FULLTEXT DEL 2 AV 3
10-Q – 2025-11-04 – tpg-20250930.htm
12. Commitments and Contingencies Guarantees Certain of the Company’s consolidated entities have provided guarantees for obligations related to a third-party lending program that enables certain of our eligible employees to obtain financing for capital contributions into TPG funds. At September 30, 2025, the amounts outstanding related to these guarantees were $ 85.2 million, and the maximum obligations guaranteed under these agreements is $ 203.7 million. Commitments At September 30, 2025, the TPG Operating Group had unfunded investment commitments of $ 595.6 million to the investment funds that the Company manages and other strategic investments. Contingent Obligations (Clawback) With Affiliates The governing agreements of the TPG funds that pay performance allocations generally include a clawback provision that, if triggered, may give rise to a contingent obligation requiring the general partner to return amounts to the fund for distribution to the fund investors at the end of the life of the fund. Performance allocations received by the general partners of the respective TPG funds are subject to clawback to the extent the performance allocations received by the general partners exceeds the amount the general partners are ultimately entitled to receive based on cumulative fund results. At September 30, 2025, if all investments held by the TPG funds were liquidated at their current unrealized fair value, there would be clawback of $ 6.6 million, net of tax, for which a performance fee reserve was recorded within other liabilities in the Condensed Consolidated Statements of Financial Condition. At September 30, 2025, if all remaining investments were deemed worthless, a possibility management views as remote, the amount of performance allocations subject to potential clawback would be $ 2,436.8 million. During the nine months ended September 30, 2025, the general partners made no payments on the clawback liability. Legal Actions and Other Proceedings From time to time, the Company is involved in legal proceedings, litigation and claims incidental to the conduct of our business, including with respect to acquisitions, bankruptcy, insolvency and other types of proceedings. Such lawsuits may involve claims against our portfolio companies that adversely affect the value of certain investments owned by TPG’s funds. The Company’s business is also subject to extensive regulation, which has and may result in the Company becoming subject to examinations, inquiries and investigations by various U.S. and non-U.S. governmental and regulatory agencies, including but not limited to the SEC, Department of Justice, state attorneys general, Financial Industry Regulatory Authority and the U.K. Financial Conduct Authority. Such examinations, inquiries and investigations may result in the commencement of civil, criminal or administrative proceedings or fines against the Company or its personnel. The Company accrues a liability for legal proceedings in accordance with U.S. GAAP. In particular, the Company establishes an accrued liability for loss contingencies when a settlement arising from a legal proceeding is both probable and reasonably estimable. If the matter is not probable or reasonably estimable, no such liability is recorded. Examples of this include: (i) the proceedings may be in early stages; (ii) damages sought may be unspecified, unsupportable, unexplained or uncertain; (iii) discovery may not have started or is incomplete; (iv) there may be uncertainty as to the outcome of pending appeals or motions; (v) there may be significant factual issues to be resolved or (vi) there may be novel legal issues or unsettled legal theories to be presented or a large number of parties. Consequently, management is unable to estimate a range of potential loss, if any, related to such matters. Even when the Company accrues a liability for a loss contingency in such cases, there may be an exposure to loss in excess of any amounts accrued. Loss contingencies may be, in part or in whole, subject to insurance or other payments such as contributions and/or indemnity, which may reduce any ultimate loss. 42 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Based on information presently known by management, the Company has not recorded a potential liability related to any pending legal proceeding except as disclosed below, and is not subject to any legal proceedings that we expect to have a material impact on our operations, financial positions or cash flows. It is not possible, however, to predict the ultimate outcome of all pending legal proceedings, and the claimants in the matter discussed below seek potentially large and indeterminate amounts. As such, although we do not consider such an outcome likely, given the inherent unpredictability of legal proceedings, it is possible that an adverse outcome in the matter described below or certain other matters could have a material effect on the Company’s financial results in any particular period. Since 2011, a number of TPG-related entities and individuals, including David Bonderman and Jim Coulter, have been named as defendants/respondents in a series of lawsuits in the United States, United Kingdom, and Luxembourg concerning an investment TPG held from 2005-2007 in a Greek telecommunications company, known then as TIM Hellas (“Hellas”). Entities and individuals related to Apax Partners, a London based investment firm also invested in Hellas at the time, have been named in the lawsuits as well. The cases all allege generally that a late 2006 refinancing of the Hellas group of companies was improper. To date, most of the lawsuits filed in New York Federal and State courts against TPG and Apax-related defendants have been dismissed, with those dismissals upheld on appeal, or the appeal period has passed. A lawsuit pending in the District Court of Luxembourg against two former TPG partners and two individuals related to Apax involved in the investment has been decided after trial in their favor on all claims and is now on appeal. In February 2018, a High Court case in London against a number of TPG and Apax-related parties and individuals was abandoned by the claimants in the early days of a scheduled six-week trial with costs of $ 9.5 million awarded to the TPG and Apax-related parties, of which $ 3.4 million was awarded to TPG. In addition to the Luxembourg appeal, there are several cases against TPG and Apax-related parties pending in New York state court. In one case, the Court granted and denied in part motions to dismiss by all defendants, paring back the parties, claims and amounts at issue, and appeals of that decision are pending. In a second case, the Appellate Division recently granted summary judgment to the TPG-related parties on the sole remaining claim in that case, and plaintiffs are appealing that judgment to New York’s Court of Appeals. Finally, a third group of plaintiffs, similarly situated to those in the other cases, recently filed new claims seeking recovery from numerous TPG and Apax-related parties. The prior noted stayed federal actions have now been dismissed with prejudice by court order and stipulation. The Company believes that the lawsuits related to the Hellas investment are without merit and intends to continue to defend them vigorously. In October 2022, the Company received a document request from the SEC focusing on the use and retention of business-related electronic communications, which, as has been publicly reported, is part of an industry-wide review. The Company cooperated with the SEC’s investigation and reached a settlement, which was announced and the associated settlement amount was paid in January 2025. Indemnifications In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties that provide general indemnifications. In addition, certain of the Company’s funds have provided certain indemnities relating to environmental and other matters and has provided nonrecourse carve-out guarantees for fraud, willful misconduct and other customary wrongful acts, each in connection with the financing of certain real estate investments that the Company has made. The Company’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Company that have not yet occurred. However, based on experience, the Company expects the risk of material loss to be remote. 43 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) 13. Net Income (Loss) Per Class A Common Share The Company calculates its basic and diluted income (loss) per share using the two-class method for all periods presented, which defines unvested share-based payment awards that contain nonforfeitable rights to dividends as participating securities. The two-class method is an allocation formula that determines income per share for each share of common stock and participating securities according to dividends declared and participation rights in undistributed earnings. Under this method, all income (distributed and undistributed) is allocated to common shares and participating securities based on their respective rights to receive dividends. In computing the dilutive effect that the exchange of TPG Operating Group partnership units would have on net income available to Class A common stock per share, TPG considered that net income (loss) available to holders of shares of Class A common stock would increase due to the elimination of non-controlling interests in the TPG Operating Group, inclusive of any tax impact. The hypothetical conversion may be dilutive to the extent there is activity at the TPG Inc. level that has not previously been attributed to the non-controlling interests or if there is a change in tax rate as a result of a hypothetical conversion. The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted net income (loss) per share of Class A common stock (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 Numerator: Net income (loss) $ 199,230 $ ( 21,425 ) $ 317,169 $ ( 88,009 ) Less: Net income (loss) attributable to non-controlling interests in TPG Operating Group 34,375 ( 33,503 ) ( 8,589 ) ( 145,832 ) Net income attributable to other non-controlling interests 97,715 3,117 218,284 47,320 Net income attributable to Class A Common Stockholders prior to distributions 67,140 8,961 107,474 10,503 Reallocation of earnings to unvested participating restricted stock units (a) ( 17,841 ) ( 4,970 ) ( 49,556 ) ( 14,415 ) Net income (loss) attributable to Class A Common Stockholders - Basic 49,299 3,991 57,918 ( 3,912 ) Net income (loss) assuming exchange of non-controlling interest 27,918 ( 31,433 ) ( 347 ) ( 129,463 ) Net income (loss) attributable to Class A Common Stockholders - Diluted $ 77,217 $ ( 27,442 ) $ 57,571 $ ( 133,375 ) Denominator: Weighted-Average Shares of Common Stock Outstanding - Basic 150,527,419 103,358,212 133,901,421 98,073,675 Exchange of Common Units to Class A Common Stock 227,818,528 261,478,296 238,747,805 266,577,843 Weighted-Average Shares of Common Stock Outstanding - Diluted 378,345,947 364,836,508 372,649,226 364,651,518 Net income (loss) available to Class A common stock per share Basic $ 0.33 $ 0.04 $ 0.43 $ ( 0.04 ) Diluted $ 0.20 $ ( 0.08 ) $ 0.15 $ ( 0.37 ) Dividends declared per share of Class A Common Stock (b) $ 0.59 $ 0.42 $ 1.53 $ 1.27 44 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) ___________ (a) No undistributed losses were allocated to unvested participating RSUs during the three and nine months ended September 30, 2025 and 2024, as the holders do not have a contractual obligation to share in the losses of the Company with common stockholders. (b) Dividends declared reflects the calendar date of the declaration for each distribution. The third quarter dividends were declared on November 4, 2025 and are payable on December 1, 2025. 14. Equity-Based Compensation Restricted Stock Unit Awards Under the Company’s Omnibus Equity Incentive Plan (the “Omnibus Plan”), the Company is permitted to grant equity awards representing ownership interests in TPG Inc.’s Class A common stock. On February 27, 2025, an additional 6,540,183 shares of Class A common stock were registered, increasing the share reserve to 36,496,786 , of which 31,633,395 were available to be issued as of September 30, 2025. Service Awards Ordinary Service Awards In the ordinary course of business, the Company grants equity awards subject to service conditions, granted as part of the Company’s standard incentive structure initiatives. These units generally vest over a term of three to five years . These awards are referred to as “Ordinary Service Awards.”