James G Coulter Sells $56.3M of TPG Inc (TPG) — SEC Form 4, Feb 29, 2024
Open-Market Net Sale · SEC Form 4
−$56,284,580
Equity position changed by -3.2%
Equity Position
3.05M sh
3,148,462 → 3,046,767
Equity Change
-3.2%
shares held after vs before
Filing Lag
0 business days
within 2-day SEC deadline
Form 4 · Statement of Changes in Beneficial Ownership
Reporting Owner
| Name | Relationship |
|---|---|
| James G Coulter CIK 0001099776 |
Director
Chair
10% Owner
|
James G Coulter at TPG Inc
Full insider history
Bought (12 mo)
—
Sold (12 mo)
—
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| 2026-01-16 | Award | — | View |
| 2025-11-06 | Award | — | View |
Non-Derivative Securities Transactions
| Title | Date | Type | Shares | Price | Net Total | Post-Txn | Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common StockF1F1F6F7 | 2024-02-27 | M - Exercise | 1,250,000 A | $0.00 | — | 1,266,949 | Indirect By Personal Investment Vehicle |
| Class A Common StockF6F7 | 2024-02-29 | S - Sale | 1,266,949 D | $41.64 | -$52,755,756 | 0 | Indirect By Personal Investment Vehicle |
| Class A Common Stock | 2024-02-29 | S - Sale | 16,949 D | $41.64 | -$705,756 | 386,936 | Direct |
| Class A Common StockF2F6F7 | 2024-02-29 | S - Sale | 33,899 D | $41.64 | -$1,411,554 | 0 | Indirect See Explanation of Responses |
| Class A Common StockF3F6F7 | 2024-02-29 | S - Sale | 16,949 D | $41.64 | -$705,756 | 0 | Indirect See Explanation of Responses |
| Class A Common StockF4F6F7 | 2024-02-29 | S - Sale | 16,949 D | $41.64 | -$705,756 | 0 | Indirect See Explanation of Responses |
Derivative Securities Transactions
Footnotes (7)
- F1
- On February 27, 2024, 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, the Reporting Person exchanged 1,250,000 units ("TPH Units") of TPG Partner Holdings, L.P. ("Partner Holdings") for an equal number of shares of Class A common stock ("Class A common stock") of the Issuer. Show more
- F2
- Represents shares of Class A common stock that had been held by TPG Group Holdings (SBS), L.P. ("Group Holdings"), of which: (i) the general partner is TPG Group Holdings (SBS) Advisors, LLC, the managing member of which is TPG GP A, LLC ("GP LLC"), whose members include JC GP, LLC, which is owned and controlled by the Reporting Person; and (ii) the sole limited partner is TPG New Holdings, LLC, of which: (a) the managing member is TPG Group Advisors (Cayman), Inc. ("Advisors"), of which the sole shareholder is TPG Group Advisors (Cayman), LLC, of which the sole member is GP LLC; and (b) the member is TPG Partner Holdings, L.P. ("Partner Holdings"), of which the general partner is Advisors and the Reporting Person is a limited partner. Show more
- F3
- By GP LLC. Show more
- F4
- By New TPG GP Advisors, Inc., of which the Reporting Person is a member. Show more
- F5
- Pursuant to the Amended and Restated Exchange Agreement filed by the Issuer with 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 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 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. Show more
- F6
- 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. Show more
- F7
- 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. Show more
Remarks
(8) Bradford Berenson is signing on behalf of Mr. Coulter pursuant to the power of attorney dated December 29, 2021, which was previously filed with the Commission.
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