billion as of June 30, 2022, an increase of 17% compared to $108 billion as of June 30, 2021 ? GAAP net loss attributable to TPG Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): July 15, 2022 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) (IR

Fifth Amended and Restated Credit Agreement, dated as of July 15, 2022, among TPG Operating Group II, L.P., acting through its general partner, TPG Holdings II-A, LLC, the co-borrowers party thereto, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent

Exhibit 10.1 EXECUTION VERSION FIFTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 15, 2022 among TPG OPERATING GROUP II, L.P., as the Company, TPG OPERATING GROUP I, L.P., TPG HOLDINGS II SUB, L.P. and TPG OPERATING GROUP III, L.P., as the other Co-Borrowers, The Subsidiary Borrowers From Time to Time Party Hereto, The Lenders From Time to Time Party Hereto and BANK OF AMERICA, N.A., as

Amended and Restated Credit Agreement, dated as of July 15, 2022, among TPG Operating Group II, L.P., as borrower, TPG Operating Group I, L.P., TPG Holdings II Sub, L.P., TPG Operating Group III, L.P. as guarantors, the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent

Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 15, 2022 among TPG OPERATING GROUP II, L.P., as Borrower, TPG OPERATING GROUP I, L.P., TPG HOLDINGS II SUB, L.P. and TPG OPERATING GROUP III, L.P., as Guarantors, The Lenders Party Hereto and Wells Fargo Bank, N.A., as Administrative Agent Wells Fargo Securities LLC, as Lead Arranger and Bookrunner TABLE OF CONTE

TPG Appoints Gunther Bright as New Independent Director

Exhibit 99.1 TPG Appoints Gunther Bright as New Independent Director SAN FRANCISCO & FORT WORTH, Texas ? June 27, 2022 ? TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, announced today that Gunther Bright has joined its Board of Directors (the ?Board?) as an independent director, effective July 1, 2022. ?On behalf of the Board and leadership team, we are pleased to welc

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 24, 2022 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) (IR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00

TPG | TPG Reports First Quarter 2022 Financial Results About TPG TPG is a leading global alternative asset management firm founded in San Francisco in 1992 with $120 billion of assets under management and investment and operational teams in 12 office

TPG Reports First Quarter 2022 Financial Results Quarter Ended March 31, 2022 Exhibit 99.

TPG Reports First Quarter 2022 Financial Results GAAP net income attributable to TPG Inc. of $41 million for the first quarter ended March 31, 2022 Announced first dividend as a public company of $0.44 per share of Class A common stock for the first

Exhibit 99.1 TPG Reports First Quarter 2022 Financial Results GAAP net income attributable to TPG Inc. of $41 million for the first quarter ended March 31, 2022 Announced first dividend as a public company of $0.44 per share of Class A common stock for the first quarter of 2022 After-tax Distributable Earnings of $199 million (or $0.52 per share of Class A common stock) for the first quarter ended

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 10, 2022 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

Reorganization Agreement, dated as of December 31, 2021, among TPG Holdings I, L.P., TPG Holdings II, L.P., TPG Holdings III, L.P., TPG Group Advisors (Cayman), Inc., TPG Group Advisors (Cayman), LLC, TPG Partner Holdings Advisors, Inc., TPG Group Holdings (SBS) Advisors, Inc., TPG Group Holdings (SBS) Advisors, LLC, David Bonderman, James G. Coulter, Jon Winkelried and TPG GP A, LLC

EX-10.7 6 exhibit107.htm EX-10.7 Exhibit 10.7 EXECUTION VERSION REORGANIZATION AGREEMENT dated December 31, 2021 BY AND AMONG TPG HOLDINGS I, L.P., TPG HOLDINGS II, L.P., TPG HOLDINGS III, L.P., TPG GROUP ADVISORS (CAYMAN), INC., TPG GROUP ADVISORS (CAYMAN), LLC, TPG GROUP HOLDINGS (SBS) ADVISORS, INC., TPG GROUP HOLDINGS (SBS) ADVISORS, LLC, DAVID BONDERMAN, JAMES COULTER, JON WINKELRIED, and TPG

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.1 Description of the Registrant?s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description summarizes important terms of our capital stock. This summary does not purport to be complete and is qualified in its entirety by the provisions of our certificate of incorporation (our ?certificate of incorporation?) and our bylaws (our ?bylaws?