. From time to time, the Company also grants equity awards that are subject to service conditions, a portion of which are granted on a non-standard basis to reward or incentivize key contributions that advance the Company’s long-term goals of value creation. These non-standard awards are referred to as “Special Purpose Service Awards,” and collectively with Ordinary Service Awards, “Service Awards.” Dividend equivalents are paid on the vested and unvested portion of the Service Awards when the dividend occurs. Special Purpose Employee Service Awards In conjunction with the IPO in 2022, TPG employees, certain of the Company’s executives and certain non-employees received one-time grants of equity-based awards in the form of Special Purpose Service Awards which entitle the holder to one share of Class A common stock upon vesting. These units generally vest over a term of four to six years . In conjunction with the acquisition of TPG Angelo Gordon, the Company agreed to grant an aggregate of 8.4 million Special Purpose Service Awards to former Angelo Gordon employees to promote retention post-closing, of which 6.1 million are outstanding to date. These units generally vest over a term of five years . Additionally, in connection with the acquisition of Peppertree, the Company granted 0.3 million Special Purpose Service Awards to former Peppertree employees. These units generally vest over a term of five years . Special Purpose IPO Executive Service Awards Under the Omnibus Plan and in conjunction with the IPO, the Company granted 1.1 million restricted stock units as Special Purpose Service Awards in order to incentivize and retain key members of management and further their alignment with our shareholders (the “IPO Executive Service Awards”). The IPO Executive Service Awards are subject to service-based vesting conditions over a five-year service period with vesting having commenced on the second anniversary of the grant date. Compensation expense for these awards is recognized on a straight-line basis. Special Purpose CEO Service Award Under the Omnibus Plan, the Company granted a long-term performance incentive award to the Company’s CEO on November 30, 2023, comprised of 2.6 million restricted stock units as Special Purpose Service Awards, intended to incentivize the CEO to drive stockholder value in a manner that is aligned with stockholder interests, reward him for organic and inorganic Company growth, and bring his compensation in-line with peer competitors in order to promote and 45 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) ensure retention (the “CEO Service Award”). The CEO Service Award is subject to service-based vesting conditions over a four-year service period and is scheduled to vest 25 % on each of January 13, 2025, 2026, 2027 and 2028. Compensation expense for this award is recognized on a straight-line basis. Special Purpose Executive Chairman Service Award Under the Omnibus Plan, the Company granted a long-term performance incentive award to the Company’s Executive Chairman on August 19, 2025, comprised of 0.3 million restricted stock units as Special Purpose Service Awards, intended to incentivize the Executive Chairman to drive stockholder value in a manner that is aligned with stockholder interests, including recognizing the Executive Chairman’s role in the establishment of the firm’s Impact platform and incentivizing his continued leadership of the platform (the “Executive Chairman Service Award”). The Executive Chairman Service Award is subject to service-based vesting conditions over a four-year service period and is scheduled to vest 25 % on each of July 15, 2026, 2027, 2028 and 2029. Compensation expense for this award is recognized on a straight-line basis. The following table summarizes the outstanding RSUs for Service Awards as of September 30, 2025 (in millions, including share data): Units Outstanding as of September 30, 2025 Compensation Expense for the Three Months Ended, Compensation Expense for the Nine Months Ended, Unrecognized Compensation Expense as of September 30, 2025 September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Restricted Stock Units Ordinary Service Awards 9.7 $ 43.5 $ 24.4 $ 130.4 $ 66.7 $ 349.6 Special Purpose Service Awards 12.0 31.4 35.0 94.1 102.8 261.8 Total Service Award RSUs 21.7 $ 74.9 $ 59.4 $ 224.5 $ 169.5 $ 611.4 For the nine months ended September 30, 2025 and 2024 the Company granted 4.3 million and 6.2 million Service Awards, respectively. The grant date fair value was the public share price on each respective grant date. The following table presents the rollforward of the Company’s unvested Service Awards for the nine months ended September 30, 2025 (awards in millions): Service Awards Weighted-Average Grant Date Fair Value Balance at December 31, 2024 25.3 $ 34.30 Granted 4.3 60.25 Vested ( 7.3 ) 32.79 Forfeited ( 0.6 ) 32.73 Balance at September 30, 2025 21.7 40.04 As of September 30, 2025, there was approximately $ 611.4 million of total estimated unrecognized compensation expense related to unvested Service Awards, which is expected to be recognized over the weighted average remaining requisite service period of 2.9 years. 46 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Market and Performance Condition Awards Ordinary Performance Condition Awards During the ordinary course of business, the Company grants equity awards, subject to a combination of service and performance conditions, as part of the Company’s standard incentive structure initiatives. These awards are referred to as (“Ordinary Performance Condition Awards”). From time to time, the Company grants equity awards that are subject to a combination of service and market conditions, granted on a non-standard basis to reward or incentivize key contributions that advance the Company’s long-term goals of value creation. These awards are referred to as (“Special Purpose Market Condition Awards,” and collectively with the Ordinary Performance Condition Awards, “Market and Performance Condition Awards”). Special Purpose IPO Executive Market Condition Awards Under the Omnibus Plan and in conjunction with the IPO, the Company also granted 1.1 million restricted stock units as Special Purpose Market Condition Awards in order to incentivize and retain key members of management and further their alignment with our shareholders (the “IPO Executive Market Condition Awards”). The IPO Executive Market Condition Awards are subject to both market performance and service based vesting conditions, including (i) a time-based component requiring a five-year service period and (ii) a market price component with a target Class A common stock share price at $ 44.25 within five years and $ 59.00 within eight years. Dividend equivalents accrue on the vested and unvested Special Purpose Service Awards when the dividend occurs. Dividend equivalents accrue for the vested and unvested portions of the IPO Executive Market Condition Awards and are paid only when both the applicable service and market performance conditions are satisfied. Compensation expense for the IPO Executive Market Condition Awards is recognized using the accelerated attribution method on a tranche-by-tranche basis. During 2024, both market price components of Class A common stock share price of $ 44.25 and $ 59.00 were met. During the nine months ended September 30, 2025, 0.2 million IPO Executive Market Condition Awards vested. Special Purpose CEO Market Conditions Award The long-term performance incentive award granted to the CEO under the Omnibus Plan on November 30, 2023, is also comprised of 3.9 million restricted stock units as Special Purpose Market Condition Awards, and is intended to incentivize the CEO to drive stockholder value in a manner that is aligned with stockholder interests, reward him for organic and inorganic Company growth, and bring his compensation in line with peer competitors in order to promote and ensure retention (the “CEO Market Conditions Award”). The CEO Market Conditions Award is subject to both market performance and service based vesting conditions, including (i) a time-based component requiring a five-year service period and (ii) a market price component that is only achieved when the 30-day volume weighted average trading price of a share of Class A common stock meets or exceeds certain stock price hurdles. 25 % of each service vesting tranche of the CEO Market Conditions Award is eligible to be earned and vest following achievement of each of the following Class A common stock prices: $ 52.50 , $ 58.45 , $ 64.05 and $ 70.00 . These stock price hurdles represent a premium of 150 %, 167 %, 183 % and 200 %, respectively, of the closing price of a share of Class A common stock on the date of grant. The first market hurdle must be achieved by January 13, 2029, and the remaining hurdles by January 13, 2030. If the applicable market hurdles are not achieved by the specified periods, the applicable portions of the CEO Market Conditions Award will be forfeited. Restricted stock units from the CEO Market Conditions Award that (i) vest prior to January 13, 2029 will be settled promptly following January 13, 2029, and (ii) vest after January 13, 2029 will be settled promptly following January 13, 2030, subject to certain other accelerated settlement conditions. Dividend equivalents accrue for the vested and unvested portions of the CEO Market Conditions Award and are paid only if and when both the applicable service and market conditions are satisfied. Compensation expense for the CEO Market Conditions Award is recognized using the accelerated attribution method on a tranche-by-tranche basis. During 2024, the first three market hurdles of the CEO Market Conditions Award of Class A common stock share prices of $ 52.50 , $ 58.45 and $ 64.05 were met. As such, 20 % of these tranches have vested or will vest on each of January 13, 2025, 2026, 2027, 2028 and 2029. 47 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Special Purpose Executive Chairman Market Conditions Award The long-term performance incentive award granted to the Executive Chairman under the Omnibus Plan on August 19, 2025, is also comprised of 0.5 million restricted stock units as Special Purpose Market Condition Awards, and is intended to incentivize the Executive Chairman to drive stockholder value in a manner that is aligned with stockholder interests, including recognizing the Executive Chairman’s role in the establishment of the firm’s Impact platform and incentivizing his continued leadership of the platform (the “Executive Chairman Market Conditions Award”). The Executive Chairman Market Conditions Award is subject to both market performance and service based vesting conditions, including (i) a time-based component requiring a five-year service period and (ii) a market price component that is only achieved when the 30 -trading day volume weighted average trading price of a share of Class A common stock meets or exceeds certain stock price hurdles. 