Sec Form 3 Filing - Holloway Samantha @ TPG Inc. - 2025-05-21

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Holloway Samantha
2. Issuer Name and Ticker or Trading Symbol
TPG Inc. [ TPG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
301 COMMERCE STREET, SUITE 3150
3. Date of Earliest Transaction (MM/DD/YY)
05/21/2025
(Street)
FORT WORTH, TX76102
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 21,000,000 I See footnote ( 1 )
Class A Common Stock 250,000 I See footnote ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
TPG Partner Holdings, L.P. Units ( 3 ) ( 3 ) ( 3 ) Class A Common Stock ( 3 ) 3,378,900 I See footnote ( 1 )
TPG Partner Holdings, L.P. Units ( 3 ) ( 3 ) ( 3 ) Class A Common Stock ( 3 ) 694,283 I See footnote ( 4 )
TPG Partner Holdings, L.P. Units ( 3 ) ( 3 ) ( 3 ) Class A Common Stock ( 3 ) 1,313,593 I See footnote ( 5 )
TPG Partner Holdings, L.P. Units ( 3 ) ( 3 ) ( 3 ) Class A Common Stock ( 3 ) 1,503,983 I See footnote ( 6 )
TPG Partner Holdings, L.P. Units ( 3 ) ( 3 ) ( 3 ) Class A Common Stock ( 3 ) 3,383,807 I See footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Holloway Samantha
301 COMMERCE STREET
SUITE 3150
FORT WORTH, TX76102
X
DB Holdings I, L.P.
301 COMMERCE STREET
SUITE 3150
FORT WORTH, TX76102
X
Bondo FTW, Inc.
301 COMMERCE STREET
SUITE 3150
FORT WORTH, TX76102
X
Signatures
/s/ Samantha Holloway 05/27/2025
Signature of Reporting Person Date
/s/ Samantha Holloway, director, Bondo FTW, Inc. 05/27/2025
Signature of Reporting Person Date
/s/ Samantha Holloway, director, Bondo FTW, Inc., general partner of DB Holdings I, L.P. 05/27/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As of the date first set forth in this statement, these TPG Inc. ("TPG") securities were held by DB Holdings I, L.P. ("DB Holdings"). Bondo FTW, Inc. ("Bondo FTW") is the sole general partner of DB Holdings and may be deemed a beneficial owner of these TPG securities. Samantha Holloway is the sole director of Bondo FTW and, in her capacity as the executor of the estate of David Bonderman, indirectly controls the sole limited partner of DB Holdings. Ms. Holloway may be deemed a beneficial owner of these TPG securities. Each of Bondo FTW and Ms. Holloway disclaims beneficial ownership of these TPG securities except to the extent of its or her pecuniary interest therein, if any.
( 2 )These TPG securities are held by a limited liability company managed by Ms. Holloway and owned by trusts for the benefit of members of Mr. Bonderman's family. Ms. Holloway may be deemed a beneficial owner of these TPG securities, but disclaims such beneficial ownership except to the extent of her pecuniary interest therein, if any.
( 3 )Pursuant to the Amended and Restated Exchange Agreement filed by TPG with the Securities and Exchange Commission on November 2, 2023, units ("TPH Units") of TPG Partner Holdings, L.P. ("Partner Holdings") are ultimately exchangeable for cash or, at TPG's election, shares of TPG Class A common stock on a one-for-one basis, subject to customary conversion rate adjustments and transfer restrictions (the "exchange consideration"). Upon an exchange of TPH Units, an equal number of common units of TPG Operating Group II, L.P. held by TPG Group Holdings (SBS), L.P. ("Group Holdings"), of which Partner Holdings is an indirect limited partner, are exchanged on a one-for-one basis for the exchange consideration, and an equal number of shares of Class B common stock of TPG also held by Group Holdings will be automatically cancelled for no additional consideration.
( 4 )These TPG securities are held by a corporation owned by the estate of Mr. Bonderman; Ms. Holloway is its sole director. Ms. Holloway may be deemed a beneficial owner of these TPG securities, but disclaims such beneficial ownership except to the extent of her pecuniary interest therein, if any.
( 5 )These TPG securities are held by a limited partnership in which Ms. Holloway is a limited partner; Ms. Holloway is also the sole owner of the general partner. Ms. Holloway may be deemed a beneficial owner of these TPG securities, but disclaims such beneficial ownership except to the extent of her pecuniary interest therein.
( 6 )These TPG securities are held by a limited partnership owned by a trust for the benefit or Mr. Bonderman's family; Ms. Holloway is the sole director of the general partner. Ms. Holloway may be deemed a beneficial owner of these TPG securities, but disclaims such beneficial ownership except to the extent of her pecuniary interest therein, if any.

Remarks:
Ms. Holloway is also filing this statement on behalf of the estate of David Bonderman, as the executor of that estate.

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