Weingart Jack 4
4 · TPG Inc. · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
TPG CFO Jack Weingart Receives 27,567 TPH Units
What Happened
Jack Weingart, Chief Financial Officer of TPG Inc. (TPG), was allocated 27,567 units of TPG Partner Holdings, L.P. ("TPH Units") on February 11, 2026. The units were reported as an award/acquisition (Form 4 transaction code A) at $0.00 per unit (derivative grant). These TPH Units are not ordinary shares of TPG Inc. but are partnership units that, under TPG’s exchange agreement, may ultimately be exchanged one-for-one for cash or, at the issuer’s election, shares of TPG Class A common stock.
Key Details
- Transaction date: February 11, 2026; Form 4 filed February 13, 2026 (timely filing).
- Transaction type/code: Award/acquisition of derivative units (code A); reported price $0.00.
- Quantity received: 27,567 TPH Units.
- Shares/units owned after transaction: Not disclosed in this Form 4.
- Notable footnotes:
- F1: Units were allocated automatically upon forfeiture by a former partner of Partner Holdings.
- F2: TPH Units are exchangeable for cash or, at the issuer’s election, one-for-one for TPG Class A shares (subject to adjustments and restrictions); related Class B shares held by Group Holdings would be cancelled on exchange.
- F3–F4: The reporting person may be deemed to beneficially own these units only to the extent of any pecuniary interest and disclaims broader beneficial ownership; filing does not admit broader beneficial ownership under Section 16.
- Signing: Form signed on behalf of Mr. Weingart by Jennifer Chu under power of attorney (dated Aug 16, 2025).
Context
TPH Units are derivative partnership interests, not direct TPG common stock. They can be exchanged for cash or Class A shares per the exchange agreement, so their economic value depends on the exchange mechanics and TPG’s election. This was an awarded allocation (not an open-market buy or a sale), so it’s a transfer/accrual of derivative units rather than a purchase indicating new cash invested or a sale realizing value.
Insider Transaction Report
- Award
TPG Partner Holdings, L.P. Units
[F2][F1][F3][F4]2026-02-11+27,567→ 4,120,385 total(indirect: By Trust)→ Class A Common Stock (27,567 underlying)
Footnotes (4)
- [F1]On February 11, 2026, 27,567 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 the Amended and Restated Exchange Agreement filed by TPG Inc. (the "Issuer") with the Securities and Exchange Commission (the "Commission") on November 2, 2023, 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 TPG Operating Group II, L.P. held by TPG Group Holdings (SBS), L.P. ("Group Holdings"), of which Partner Holdings is an indirect limited partner, are exchanged on a one-for-one basis for the exchange consideration, and an equal number of shares of Class B common stock of the Issuer also held by Group Holdings will be automatically cancelled for no additional consideration. Each share of Class B common stock entitles the holder to ten votes per share but carries no economic rights.
- [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.