25 % of each service vesting tranche of the Executive Chairman Market Conditions Award is eligible to be earned and vest following achievement of each of the following Class A common stock prices: $ 90.98 , $ 101.29 , $ 110.99 and $ 121.30 . These stock price hurdles represent a premium of 150 %, 167 %, 183 % and 200 %, respectively, of the closing price of a share of Class A common stock on the date of grant. The first market hurdle must be achieved by July 15, 2030, and the remaining hurdles by July 15, 2031. If the applicable market hurdles are not achieved by the specified periods, the applicable portions of the Executive Chairman Market Conditions Award will be forfeited. Restricted stock units from the Executive Chairman Market Conditions Award that (i) vest prior to July 15, 2030, will be settled promptly following July 15, 2030, and (ii) vest after July 15, 2030, will be settled promptly following July 15, 2031, subject to certain other accelerated settlement conditions. Dividend equivalents accrue for the vested and unvested portions of the Executive Chairman Market Conditions Award and are paid only if and when both the applicable service and market conditions are satisfied. Compensation expense for the Executive Chairman Market Conditions Award is recognized using the accelerated attribution method on a tranche-by-tranche basis. The following table summarizes the outstanding RSUs for Market and Performance Condition Awards as of September 30, 2025 (in millions, including share data): Units Outstanding as of September 30, 2025 Compensation Expense for the Three Months Ended, Compensation Expense for the Nine Months Ended, Unrecognized Compensation Expense as of September 30, 2025 September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Restricted Stock Units Ordinary Performance Condition Awards 1.0 $ 4.6 $ 1.5 $ 10.7 $ ( 0.2 ) $ 28.4 Special Purpose Market Condition Awards 4.2 7.0 7.9 24.2 20.9 49.5 Total Market and Performance Condition Award RSUs 5.2 $ 11.6 $ 9.4 $ 34.9 $ 20.7 $ 77.9 The following table presents the roll forwards of the Company’s unvested Special Purpose Market Condition Awards for the nine months ended September 30, 2025 (awards in millions): Market Condition Awards Weighted Average Grant Date Fair Value Balance at December 31, 2024 4.6 $ 20.41 Granted 0.5 38.27 Vested ( 0.2 ) 16.58 Vested, unsettled ( 0.6 ) 22.01 Forfeited ( 0.1 ) 16.59 Balance at September 30, 2025 4.2 22.49 48 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) As of September 30, 2025, there was approximately $ 49.5 million of total estimated unrecognized compensation expense related to unvested Special Purpose Market Condition Awards, which is expected to be recognized over the weighted average remaining requisite service period of 2.4 years. Total Restricted Stock Units For the three and nine months ended September 30, 2025, the Company recorded total restricted stock unit compensation expense of $ 86.5 million and $ 259.4 million, respectively. For the three and nine months ended September 30, 2024, the Company recorded total restricted stock unit compensation expense of $ 68.8 million and $ 190.2 million, respectively. The expense associated with awards granted to certain non-employees of the Company is recognized in general, administrative and other in our Condensed Consolidated Statements of Operations and tot aled $ 3.9 million and $ 12.6 million for the three and nine months ended September 30, 2025, respectively, and $ 1.8 million and $ 3.6 million for the three and nine months ended September 30, 2024, respectively. For the three and nine months ended September 30, 2025, the Company had 0.2 million and 7.7 million restricted stock units vest at a fair value of $ 11.6 million and $ 478.8 million, respectively (excluding vested, but unsettled units). The restricted stock units were settled by issuing 143,599 shares of TPG Inc. Class A common stock, net of withholding tax of $ 2.9 million for the three months ended September 30, 2025 and by issuing 4,742,805 shares of TPG Inc. Class A common stock, net of withholding tax of $ 184.6 million (excluding vested, but unsettled units) for the nine months ended September 30, 2025. For the three and nine months ended September 30, 2024, the Company had 0.1 million and 4.2 million restricted stock units vest at a fair value of $ 5.0 million and $ 166.5 million, respectively (excluding vested, but unsettled units). The restricted stock units were settled by issuing 73,391 shares of TPG Inc. Class A common stock, net of withholding tax of $ 1.0 million (excluding vested, but unsettled units) for the three months ended September 30, 2024 and by issuing 2,586,646 shares of TPG Inc. Class A common stock, net of withholding tax of $ 62.5 million (excluding vested, but unsettled units) for the nine months ended September 30, 2024. The following table summarizes all outstanding restricted stock unit awards as of September 30, 2025 (in millions, including share data): Units Outstanding as of September 30, 2025 Compensation Expense for the Three Months Ended, Compensation Expense for the Nine Months Ended, Unrecognized Compensation Expense as of September 30, 2025 September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Restricted Stock Units Ordinary Awards: Ordinary Service Awards 9.7 $ 43.5 $ 24.4 $ 130.4 $ 66.7 $ 349.6 Ordinary Performance Condition Awards 1.0 4.6 1.5 10.7 ( 0.2 ) 28.4 Special Purpose Awards: Special Purpose Service Awards 12.0 31.4 35.0 94.1 102.8 261.8 Special Purpose Market Condition Awards 4.2 7.0 7.9 24.2 20.9 49.5 Total Restricted Stock Units 26.9 $ 86.5 $ 68.8 $ 259.4 $ 190.2 $ 689.3 Other Awards As a result of the Reorganization and the IPO in 2022, certain of the Company’s current partners hold restricted indirect interests in Common Units through TPG Partner Holdings and indirect economic interests through RemainCo. TPG Partner Holdings and RemainCo are presented as non-controlling interest holders within the Company’s Condensed Consolidated Financial Statements. The interests in TPG Partner Holdings (“TPH Units”) and indirectly in RemainCo (“RPH Units”) are generally subject to service, or, in certain cases, to both service and performance conditions. Holders of these interests participate in distributions regardless of the vesting status. Additionally, in conjunction with the 49 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Reorganization, the IPO and the acquisition of NewQuest, certain TPG partners and NewQuest principals were granted Common Units directly at TPG Operating Group and Class A common stock (collectively, the “Other IPO-Related Awards”) subject to both service and performance conditions. In conjunction with the acquisition of TPG Angelo Gordon, the Company granted 43.8 million of unvested Common Units to former Angelo Gordon partners (included in Common Units below), which are considered compensatory under ASC 718. These units generally vest over a term of five years and participate in distributions at the TPG Operating Group along with all vested equity. In conjunction with the acquisition of Peppertree, the Company granted 5.4 million of unvested Common Units to Peppertree Co-Presidents (included in Common Units below), which are considered compensatory under ASC 718. These units generally vest over a term of five years and participate in distributions at the TPG Operating Group along with all vested equity. The following table summarizes the outstanding Other Awards as of September 30, 2025 (in millions, including share data): Unvested Units/Shares Outstanding as of September 30, 2025 Compensation Expense for the Three Months Ended, Compensation Expense for the Nine Months Ended, Unrecognized Compensation Expense as of September 30, 2025 September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 TPH and RPH Units TPH units 25.5 $ 72.2 $ 73.1 $ 186.8 $ 220.4 $ 445.8 RPH units 0.2 12.0 14.1 25.6 42.9 45.1 Total TPH and RPH Units 25.7 $ 84.2 $ 87.2 $ 212.4 $ 263.3 $ 490.9 Common Units and Class A Common Stock Common Units 41.0 $ 64.3 $ 69.1 $ 164.3 $ 191.0 $ 850.6 Class A Common Stock — — 4.0 0.4 12.8 — Total Common Units and Class A Common Stock 41.0 $ 64.3 $ 73.1 $ 164.7 $ 203.8 $ 850.6 TPH and RPH Units The Company accounts for the TPH Units and RPH Units as compensation expense in accordance with ASC 718. The unvested TPH and RPH Units are recognized as equity-based compensation subject to primarily service vesting conditions and in certain cases performance conditions, some of which are deemed probable of achieving. The Company recognized compensation expense of $ 84.2 million and $ 212.4 million for the three and nine months ended September 30, 2025, respectively. The Company recognized compensation expense of $ 87.2 million and $ 263.3 million for the three and nine months ended September 30, 2024, respectively. There is no additional dilution to our stockholders related to these interests. Contractually these units are only related to non-controlling interest holders of the TPG Operating Group, and there is no impact to the allocation of income and distributions to TPG Inc. Therefore, the Company has allocated these expense amounts to its non-controlling interest holders. 50 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) The following table presents the roll forwards of the Company’s unvested TPH Units and RPH Units for the nine months ended September 30, 2025 (units in millions): TPH Units RPH Units Partnership Units Grant Date Fair Value Partnership Units Grant Date Fair Value Balance at December 31, 2024 26.1 $ 26.74 0.2 $ 457.10 Reallocated 0.8 58.29 — — Vested ( 0.4 ) 29.46 — — Forfeited ( 1.0 ) 24.18 ( 0.0 ) 457.10 Balance at September 30, 2025 25.5 27.79 0.2 457.10 Certain forfeited TPH Units were reallocated to certain existing unit holders in accordance with the applicable governing documents. The grant date fair value of the reallocated awards was determined based on the fair value of TPG’s common stock at the time of reallocation. As of September 30, 2025, there was approximately $ 490.9 million of total estimated unrecognized compensation expense related to outstanding unvested awards, of which TPH Units and RPH Units represented $ 445.8 million and $ 45.1 million, respectively. Common Units and Class A Common Stock In accordance with ASC 718, all Other Awards are also recognized as equity-based compensation. The Company recognized compensation expense of $ 64.3 million and $ 164.7 million for the three and nine months ended September 30, 2025, respectively. The expense for the three and nine months ended September 30, 2024 totaled $ 73.1 million and $ 203.8 million, respectively. As TPG Operating Group holders would accrete pro-rata or benefit directly upon forfeiture of those awards, this compensation expense was allocated pro-rata to all controlling and non-controlling interest holders of TPG Inc. The following table presents the roll forwards of the Company’s unvested TOG Units and Class A Common Stock Awards for the nine months ended September 30, 2025 (awards in millions): Common Units Class A Common Stock Partnership Units Grant Date Fair Value Partnership Units Grant Date Fair Value Balance at December 31, 2024 36.0 $ 25.50 0.3 $ 29.50 Granted 5.4 47.56 — — Reallocated — — — — Vested ( 0.4 ) 27.29 ( 0.3 ) 29.50 Forfeited — — — — Balance at September 30, 2025 41.0 28.37 — 29.50 51 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Total unrecognized compensation expense related to outstanding unvested awards as of September 30, 2025 wa s $ 850.6 million. Other Liability Classified Awards As discussed in Note 3, the Company granted liability-classified Common Unit awards to certain Peppertree Parties in conjunction with the acquisition of Peppertree, which are considered liability-classified awards under ASC 718. The awards require both continuous service over an estimated period of five years and satisfaction of certain fee-related revenue targets during the period beginning on January 1, 2028 and ending on December 31, 2028 and certain fundraising targets. These liability-classified awards will be settled with a variable number of both vested and unvested Common Units upon the satisfaction of the fee-related revenue targets and do not participate in TPG Operating Group distributions before settlement. For the period ended September 30, 2025, the Company recognized compensation expense of $ 11.6 million related to these liability-classified awards with a corresponding increase in other liabilities. In conjunction with the acquisition of TPG Angelo Gordon, the Company granted liability-classified Common Unit awards to Angelo Gordon partners. Those awards represent the compensatory portion of the Earnout Payment under ASC 718 and as such, require both continuous service over a period of five years and the satisfaction of fee-related revenue targets during the period beginning on January 1, 2026 and ending on December 31, 2026. These liability-classified awards will be settled with a variable number of both vested and unvested