Form of Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan

TPG INC. 2021 OMNIBUS INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this ?Agreement?) is effective as of the Grant Date (shown above) and ev

Sixth Amended and Restated Limited Partnership Agreement of TPG Operating Group I, L.P., dated as of January 12, 2022, among TPG Holdings I-A, LLC and the limited partners of TPG Operating Group I, L.P. party thereto

Exhibit 10.1 EXECUTION VERSION SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of TPG OPERATING GROUP I, L.P. Dated as of January 12, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 14 ARTICLE 2 THE PARTNERSHIP Section 2.01. Formation 15 Section 2.02. Name 15 Section 2.03. Term 15 Section 2.0

Master Contribution Agreement, dated as of December 31, 2021, among TPG Holdings I, L.P., TPG Holdings II, L.P., TPG Holdings III, L.P., Tarrant Remain Co I, L.P., Tarrant Remain Co II, L.P., Tarrant Remain Co III, L.P. and each of the other persons party thereto (incorporated by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

Exhibit 10.13 EXECUTION VERSION MASTER CONTRIBUTION AGREEMENT This MASTER CONTRIBUTION AGREEMENT (this ?Agreement?) is made and entered into as of 11:46 p.m. New York time on December 31, 2021 (the ?Effective Date?), by and among: (A) TPG Holdings I, L.P., a Delaware limited partnership (?TPG OG I?), TPG Holdings II, L.P., a Delaware limited partnership (?TPG OG II?), TPG Holdings III, L.P., a Del

Employment Agreement, dated as of December 15, 2021, among TPG Global, LLC, TPG Holdings, L.P., TPG Partner Holdings, L.P., TPG Group Advisors (Cayman), Inc., TPG Partners, LLC and James G. Coulter (incorporated by reference to Exhibit 10.16 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

EX-10.16 14 exhibit1016.htm EX-10.16 Exhibit 10.16 EXECUTION COPY December 15, 2021 James Coulter Dear Jim: In anticipation of the initial public offering (the “IPO”) of TPG Partners, LLC (and, following its incorporation, TPG Inc., hereinafter defined as “TPG Inc.” or “PubCorp”), you, TPG Global, TPG Holdings, TPG Partner Holdings, TPG Partner Holdings GP, and TPG Inc. (referred to herein collect

Sixth Amended and Restated Limited Partnership Agreement of TPG Operating Group III, L.P., dated as of January 12, 2022, among TPG Holdings III-A, L.P. and the limited partners of TPG Operating Group III, L.P. party thereto

EX-10.3 5 exhibit103.htm EX-10.3 Exhibit 10.3 EXECUTION VERSION SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT of TPG OPERATING GROUP III, L.P. Dated as of January 12, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND USAGE Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 14 ARTICLE 2 THE PARTNERSHIP Section 2.01. Formation 15 Section 2.02. Name 1

Founder Exchange Agreement, dated as of January 12, 2022, among David Bonderman, James G. Coulter, BondCo, Inc., CoulCo, Inc., TPG Holdings II Sub, L.P., TPG GP Advisors, Inc., TPG PEP GenPar Advisors, Inc., TPG GP A, LLC, New TPG GP Advisors, Inc., TPG Group Holdings (SBS) Advisors, Inc., TPG Partner Holdings Advisors, Inc. and TPG Inc.

