COULTER JAMES G 4

What Happened James G. Coulter, reported as a 10% owner, was allocated 210,464 additional TPH units of TPG Partner Holdings, L.P. on February 11, 2026. The Form 4 lists this as an award/acquisition (code A) at $0.00 per unit (derivative instrument); no cash was paid. The filing was submitted to the SEC on February 13, 2026.

Key Details

• Transaction date: February 11, 2026; filing date: February 13, 2026 (timely filed).
• Amount: 210,464 TPH Units granted/allocated; reported price $0.00 (no cash consideration).
• Shares owned after transaction: not specified in the filing.
• Important footnotes:
  • F1: Units were automatically allocated upon forfeiture by a former partner of Partner Holdings.
  • F2: TPH Units are ultimately exchangeable one-for-one (subject to adjustments) for cash or, at TPG Inc.'s election, Class A common stock under an exchange agreement; related Common Units and Class B shares are adjusted/cancelled upon exchange.
  • F3–F4: Because of Coulter’s relationship with the holding entities, he may be deemed to beneficially own these securities to the extent of his pecuniary interest; he disclaims beneficial ownership beyond any pecuniary interest. The filing notes this does not automatically establish broader beneficial ownership for Section 16 purposes.
• Filing signed by Jennifer Chu under a power of attorney for Mr. Coulter.

Context This was an allocation of partnership units (a derivative interest), not an open-market purchase or sale of company stock. TPH Units can be exchanged for cash or Class A shares under the exchange agreement, so the award can convert into economic exposure to TPG Inc. over time. As a reported 10% owner, Coulter’s item is institutional/ownership-related rather than routine executive buy/sell trading; it reflects a structural allocation within TPG’s partnership entities rather than a market-directed trade.