Common Units upon the satisfaction of the fee-related revenue targets and do not participate in TPG Operating Group distributions before settlement. During the third quarter of 2025, the Company determined that it is not probable the Company will need to settle the Earnout Payment. As such, the Company reversed previously recorded equity-based compensation expense of $ 87.4 million and $ 67.7 million, respectively, for the three and nine months ended September 30, 2025, related to its liability-classified awards with a corresponding decrease in other liabilities. For the three and nine months ended September 30, 2024, the Company recognized compensation expense of $ 14.1 million and $ 36.0 million, respectively, related to its liability-classified awards with a corresponding increase in other liabilities. The fair value of the liability-classified awards discussed above will be remeasured every reporting period and are based on the satisfaction of the respective fee-related revenue and fundraising targets, if applicable. Compensation expense for these awards are recognized using the accelerated attribution method on a tranche-by-tranche basis. Total unrecognized compensation expense related to these awards as of September 30, 2025 was $ 154.5 million . TRTX Awards Certain employees of the Company receive awards (“TRTX Awards”) from TPG RE Finance Trust, Inc. (“TRTX”), a publicly traded real estate investment trust, externally managed and advised by TPG RE Finance Trust Management, L.P., a wholly-owned subsidiary of the Company, for services provided to TRTX. Generally, the TRTX Awards vest over four years for employees and at grant date for directors of TRTX. The TRTX Awards granted to certain employees of the Company are recorded in other assets and due to affiliates in the Condensed Consolidated Statements of Financial Condition. The grant date fair value of the asset is amortized through equity-based compensation expense on a straight-line basis over the vesting period in the Condensed Consolidated Statements of Operations. Equity-based compensation expense is offset by related management fees earned by the Company from TRTX. During the three and nine months ended September 30, 2025, the Company recognized $ 2.6 million and $ 5.5 million, respectively, of management fees and equity-based compensation expense. During the three and nine months ended September 30, 2024, the Company recognized $ 1.0 million and $ 8.1 million, respectively, of management fees and equity-based compensation expense. 15. Equity The Company has three classes of common stock outstanding, Class A common stock, nonvoting Class A common stock and Class B common stock. Class A common stock is traded on the Nasdaq Global Select Market. The Company is authorized to issue 2,240,000,000 shares of Class A common stock with a par value of $ 0.001 per share, 100,000,000 shares of nonvoting Class A common stock, 750,000,000 shares of Class B common stock with a par value of $ 0.001 per share, and 25,000,000 shares of preferred stock with a par value of $ 0.001 per share. Each share of the Company’s Class A common stock entitles its holder to one vote, and each share of our Class B common stock entitles its holder to ten votes. 52 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Holders of Class A common stock and Class B common stock generally vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval. The nonvoting Class A common stock have the same rights and privileges as, rank equally and share ratably with, and are identical in all respects as to all matters to, the Class A common stock, except that the nonvoting Class A common stock have no voting rights other than such rights as may be required by law. Holders of Class A common stock are entitled to receive dividends when and if declared by the board of directors. Holders of the Class B common stock are not entitled to dividends in respect of their shares of Class B common stock. As of September 30, 2025, 146,201,530 shares of Class A common stock and 6,605,963 shares of nonvoting Class A common stock were outstanding, 224,965,710 shares of Class B common stock were outstanding, and there were no shares of preferred stock outstanding. Dividends and distributions Dividends and distributions are reflected in the Condensed Consolidated Statements of Changes in Equity when declared by the board of directors. Dividends are made to Class A common stockholders and distributions are made to holders of non-controlling interests in subsidiaries. The table below presents information regarding the quarterly dividends on the Class A common stock, which were made at the sole discretion of the Board of Directors of the Company. Date Declared Record Date Payment Date Dividend per Class A Common Share May 8, 2024 May 20, 2024 June 3, 2024 $ 0.41 August 6, 2024 August 16, 2024 August 30, 2024 0.42 November 4, 2024 November 14, 2024 December 2, 2024 0.38 February 11, 2025 February 21, 2025 March 7, 2025 0.53 Total 2024 Dividend Year (through Q4 2024) $ 1.74 May 7, 2025 May 19, 2025 June 2, 2025 $ 0.41 August 6, 2025 August 18, 2025 September 2, 2025 0.59 November 4, 2025 November 14, 2025 December 1, 2025 0.45 Total 2025 Dividend Year (through Q3 2025) $ 1.45 53 Table of Contents TPG Inc. Notes to Condensed Consolidated Financial Statements (unaudited) Exchanges of Common Units Pursuant to the Exchange Agreement, certain holders of Common Units, including certain partners and employees, are authorized to exchange Common Units for an equal number of shares of Class A common stock. During the nine months ended September 30, 2025 and 2024, certain holders of Common Units exchanged Common Units for an equal number of shares of Class A common stock resulting in the issuance of shares of Class A common stock and the cancellation of an equal number of shares of Class B common stock for no additional consideration as follows: Exchange Date Class A Common Stock Issued 2024 Exchanges (a) February 27, 2024 17,704,987 May 21, 2024 1,998,593 August 19, 2024 1,042,119 November 15, 2024 5,155,425 2025 Exchanges (a) February 24, 2025 9,786,354 May 21, 2025 21,000,000 August 19, 2025 5,153,040 __________ (a) The issuance of the shares of Class A common stock to such holders of Common Units was registered pursuant to the Company’s registration statements on Form S-3 filed on November 2, 2023 and September 13, 2024. The supplemental non-cash financing activities related to equity for the Condensed Consolidated Statements of Cash Flows are as follows (in thousands): Nine Months Ended September 30, 2025 2024 Distributions to holders of other non-controlling interests $ 67,900 $ 18,153 Deferred tax assets 531,753 242,631 Due to affiliates 189,314 219,175 Other liabilities 286,755 — Additional paid-in-capital 55,684 23,456 Contributions from holders of other non-controlling interests 133,896 — Distributions in-kind to holders of other non-controlling interests 50,550 — Deconsolidation of previously consolidated entities 45,814 — 16. Subsequent Events Other than the events noted in the footnotes to the Condensed Consolidated Financial Statements, there have been no additional events since September 30, 2025 that require recognition or disclosure in the Condensed Consolidated Financial Statements. 54 Table of Contents Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the information presented in our historical financial statements and the related notes included elsewhere in this report. In addition to historical information, the following discussion contains forward-looking statements, such as statements regarding our expectation for future performance, liquidity and capital resources that involve risks, uncertainties and assumptions. Our actual results may differ materially from those contained in or implied by any forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those identified below and elsewhere in this report, particularly in “Cautionary Note Regarding Forward-Looking Statements,” and “Item 1A.—Risk Factors” and should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 18, 2025. We assume no obligation to update any of these forward-looking statements. Overview TPG is a leading global alternative asset manager with $286.4 billion in assets under management (“AUM”) as of September 30, 2025. We have built our firm through years of successful innovation and growth, and believe that we have delivered attractive risk-adjusted returns to our clients and established a premier investment business focused on the fastest-growing segments of the alternative asset management industry. We believe our distinctive business approach and diversified array of innovative investment platforms position us well to continue generating highly profitable, sustainable growth. We offer a broad range of investment strategies across the alternative asset management landscape, primarily in private equity, credit and real estate, and have constructed a high-quality base of assets under management within attractive sub-segments of these asset classes. The strength of our investment performance and our proven ability to innovate within our business, together with our ongoing focus on strategic, inorganic growth has led to consistent historical growth in our assets under management, all with the support of a scaled infrastructure that provides our business with a high degree of operating leverage. Our differentiated operating model unites our investment products and global footprint around a cohesive commercial framework. Our team-oriented culture fosters collaboration and alignment, supports our shared investment themes approach to sourcing and executing deals and leads to attractive returns for our investors. Through multiple decades of experience, we have developed an ecosystem of insight, engagement and collaboration across our platforms and products, which currently include more than 400 active portfolio companies, more than 300 real estate properties and over 5,500 credit positions, across more than 30 countries. Our firm consists of six multi-strategy investment platforms: (1) Capital, (2) Growth, (3) Impact, (4) TPG Angelo Gordon, (5) Real Estate and (6) Market Solutions. Each of our six investment platforms is comprised of a number of products that are complementary to each other and provide our clients with differentiated avenues for capital deployment. Most of our products have raised multiple generations of funds, which we believe highlights the value these products provide to our clients. 