Exhibit 10.28 EXECUTION VERSION FOUNDER EXCHANGE AGREEMENT This FOUNDER EXCHANGE AGREEMENT (this “Agreement”) is made as of January 12, 2022 (the “Effective Date”), by and among David Bonderman (“DB”), James G. Coulter (“JC”), BondCo, Inc., a Texas corporation (“BondCo”), CoulCo, Inc., a Texas corporation (“CoulCo”), TPG Holdings II Sub, L.P., a Delaware limited partnership (“H2Sub”), TPG GP Advis

Tax Receivable Agreement, dated as of January 12, 2022, among TPG Inc., TPG OpCo Holdings, L.P., TPG Operating Group I, L.P., TPG Operating Group II, L.P., TPG Operating Group III, L.P. and each of the other persons party thereto

Exhibit 10.8 EXECUTION VERSION TAX RECEIVABLE AGREEMENT between TPG INC., TPG OPCO HOLDINGS, L.P., TPG OPERATING GROUP I, L.P., TPG OPERATING GROUP II, L.P., TPG OPERATING GROUP III, L.P. and THE PERSONS NAMED HEREIN Dated as of January 12, 2022 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. Interpretation 12 ARTICLE 2 DETERMINATION OF CERTAIN REALIZED TAX B

Form of Restricted Stock Unit Grant Agreement (Directors) under the TPG Inc. Omnibus Equity Incentive Plan

EX-10.23 17 exhibit1023.htm EX-10.23 TPG INC. 2021 OMNIBUS INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AGREEMENT—DIRECTOR TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agreement”) is effec

Founder Net Settlement Agreement, dated as of December 31 2021, among David Bonderman, James G. Coulter, TPG Europe, LLC, TPG Europe II, LLC, BondCo, Inc., CoulCo, Inc., TPG Holdings II Sub, L.P., TPG Global Advisors, LLC, TPG Global, LLC, TPG International, LLC and Tarrant Capital, LLC (incorporated by reference to Exhibit 10.29 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

EX-10.29 21 exhibit1029.htm EX-10.29 Exhibit 10.29 EXECUTION VERSION FOUNDER NET SETTLEMENT AGREEMENT This FOUNDER NET SETTLEMENT AGREEMENT (this “Agreement”) is entered into as of December 31, 2021 (the “Effective Date”), by and among David Bonderman (“DB”), James G. Coulter (“JC”), TPG Europe, LLC, a Delaware limited liability company (“TPG Europe I”), TPG Europe II, LLC, a Delaware limited liab

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-043

Exchange Agreement, dated as of January 12, 2022, among TPG Inc., TPG OpCo Holdings, L.P., TPG Operating Group I, L.P., TPG Operating Group II, L.P., TPG Operating Group III, L.P. and each of the other persons party thereto

Exhibit 10.9 EXECUTION VERSION EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this ?Agreement?), dated as of January 12, 2022 (the ?Effective Date?), among TPG Inc., a Delaware corporation (?PubCo?), TPG OpCo Holdings, L.P., a Delaware limited partnership (the ?Buyer?), TPG Operating Group I, L.P., a Delaware limited partnership (?TPG OG I?), TPG Operating Group II, L.P., a Delaware limited partnersh

Letter Agreement, dated as of December 15, 2021, among TPG Global, LLC, TPG Holdings, L.P., TPG Partner Holdings, L.P., TPG Group Advisors (Cayman), Inc., TPG Partners, LLC and David Bonderman (incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

Exhibit 10.17 EXECUTION COPY December 15, 2021 David Bonderman Dear David: In anticipation of the initial public offering (the ?IPO?) of TPG Partners, LLC (and, following its incorporation, TPG Inc., hereinafter defined as ?TPG Inc.? or ?PubCorp?), you, TPG Global, TPG Holdings, TPG Partner Holdings (?TPH?), TPG Partner Holdings GP, and TPG Inc. (referred to herein collectively as the ?TPG Parties

Amended and Restated Limited Liability Company Agreement of TPG GP A, LLC, dated as of January 12, 2022, among TPG Partners, LLC and the members of TPG GP A, LLC party thereto

