4//SEC Filing
COSLET JONATHAN J 4
Accession 0000947871-22-000986
CIK 0001880661other
Filed
Sep 15, 8:00 PM ET
Accepted
Sep 16, 6:41 PM ET
Size
10.4 KB
Accession
0000947871-22-000986
Insider Transaction Report
Form 4
TPG Inc.TPG
COSLET JONATHAN J
Director
Transactions
- Award
TPG Partners Holdings, L.P. Units
2022-09-16+14,550→ 4,188,180 total(indirect: By Trust)→ Class A Common Stock (14,550 underlying) - Award
TPG Partners Holdings, L.P. Units
2022-09-16+34,598→ 11,732,486 total(indirect: By Personal Investment Vehicles)→ Class A Common Stock (34,598 underlying)
Footnotes (4)
- [F1]On September 16, 2022, 49,148 additional units ("TPH Units") of TPG Partner Holdings, L.P. ("Partner Holdings") were allocated automatically to the Reporting Person in accordance with Partner Holdings' limited partnership agreement upon their forfeiture by a former partner of Partner Holdings.
- [F2]Pursuant to an exchange agreement, as disclosed in the prospectus of TPG Inc. (the "Issuer"), filed with the Securities and Exchange Commission on January 4, 2022 (the "Prospectus"), TPH Units are ultimately exchangeable for cash or, at the Issuer's election, shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments and transfer restrictions (the "exchange consideration"). Upon an exchange of TPH Units, an equal number of Common Units of the TPG Operating Group held by TPG Group Holdings (SBS), L.P. ("Group Holdings"), of which Partner Holdings is an indirect limited partner, are exchanged on a one-for-one basis for the exchange consideration, and an equal number of shares of Class B common stock of the Issuer also held by Group Holdings will be automatically cancelled for no additional consideration. Each share of Class B common stock entitles the holder to ten votes per share but carries no economic rights.
- [F3]Because of the relationship between the Reporting Person and the entities holding these securities, the Reporting Person may be deemed to beneficially own these securities to the extent of the greater of the Reporting Person's direct or indirect pecuniary interest in the profits, capital accounts or distributions of the holder. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, if any.
- [F4]Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any equity securities in excess of the Reporting Person's pecuniary interest.
Documents
Issuer
TPG Inc.
CIK 0001880661
Entity typeother
Related Parties
1- filerCIK 0001180379
Filing Metadata
- Form type
- 4
- Filed
- Sep 15, 8:00 PM ET
- Accepted
- Sep 16, 6:41 PM ET
- Size
- 10.4 KB