55 Table of Contents TPG Angelo Gordon Capital Growth Impact Credit Real Estate Real Estate Market Solutions Platforms Large-scale, control-oriented private equity investing platform Growth equity and middle market private equity investing platform Private equity investing platform focused on achieving both societal and financial outcomes Expansive yield opportunities across the credit spectrum Diversified portfolio along the value-add spectrum, opportunistic strategies and portfolio of sale-leaseback transactions Real estate investing platform Differentiated strategies built to address specific market opportunities $87.5 billion AUM $30.6 billion AUM $29.2 billion AUM $85.6 billion AUM $18.6 billion AUM $19.1 billion AUM $15.8 billion AUM Products TPG Capital TPG Growth The Rise Funds TPG AG Credit Solutions TPG AG U.S. Real Estate TPG Real Estate Partners GP-led Secondaries TPG Asia TPG Tech Adjacencies TPG Rise Climate TPG AG Structured Credit & Specialty Finance TPG AG Asia Real Estate Real Estate Thematic Advantage Core Plus TPG Private Equity Opportunities TPG Healthcare Partners TPG Digital Media TPG Rise Climate Transition Infrastructure TPG AG Middle Market Direct Lending TPG AG Europe Real Estate Real Estate Credit TPG Peppertree (1) TPG Life Sciences Innovation TPG NEXT TPG AG CLOs TPG AG Net Lease Capital Markets TPG AG Multi-Strategy _______________ Note: AUM as of September 30, 2025. (1) Acquired on July 1, 2025. Platforms Platform: Capital Our Capital platform is focused on large-scale, control-oriented private equity investments. We pursue opportunities across geographies and specialize in sectors where we have developed deep thematic expertise over time. Our Capital platform funds are organized in three primary products: (1) TPG Capital, (2) TPG Asia and (3) TPG Healthcare Partners. The following table presents certain data about our Capital platform as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 87 $ 44 10 $ 23 56 Table of Contents Product: TPG Capital TPG Capital is our North America and Europe-focused private equity investing business, with $56.1 billion in assets under management as of September 30, 2025. TPG Capital employs a sector-driven, highly thematic approach to sourcing and primarily seeks to invest in traditional buyouts, transformational deals such as corporate carve-outs and large-scale growth equity transactions. We invest in market leaders with fundamentally strong business models that are expected to benefit from long-term secular growth trends. We also seek to help our portfolio companies accelerate their growth under our ownership through a variety of operational improvements, such as by leveraging our human capital team to upgrade or enhance our management teams and boards, and by investing in organic and inorganic growth. Product: TPG Asia TPG was one of the first alternative asset management firms to establish a dedicated Asia franchise and began investing in the region in 1994. Currently, TPG Asia focuses on pursuing investments in the Asia-Pacific region, including Australia, India, Korea and Southeast Asia, with $23.0 billion in assets under management as of September 30, 2025. Our distributed regional footprint has provided a foundation for us to pursue highly attractive investing opportunities in the region with both new and existing products and strategies. We invest through a variety of transaction structures, including through partnerships with large corporations and families. Product: TPG Healthcare Partners We established TPG Healthcare Partners (“THP”) in 2019 to pursue healthcare-related investments, primarily in partnership with other TPG funds. THP provides our limited partners with a dedicated healthcare investment platform that touches all areas of healthcare, including providers, payors, pharmaceuticals, medical devices and healthcare technology. Platform: Growth TPG Growth is our dedicated growth equity and middle market investing platform. It provides us with a flexible mandate to invest in companies across our core sectors that are earlier in their life cycle, are smaller in size and/or have different profiles than would be considered for our Capital platform. Our Growth funds are organized in four primary products: (1) TPG Growth, (2) TPG Tech Adjacencies, (3) TPG Digital Media and (4) TPG Life Sciences Innovation. The following table presents certain data about our Growth platform as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 31 $ 15 11 $ 7 Product: TPG Growth TPG Growth is our dedicated growth equity and middle market investing product, with $20.6 billion in assets under management as of September 30, 2025. TPG Growth seeks to make growth buyout and growth equity investments, primarily in North America and India. Product: TPG Tech Adjacencies TPG Tech Adjacencies (“TTAD”), with $7.7 billion in assets under management as of September 30, 2025, is a product we developed organically to pursue minority and/or structured investments in internet, software, digital media and other technology sectors. Specifically, TTAD aims to provide flexible capital for founders, employees and early investors seeking liquidity, as well as primary structured equity solutions for companies looking for additional, creative capital for growth. Product: TPG Digital Media TPG Digital Media (“TDM”) is a flexible source of capital focused on pursuing control equity investments in digital media. TDM seeks to pursue investments in businesses in which we have the opportunity to capitalize on our long history of studying and pursuing content-centric themes. 57 Table of Contents Product: TPG Life Sciences Innovation TPG Life Sciences Innovation (“LSI”) was launched in 2023 and seeks to invest in the life sciences sector in novel therapeutics as well as digital health, medical devices, diagnostics and tech-enabled services. LSI invests across different therapeutic areas and stages, from company creation to IPO, and leverages TPG’s broad experience in the healthcare sector. Platform: Impact Our multi-fund Impact platform, which we believe is among the largest in the industry, pursues competitive, non-concessionary financial returns while also providing measurable societal benefits at scale, harnessing the diverse skills of a differentiated group of value-add stakeholders including: • Y Analytics: A public benefit organization that is wholly owned by TPG and which we founded to provide impact research and rigorous assessment measures for impact investments, and today functions as TPG’s firm-wide Responsible Investing and impact performance arm. • The TPG Rise Global Advisory Board: A group of experienced investors and global thought leaders with a deep personal and professional commitment to driving social and environmental change consistent with achieving non-concessionary financial returns. • The TPG Rise Climate Coalition: A partnership between TPG and 32 leading global corporations that are investors in TPG Rise Climate, to accelerate the sharing of knowledge, best practices and investment opportunities arising from the energy transition among the group and more broadly across the TPG Impact platform. Based on our investment strategy and performance track record, we have demonstrated that our impact investments can deliver profit and positive impact in tandem. Our Impact funds are organized in four primary products: (1) The Rise Funds, (2) TPG Rise Climate, (3) TPG Rise Climate Transition Infrastructure and (4) TPG NEXT. The following table presents certain data about our Impact platform as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 29 $ 20 9 $ 10 Product: The Rise Funds The Rise Funds are our dedicated vehicles for investing globally in companies that generate business performance and strong returns alongside a demonstrable and significant positive societal impact, with $9.3 billion in assets under management as of September 30, 2025. The Rise Funds’ core areas of focus include climate and conservation, education, financial inclusion, food and agriculture, healthcare and impact services. Product: TPG Rise Climate Launched in 2021, TPG Rise Climate (“Rise Climate”) is our dedicated climate private equity impact investing product, which has raised $15.3 billion in total commitments. TPG Rise Climate applies TPG’s private equity capabilities to pursue climate-related investments in thematic areas including clean electrons, clean molecules and materials, and adaptive solutions, all without sacrificing our focus on financial returns. TPG Rise Climate has a global focus and invests opportunistically across buyouts and carve-outs and growth equity transactions. Product: TPG Rise Climate Transition Infrastructure TPG Rise Climate Transition Infrastructure (“Rise Climate TI”) is our newly formed product focused on investing in infrastructure businesses and assets that we believe have or will have positive climate impact. TPG Rise Climate Transition Infrastructure pursues climate-related investments in thematic areas including clean electrons, clean molecules and materials, and adaptive solutions, seeking to capture return opportunities between core infrastructure and private equity within the energy transition, green mobility, negative emissions and sustainable fuels sectors. 58 Table of Contents Product: TPG NEXT TPG NEXT provides strategic minority capital and custom operational support to help emerging managers establish, build and scale their firms. TPG announced the launch of the inaugural TPG NEXT fund in 2022 to use the power of TPG’s platform—including its capital, network and 30-plus year track record of business building—to accelerate the growth and de-risk the success of the next generation of alternative investment managers. Firms that partner with TPG NEXT gain access to TPG’s network, operational and investment capabilities, and ecosystem to support strategic business building and expansion. Platform: TPG Angelo Gordon TPG AG Credit TPG Angelo Gordon’s alternative credit products (collectively referred to as “TPG AG Credit”) are: (1) TPG AG Credit Solutions, (2) TPG AG Structured Credit & Specialty Finance, (3) TPG AG Middle Market Direct Lending, (4) TPG AG Collateralized Loan Obligations and (5) TPG AG Multi-Strategy. TPG AG Credit’s capabilities span private and tradable credit across corporate and asset-backed markets. The following table presents certain data about our TPG AG Credit as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 86 $ 48 80 $ 16 Product: TPG AG Credit Solutions TPG AG Credit Solutions, with $19.9 billion in assets under management as of September 30, 2025, invests in stressed, distressed and special situation corporate credit opportunities, primarily in North America and Europe, and can dynamically pivot between the public and private markets. TPG AG Credit Solutions employs what we believe to be a differentiated, solutions-based approach that is capable of being executed in any market environment. TPG AG Credit Solutions seeks to align with companies, financial sponsors and business owners and to use its structuring skill and flexible capital base to create bespoke, bilaterally-negotiated financing transactions that help resolve complex and idiosyncratic financial challenges. TPG AG Credit Solutions funds may also opportunistically invest in securities acquired at what the investment team believes are discounted prices relative to their intrinsic value and offer the potential for contractual income and/or price appreciation. TPG AG Credit Solutions invests through the Credit Solutions, Essential Housing and Hybrid Solutions closed-end funds, as well as the Corporate Credit Opportunities open-ended fund. Product: TPG AG Structured Credit & Specialty Finance TPG AG Structured Credit & Specialty Finance focuses on major non-corporate credit sectors, including consumer, residential and commercial real estate, and specialty lending markets, and also has substantial CLO debt and equity investing capabilities. TPG AG Structured Credit & Specialty Finance invests through a variety of vehicles including the Mortgage Value Partners Fund open-ended hedge fund, the Asset Based Credit closed-end fund series and evergreen vehicle, SMAs and AG Mortgage Investment Trust, Inc. (NYSE: MITT) (“MITT”), which is an externally managed, publicly traded residential mortgage real estate investment trust. As of September 30, 2025, TPG AG Structured Credit & Specialty Finance had $26.3 billion in assets under management. Product: TPG AG Middle Market Direct Lending TPG AG Middle Market Direct Lending (“MMDL”) and TPG Twin Brook Capital Partners focus on sourcing, underwriting and actively managing a diversified portfolio of lower middle market, senior secured loans, including revolvers and first lien debt, and seek to deliver stable and attractive returns while minimizing volatility and protecting the downside. As a direct lender to private equity backed lower middle market companies primarily with $25 million of EBITDA or less, the product focuses on sourcing differentiated opportunities from our long-standing and diverse set of sponsor relationships. TPG AG Middle Market Direct Lending includes the MMDL closed-end fund series and evergreen vehicle and SMAs, as well as a public, non-traded business development company (“BDC”), TPG Twin Brook Capital Income Fund (“TCAP”). As of September 30, 2025, TPG AG Middle Market Direct Lending had $28.8 billion in assets under management. 