Exhibit 10.27 EXECUTION VERSION AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TPG GP A, LLC This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (the ?Agreement?) of TPG GP A, LLC (the ?Company?) is effective and dated as of January 12, 2022 (the ?Effective Date?), by each of the undersigned persons identified as a ?Member? on Schedule I attached hereto, as the members of th

List of subsidiaries

Exhibit 21.1 LIST OF SIGNIFICANT SUBSIDIARIES (as of March 20, 2022) Entity Name Jurisdiction TPG Capital - New York, Inc. Texas TPG Europe, LLP England & Wales TPG Capital - U.A.E., LLC Delaware TPG (Brazil Mgt.), LLC Delaware TPG Capital - Brasil Assessoria De Investimentos e Participacoes Ltda Brazil TPG Africa, LLP England & Wales TPG Africa, Ltd. Cayman Islands TPG Africa II, Ltd. Cayman Isla

TPG Inc. Code of Conduct and Ethics.

EX-14.1 23 exhibit141.htm EX-14.1 Exhibit 14.1 TPG INC. CODE OF CONDUCT AND ETHICS TPG Inc.1 (together with its subsidiaries, the “Company” or “TPG”) seeks to foster and maintain a reputation for honesty, openness, trust, integrity and professionalism. Accordingly, we place a high value on ethical conduct by persons working on our behalf. To further promote the importance of this value, we have ad

Independent Director Compensation Policy

EX-10.30 22 exhibit1030.htm EX-10.30 Exhibit 10.30 Independent Director Compensation Policy Each member of the Board of Directors (the “Board”) of TPG Inc. (together with its affiliates, the “Company”) who is not an employee or Partner of the Company (each, a “Director”) shall receive compensation in accordance with this Independent Director Compensation Policy (this “Policy”) during such Director

Form of Performance Restricted Stock Unit Grant Agreement under the TPG Inc. Omnibus Equity Incentive Plan

EX-10.24 18 exhibit1024.htm EX-10.24 TPG INC. 2021 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT TPG INC. STRONGLY ENCOURAGES YOU TO SEEK THE ADVICE OF YOUR OWN LEGAL AND FINANCIAL ADVISORS WITH RESPECT TO YOUR AWARD AND ITS TAX CONSEQUENCES. Participant: Number of Performance Restricted Stock Units: Grant Date: Deemed Acceptance Date: THIS AWARD AGREEMENT (this “Agree

Performance Earnings Agreement, dated as of December 31, 2021, among Tarrant Remain Co I, L.P., Tarrant Remain Co II, L.P., Tarrant Remain Co III, L.P., TPG Holdings I, L.P., TPG Holdings II, L.P., TPG Holdings III, L.P. and TPG Partners, LLC (incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

EX-10.12 11 exhibit1012.htm EX-10.12 Exhibit 10.12 EXECUTION VERSION PERFORMANCE EARNINGS AGREEMENT This PERFORMANCE EARNINGS AGREEMENT (this “Agreement”) is dated as of December 31, 2021 by and among Tarrant Remain Co I, L.P., a Delaware limited partnership (“RemainCo I”), Tarrant Remain Co II, L.P., a Delaware limited partnership (“RemainCo II”), Tarrant Remain Co III, L.P., a Delaware limited p

Employment Agreement, dated as of December 15, 2021, among TPG Global, LLC, TPG Holdings, L.P., TPG Partner Holdings, L.P., TPG Group Advisors (Cayman), Inc. and Jon Winkelried (incorporated by reference to Exhibit 10.15 to the Company’s Annual Report on Form 10-K, filed on March 29, 2022).

Exhibit 10.15 EXECUTION COPY December 15, 2021 Jon Winkelried Dear Jon: You are party to that certain employment letter agreement, dated October 28, 2015, entered into by and among TPG Global, TPG Holdings, TPG Partner Holdings, and TPG Partner Holdings GP (together, the ?Original TPG Parties,? and such agreement, as may have been modified by any amendment, agreement, arrangement or other document