59 Table of Contents Product: TPG AG CLOs TPG AG CLOs, with $8.2 billion in assets under management as of September 30, 2025 invests predominantly in non-investment grade senior secured bank loans. TPG AG CLO investment team comprises of members in both New York and London. The U.S. CLOs invest in U.S. dollar-denominated broadly syndicated loans, and the European CLOs invest in Euro-denominated loans and secured bonds. Our global platform allows us to provide our investors with diversification across industries and geographies as we construct well diversified, liquid portfolios that are actively traded. In addition to CLOs, the platform also manages bespoke performing credit vehicles and commingled closed end CLO funds. Product: TPG AG Multi-Strategy TPG AG Multi-Strategy, with $2.4 billion in assets under management as of September 30, 2025, invests across the breadth of TPG AG Credit, with a geographic focus in the United States and Western Europe. TPG AG Multi-Strategy offers actively managed co-mingled funds, including the Super Fund, in addition to bespoke vehicles and various multi-strategy credit funds of one. These funds invest in public and private investment opportunities sourced from across TPG AG Credit, as well as arbitrage strategies, including convertible arbitrage and merger arbitrage. TPG AG Multi-Strategy funds invest in, among other products, corporate loans and bonds, residential, consumer and asset-based loans and securities, hybrid instruments and derivative securities, including currency and interest rate hedges. TPG AG Real Estate TPG Angelo Gordon’s real estate products (collectively referred to as “TPG AG Real Estate”) are (1) TPG AG U.S. Real Estate, (2) TPG AG Asia Real Estate, (3) TPG AG Europe Real Estate and (4) TPG AG Net Lease. TPG AG Real Estate products in the United States, Asia and Europe primarily focus on the acquisition of equity interests of underperforming and undervalued assets, where we can employ our opportunistic and value-add strategies to improve performance. We believe TPG AG Real Estate’s extensive and proprietary network of operating partners across each of the regions where we operate positions us to effectively identify inefficiencies and source opportunities on an off-market basis. TPG AG Net Lease primarily invests in single tenant commercial real estate acquired in simultaneous sale-leaseback transactions. The following table presents certain data about our TPG AG Real Estate as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 19 $ 14 29 $ 6 Product: TPG AG U.S. Real Estate TPG AG U.S. Real Estate, with $5.7 billion in assets under management as of September 30, 2025, manages assets across various product sectors and has been active in many of the major U.S. real estate markets. TPG AG U.S. Real Estate focuses on purchasing what we believe to be underperforming and undervalued real estate assets, where we then execute an active asset management strategy to reposition and stabilize the properties. TPG AG U.S. Real Estate is diversified across property sectors, with a thematic portfolio construction focused on rental residential, industrial, self-storage, life science, student housing and medical office, among other sectors. Product: TPG AG Asia Real Estate TPG AG Asia Real Estate, with $5.4 billion in assets under management as of September 30, 2025, manages assets across Asia, with investments primarily in Japan, South Korea, Hong Kong, China and Singapore. TPG AG Asia Real Estate focuses on capitalizing on opportunistic investments primarily created through situations such as a lack of real estate expertise, illiquidity or distress. The TPG AG Asia Real Estate portfolio includes office, industrial, residential, hotel, retail, life science and other asset types. 60 Table of Contents Product: TPG AG Europe Real Estate TPG AG Europe Real Estate, with $5.5 billion in assets under management as of September 30, 2025, manages assets across Europe, with investments primarily located in major cities in Western Europe and the United Kingdom. TPG AG Europe Real Estate focuses on sub-performing and distressed real estate assets. The TPG AG Europe Real Estate portfolio includes industrial, residential, office, hotel, retail, student housing, self-storage and other asset types. Product: TPG AG Net Lease TPG AG Net Lease, with $1.9 billion in assets under management as of September 30, 2025, focuses on single tenant commercial real estate, generally leased to non-investment grade tenants, largely acquired in simultaneous sale-leaseback transactions. TPG AG Net Lease primarily purchases existing facilities that are integral to the ongoing operations of the tenants, such as a company’s manufacturing plant or distribution centers. TPG AG Net Lease manages assets primarily located within the United States, with certain assets in the United Kingdom, Western Europe, Canada and Mexico. Platform: Real Estate We established our TPG real estate investing practice in 2009 to pursue real estate investments systematically and at significant scale. We invest in real estate through three primary products: (1) TPG Real Estate Partners, (2) TPG Real Estate Thematic Advantage Core-Plus and (3) Real Estate Credit. The following table presents certain data about our Real Estate platform as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 19 $ 12 5 $ 6 Product: TPG Real Estate Partners TPG Real Estate Partners (“TREP”), with $11.3 billion in assets under management as of September 30, 2025, focuses on acquiring and building platforms, which we believe creates more efficient operating structures and ultimately results in scaled investments that may trade at premium entity-level pricing in excess of the net asset value of individual properties. TREP utilizes a distinct theme-based strategy for sourcing and executing proprietary investments and, over time, many of these themes have aligned with TPG’s broader thematic sector expertise, particularly those pertaining to the healthcare and technology sectors. Product: TPG Real Estate Thematic Advantage Core-Plus TPG Real Estate Thematic Advantage Core-Plus (“TAC+”), with $1.7 billion in assets under management as of September 30, 2025, is an extension of our opportunistic real estate investment program. TAC+ targets investments in stabilized (or near stabilized) high-quality real estate, particularly in thematic sectors where we have gained significant experience and conviction. The investment strategy is designed to enhance traditional core-plus objectives of capital preservation and reliable current income generation by applying our differentiated thematic approach, strategy and skillset. Product: Real Estate Credit TPG RE Finance Trust, Inc. TPG RE Finance Trust, Inc. (NYSE: TRTX) (“TRTX”) is externally managed by an affiliate of TPG and directly originates, acquires and manages commercial mortgage loans and other commercial real estate-related debt instruments in North America for its balance sheet. The platform’s objective is to provide attractive risk-adjusted returns to its stockholders over time through cash distributions. As of September 30, 2025, the TRTX loan investment portfolio consisted of 47 first mortgage loans (or interests therein) and total loan commitments of $3.7 billion. 61 Table of Contents TPG Real Estate Credit Opportunities TPG Real Estate Credit Opportunities (“TRECO”), which was established in 2023, is our opportunistic, real estate credit strategy targeting risk-adjusted returns through investments primarily in real estate-related high-yield senior and subordinate loans and securities. TRECO focuses on select sectors and geographies where we have distinct expertise informed by our longstanding practice around theme development. The fund has a flexible mandate and seeks to invest opportunistically across the credit spectrum. Platform: Market Solutions Our Market Solutions platform leverages the broader TPG ecosystem to create differentiated products in order to address specific market opportunities. The following table presents certain data about our Market Solutions platform as of September 30, 2025 (dollars in billions): AUM Fee-earning AUM Active Funds Available Capital $ 16 $ 10 9 $ 4 Product: GP-led Secondaries Our private markets solutions business provides single asset solutions to private asset owners, typically through continuation vehicles, funds or underlying third-party investment managers who will continue to control such assets in which the funds invest. Our private markets solutions business is organized into two businesses: (1) NewQuest and (2) TPG GP Solutions (“TGS”). NewQuest Capital Partners NewQuest seeks to acquire private equity positions on a secondary basis in underlying portfolio companies whose businesses are substantially based in the Asia Pacific region. With $3.3 billion in assets under management as of September 30, 2025, NewQuest is principally focused on complex secondary transactions. TPG GP Solutions Established in 2021, TGS was created to invest in high-quality, stable private equity assets, which are principally based in North America and Europe, in partnership with third-party general partners. With $3.2 billion in assets under management as of September 30, 2025, TGS brings a primary private equity approach to the general partner-led secondaries market that leverages the TGS team’s deep investing experience and the insights and expertise of the broader TPG ecosystem. Product: TPG Private Equity Opportunities TPG Private Equity Opportunities (“T-POP”) seeks to create an attractive and diversified portfolio of private equity assets primarily through making direct co-investments in transactions executed by TPG’s private equity strategies. Structured as a perpetual investment solution, T-POP is expected to accept fully funded subscriptions monthly and aims to provide limited partners a liquidity option by means of a quarterly redemption program. T-POP launched in June of 2025 and as of September 30, 2025, had $0.7 billion in assets under management. Product: TPG Peppertree Peppertree was formed in 2004 and acquired by TPG in July 2025. TPG Peppertree specializes in investing in wireless communication towers within the digital infrastructure space. With $7.9 billion in assets under management as of September 30, 2025, TPG Peppertree has made more than 175 investments through ten flagship funds, supporting the construction and acquisition of more than 10,000 wireless communication infrastructure assets. 62 Table of Contents Product: Capital Markets Our dedicated capital markets group centralizes our in-house debt and equity advisory expertise and optimizes capital solutions for our investment professionals and portfolio companies. Primary activities include: • Debt Capital Markets: (i) Structure and execute new deal and acquisition financings across leveraged loans, high yield bonds and mezzanine debt (privately placed and syndicated) and (ii) manage capital structures on an ongoing basis, including re-financings, re-pricings, hedging, amendments and extensions and other services. • Equity Capital Markets: (i) Act as lead advisor and underwriter on capital raises and the monetization of our ownership stakes in the public equity markets, including initial public offerings, follow-on offerings, equity-linked products and subsequent realizations and (ii) provide dual-track and structured equity solutions advisory, among other services. Through our capital markets activities, we generate underwriting, placement, arrangement, structuring and advisory fee revenue. During the three and nine months ended September 30, 2025, our capital markets business drove $46.7 million and $155.3 million in transaction revenue, respectively. During the three and nine months ended September 30, 2024, our capital markets business drove $53.1 million and $146.0 million in transaction revenue, respectively. We believe that the high margin profile of our business coupled with our consistent ability to deliver superior financing outcomes drives significant value to our portfolio companies and our stockholders. Trends Affecting our Business Changes in global economic conditions and regulatory or other governmental policies or actions can materially affect the values of funds managed by TPG, as well as our ability to source attractive investments and deploy the capital that we have raised. However, we believe our disciplined investment philosophy across our diversified investment platforms and our shared investment themes focusing on attractive and resilient sectors of the global economy has historically contributed to the stability of our performance throughout market cycles. In the third quarter, major asset classes maintained the momentum from the second quarter, with global equities, bonds and treasuries all showing strength. Equities benefited from strong corporate earnings and resilient market sentiment, while bonds and treasuries were supported by favorable conditions stemming from monetary easing. In the United States, economic indicators painted a mixed picture: inflation remained just above the Federal Reserve’s 2.0% target, suggesting ongoing but controlled price pressures, and employment data revealed signs of weakness, including slower job growth and rising concerns about unemployment. Overall, the quarter was marked by solid returns across markets, but persistent inflation and employment challenges signaled some underlying uncertainty in the U.S. economy. Equities delivered a strong performance in the third quarter, fueled by robust corporate earnings and powerful thematic trends like artificial intelligence and data center spend. The S&P 500, Dow Jones Industrial Average, and Nasdaq Composite posted gains of 7.8%, 5.2% and 11.2%, respectively. Technology led sector returns with an 11.5% increase, followed by consumer discretionary at 10.5% and communications at 9.4%. In contrast, consumer staples declined by 2.5%, while real estate and materials saw only modest gains of 2.5% and 2.6%, respectively. Global equity markets were also positive, as the MSCI Europe, MSCI Asia Pacific and MSCI World indices rose by 3.2%, 8.5% and 7.0%, respectively. Market volatility remained subdued, with the VIX Index ending the quarter at 16.28. Economic indicators in the third quarter showed a mixed picture. Inflation remained stable, with the Consumer Price Index at 2.7% in July and 2.9% in August. Core inflation, which excludes volatile items such as food and energy, was 3.1% for both months. Employment data revealed signs of weakness, with only 73,000 jobs added in July and 22,000 in August. There were also large downward revisions to June payrolls, resulting in a negative payroll number for the month, marking the first time this has happened since December 2020. The Federal Reserve reduced interest rates by 25 basis points at its September meeting, setting the new target range at 4.00% to 4.25%. This was the first rate cut since the December 2024 meeting. The Board of Governors of the Federal Reserve System (the “Fed”) has adopted a more dovish tone, suggesting that additional rate cuts could occur at the remaining meetings this year, influenced by stable inflation and signs of weakness in the job market. The U.S. treasury yield curve steepened in the third quarter, largely due to a rally at the front end of the curve. Following the rate cut, yields across treasuries declined quarter over quarter. Yields on one- to five-year treasuries fell by 63 Table of Contents about 10 basis points, while the longer maturities declined by roughly five basis points. Treasury yields continue to move lower from the relative highs seen in recent years. In corporate credit markets, both U.S. and European high yield generated positive performance in the third quarter of 2025. According to J.P. Morgan data, U.S. high yield gained 2.5% and the European market returned 2.0% during the three-month period. In the United States, high yield bond spreads tightened by 17 basis points to 319 basis points, while in Europe, high yield spreads compressed 40 basis points to end the quarter at 346 basis points. The high yield default rate, measured on a trailing twelve-month basis, remained at 1.4% in the United States and decreased from 4.0% to 3.3% in Europe. Additionally, the J.P. Morgan U.S. Leveraged Loan Index posted a 1.7% return, and the J.P. Morgan European Leveraged Loan Index posted a 1.1% return for the third quarter of 2025. From a spread and yield basis, the U.S. Leveraged Loan Index ended the quarter at a yield of 7.5% and 419 basis point spread, while the European Leverage Loan Index ended the quarter at a yield of 7.1% and 475 basis point spread. Organization We are a holding company and our only business is to act as the owner of the entities serving as the general partner of the TPG Operating Group partnerships and our only material assets are Common Units representing approximately 40% of the outstanding Common Units and 100% of the interests in certain intermediate holding companies as of September 30, 2025. In our capacity as the sole indirect owner of the entities serving as the general partner of the TPG Operating Group partnerships, we indirectly control all of the TPG Operating Group’s business and affairs. Operating Segments We operate our business in a single operating and reportable segment, as our CEO, who is our CODM, manages the business on a consolidated basis. We operate collaboratively across product lines through shared investment themes and shared support functions that span across product lines. Basis of Accounting We consolidate the financial results of TPG Inc., TPG Operating Group and its consolidated subsidiaries, management companies, the general partners of funds and entities that meet the definition of a variable interest entity for which we are considered the primary beneficiary. When an entity is consolidated, we reflect the accounts of the consolidated entity, including its assets, liabilities, revenues, expenses, investment income, cash flows and other amounts, on a gross basis. While the consolidation of an entity does not impact the amounts of net income attributable to controlling interests, the consolidation does impact the financial statement presentation in accordance with U.S. GAAP. This is a result of the fact that the accounts of the consolidated entities being reflected on a gross basis, with intercompany transactions eliminated, while the allocable share of those amounts that are attributable to third parties are reflected as single line items. The single line items in which the accounts attributable to third parties are recorded are presented as non-controlling interests on the Condensed Consolidated Statements of Financial Condition and net income (loss) attributable to non-controlling interests on the Condensed Consolidated Statements of Operations. We are not required under U.S. GAAP to consolidate the majority of investment funds we advise in our Condensed Consolidated Financial Statements because we do not have a more than insignificant variable interest. 64 Table of Contents Key Financial Measures Our key financial and operating measures are discussed below: Revenues Fees and Other . Fees and other consists primarily of (i) management fees, (ii) monitoring fees, (iii) transaction fees, (iv) incentive fee income and (v) expense reimbursements from unconsolidated funds, portfolio companies and third parties. These fee arrangements are documented within the contractual terms of the governing agreements and are recognized when earned, which generally coincides with the period during which the related services are performed and in the case of transaction fees, upon closing of the transaction. Management fees include catch-up fees resulting from additional capital commitments from limited partners in subsequent closings. Monitoring fees may provide for a termination payment following an initial public offering or change of control. These termination payments are recognized in the period in which the related transaction closes. Capital Allocation-Based Income (Loss) . Capital allocation-based income (loss) is earned from our funds when we have (i) a general partner’s capital interest and (ii) performance allocations which entitle us to a disproportionate allocation of investment income or loss from investment funds. We are entitled to a performance allocation (typically 20%) based on cumulative fund or account performance to date, irrespective of whether such amounts have been realized. These performance allocations are subject to the achievement of preferred returns or high water marks, where applicable, in accordance with the terms set forth in the respective fund’s governing documents. We account for our investment balances in the TPG funds, including performance allocations, under the equity method of accounting because we are presumed to have significant influence as the general partner or managing member; however, we do not have control as defined by ASC Topic 810, Consolidation . The Company accounts for its general partner interests in capital allocation-based arrangements as financial instruments under ASC Topic 323, Investments – Equity Method and Joint Ventures as the general partner has significant governance rights in the TPG funds in which it invests which demonstrates significant influence. Accordingly, performance allocations are not deemed to be within the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Expenses Compensation and Benefits . Compensation and benefits expense includes (i) cash-based compensation and benefits, (ii) equity-based compensation and (iii) performance allocation compensation. Bonuses are accrued over the service period to which they relate. In addition, we have equity-based compensation arrangements that require certain TPG executives and employees to vest over a service period of generally one to five years, which under U.S. GAAP will result in compensation charges over current and future periods. In connection with our IPO and subsequent acquisitions, we granted restricted stock units (“RSUs”) to executives and employees. Distributions of performance allocations in the legal form of equity made directly or indirectly to our partners and professionals are allocated and distributed, when realized, pro rata based on ownership percentages in the underlying investment partnership. These distributions were accounted for as distributions on the equity held by such partners rather than as compensation and benefits expense prior to the Reorganization and IPO and are now accounted for as performance allocation compensation. General, Administrative and Other . General and administrative expenses include costs primarily related to professional services, occupancy, travel, communication and information services and other general operating items. Depreciation and Amortization . Depreciation and amortization of tenant improvements, furniture and equipment and intangible assets are expensed on a straight-line basis over the useful life of the asset. Interest Expense . Interest expense includes interest paid and accrued on our outstanding debt and the amortization of deferred financing costs. 65 Table of Contents Investment Income Net Gains (Losses) from Investment Activities . Realized gains (losses) may be recognized when we redeem all or a portion of an investment interest or when we receive a distribution of capital. Unrealized gains (losses) result from the appreciation (depreciation) in the fair value of our investments. Fluctuations in net gains (losses) from investment activities between reporting periods are primarily driven by changes in the fair value of our investment portfolio and, to a lesser extent, the gains (losses) on investments disposed of during the period. The fair value of, as well as the ability to recognize gains (losses) from, our investments is significantly impacted by the global financial markets. This impact affects the net gains (losses) from investment activities recognized in any given period. Upon the disposition of an investment, previously recognized unrealized gains (losses) are reversed and an offsetting realized gain (loss) is recognized in the period in which the investment is sold. Since our investments are carried at fair value, fluctuations between periods could be significant due to changes to the inputs to our valuation process over time. Interest, Dividends and Other . Interest income is recognized on an accrual basis to the extent that such amounts are expected to be collected using the effective interest method. Dividends and other investment income are recorded when the right to receive payment is established. Income Tax Expense The Company is treated as a corporation for U.S. federal and state income tax purposes. We are subject to U.S. federal and state income taxes, in addition to local and foreign income taxes, with respect to our allocable share of taxable income generated by the TPG Operating Group partnerships. Non-Controlling Interests For entities that are consolidated, but not 100% owned, a portion of the income or loss and corresponding equity is allocated to owners other than TPG. The aggregate of the income or loss and corresponding equity that is not owned by us is included in non-controlling interests in the Condensed Consolidated Financial Statements. 66 Table of Contents Key Components of our Results of Operations Results of Operations The following table provides information regarding our condensed consolidated results of operations for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 (dollars in thousands, except share and per share data) Revenues Fees and other $ 596,499 $ 524,733 $ 1,709,028 $ 1,559,828 Capital allocation-based income 627,018 330,670 1,469,902 863,840 Total revenues 1,223,517 855,403 3,178,930 2,423,668 Expenses Compensation and benefits: Cash-based compensation and benefits 213,966 205,641 646,157 603,463 Equity-based compensation 158,382 242,405 573,836 697,855 Performance allocation compensation 419,420 223,637 951,562 553,824 Total compensation and benefits 791,768 671,683 2,171,555 1,855,142 General, administrative and other 166,198 141,262 512,844 463,078 Depreciation and amortization 41,035 32,400 103,225 97,444 Interest expense 32,322 21,789 81,690 64,413 Total expenses 1,031,323 867,134 2,869,314 2,480,077 Investment income (loss) Net gains (losses) from investment activities 212 (8,483) (2,666) (30,333) Interest, dividends and other 35,730 12,670 54,700 39,390 Total investment income 35,942 4,187 52,034 9,057 Income (loss) before income taxes 228,136 (7,544) 361,650 (47,352) Income tax expense 28,906 13,881 44,481 40,657 Net income (loss) 199,230 (21,425) 317,169 (88,009) Net income (loss) attributable to non-controlling interests in TPG Operating Group 34,375 (33,503) (8,589) (145,832) Net income attributable to other non-controlling interests 97,715 3,117 218,284 47,320 Net income attributable to TPG Inc. $ 67,140 $ 8,961 $ 107,474 $ 10,503 Net income (loss) per share data: Net income (loss) available to Class A common stock per share Basic $ 0.33 $ 0.04 $ 0.43 $ (0.04) Diluted $ 0.20 $ (0.08) $ 0.15 $ (0.37) Weighted-average shares of Class A common stock outstanding Basic 150,527,419 103,358,212 133,901,421 98,073,675 Diluted 378,345,947 364,836,508 372,649,226 364,651,518 67 Table of Contents Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024 Revenues Revenues consisted of the following for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 Change % ($ in thousands) Management fees $ 470,522 $ 410,773 $ 59,749 15 % Transaction, monitoring and other fees 46,671 53,129 (6,458) (12) % Expense reimbursements and other 79,306 60,831 18,475 30 % Total fees and other 596,499 524,733 71,766 14 % Performance allocations 592,932 307,953 284,979 93 % Capital interests 34,086 22,717 11,369 50 % Total capital allocation-based income 627,018 330,670 296,348 90 % Total revenues $ 1,223,517 $ 855,403 $ 368,114 43 % Fees and other revenues increased $71.8 million, or 14%, during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change resulted primarily from a $59.7 million increase in management fees and a $18.5 million increase in expense reimbursements and other. Management Fees . Management fees increased $59.7 million, or 15%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by higher management fees from our Impact, Capital, TPG AG Credit, Market Solutions, Growth and Real Estate platforms, partially offset by lower management fees from our TPG AG Real Estate platform. Management fees from our Capital platform increased $19.3 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The change is primarily due to fees earned from TPG X during the three months ended September 30, 2025, which was activated during the third quarter of 2025, partially offset by a reduction in the fee basis of TPG VIII resulting from the realization of portfolio investments. Management fees from our Growth platform increased $3.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to new capital raised for Growth VI during the last twelve months, resulting in a larger fee-earning commitment base during the three months ended September 30, 2025. Management fees from our Impact platform increased $22.4 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to fees earned from Rise Climate II during the three months ended September 30, 2025, which was activated at the end of the third quarter of 2024, partially offset by a step-down in fee basis of Rise Climate I from committed capital to actively invested capital during the fourth quarter of 2024. Management fees from our TPG AG Credit platform increased $9.7 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in fee basis from Credit Solutions III, MMDL V and MMDL Continuation I as a result of new investments. These were partially offset by a reduction in fee basis from MMDL III as a result of lower fee-earning AUM. Management fees from our TPG AG Real Estate platform decreased $0.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Management fees from our Real Estate platform increased $0.8 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. 68 Table of Contents Management fees from our Market Solutions platform increased $5.3 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to additional management fees from TPG Peppertree which was acquired in July 2025 and catch-up fees earned from TGS I during the three months ended September 30, 2024, partially offset by a decrease in fee-earning AUM of TPEP. Catch-up management fees totaled $4.3 million during the three months ended September 30, 2025 and primarily consisted of $4.0 million for Rise Climate II. Transaction, Monitoring and Other Fees . Transaction, monitoring and other fees decreased $6.5 million, or 12%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily driven by decreased capital markets activity among our portfolio companies involving our broker-dealer in our Market Solutions platform. Expense Reimbursements and Other . Expense reimbursements and other increased $18.5 million, or 30%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in reimbursements from TPG funds. Performance Allocations. Performance allocations increased $285.0 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Realized performance allocation gains for the three months ended September 30, 2025 and 2024 totaled $278.3 million and $159.1 million, respectively. Unrealized performance allocation gains for the three months ended September 30, 2025 and 2024 totaled $314.7 million and $148.9 million, respectively. The table below highlights performance allocations for the three months ended September 30, 2025 and 2024, and separates the entities listed into two categories to reflect the Reorganization: (i) TPG general partner entities from which the TPG Operating Group Common Unit holders are expected to receive a 20% performance allocation and (ii) TPG general partner entities from which the TPG Operating Group Common Unit holders are not expected to receive any performance allocation. Three Months Ended September 30, 2025 2024 Change % ($ in thousands) TPG Operating Group Shared: Capital (1) $ 309,411 $ 154,163 $ 155,248 101 % Growth (1) 15,469 75,421 (59,952) (79) % Impact 56,113 40,962 15,151 37 % TPG Angelo Gordon TPG AG Credit 125,607 107,163 18,444 17 % TPG AG Real Estate 23,526 (15,125) 38,651 256 % Real Estate 42,867 (198) 43,065 NM Market Solutions 32,661 (3,588) 36,249 NM Total TPG Operating Group Shared: $ 605,654 $ 358,798 $ 246,856 69 % TPG Operating Group Excluded: Capital $ (5,031) $ (19,301) $ 14,270 74 % Growth (8,037) (30,955) 22,918 74 % Real Estate 346 (589) 935 159 % Total TPG Operating Group Excluded (2) (12,722) (50,845) 38,123 75 % Total Performance Allocations $ 592,932 $ 307,953 $ 284,979 93 % ___________ (1) After the Reorganization, we retained an economic interest in performance allocations from the Growth III and Asia VI general partner entities, which entitles us to a performance allocation equal to 10%; however, we allocate the full amount as performance allocation compensation expense. As such, net income available to controlling interest holders is zero for each of these funds following the Reorganization. 69 Table of Contents (2) The TPG Operating Group Excluded entities’ performance allocations are not a component of net income attributable to TPG following the Reorganization; however, the TPG general partner entities continue to be consolidated by us. We transferred the rights to the performance allocations the TPG Operating Group historically would have received to RemainCo on December 31, 2021. As such, net income available to controlling interest holders is zero for each of the TPG Operating Group Excluded entities following January 1, 2022. Performance allocation income was $592.9 million for three months ended September 30, 2025 compared to $308.0 million for three months ended September 30, 2024. This change was primarily driven by higher performance allocations from our Capital, Real Estate, Market Solutions and Impact platforms during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Performance allocation income from our Capital platform was $309.4 million for the three months ended September 30, 2025 compared to $154.2 million for the three months ended September 30, 2024. Performance allocation income for the three months ended September 30, 2025 was largely driven by income of $190.0 million from TPG IX, $52.2 million from TPG X, $38.4 million from Asia VIII and $37.1 million from Asia VII, partially offset by losses of $29.7 million from TPG VII and $19.5 million from TPG VIII. Performance allocation income for the three months ended September 30, 2024 was primarily attributable to gains of $74.5 million from TPG VIII, $37.9 million from THP I and $24.3 million from TPG VII, partially offset by losses of $27.1 million from Asia VI. Performance allocation income from our Growth platform was $15.5 million for the three months ended September 30, 2025 compared to income of $75.4 million for the three months ended September 30, 2024. Performance allocation income for the three months ended September 30, 2025 was primarily driven by income of $29.8 million from TTAD II, $13.6 million from Growth III and $5.9 million from Growth IV, partially offset by losses of $28.4 million from TTAD. Performance allocation income for the three months ended September 30, 2024 was primarily driven by income of $42.0 million from Growth IV, $33.0 million from Growth V and $7.0 million from TTAD II, partially offset by losses of $11.5 million from Growth III. Performance allocation income from our Impact platform was $56.1 million for the three months ended September 30, 2025 compared to $41.0 million for the three months ended September 30, 2024. Performance allocation income for the three months ended September 30, 2025 was primarily driven by income of $25.6 million from Rise Climate I and $22.8 million from Rise III. Performance allocation income for the three months ended September 30, 2024 was primarily driven by gains of $20.0 million from Rise II and $19.0 million from Rise III. Performance allocation income from TPG AG Credit platform was $125.6 million for the three months ended September 30, 2025 compared to $107.2 million for the three months ended September 30, 2024. Performance allocation income for the three months ended September 30, 2025 was primarily driven by income of $32.6 million from Credit Solutions II, $19.1 million from MVP, $10.5 million from Credit Solutions III, $8.5 million from ABC Fund I, $6.9 million from MMDL V and $6.6 million from Credit Solutions I. Performance allocation income for the three months ended September 30, 2024 was primarily driven by gains of $23.2 million from Credit Solutions II, $17.2 million from MVP Fund, $11.2 million from MMDL IV, $6.9 million from ABC Fund I and $5.9 million from Essential Housing II. Performance allocation income from TPG AG Real Estate platform was $23.5 million for the three months ended September 30, 2025 compared to losses of $15.1 million for the three months ended September 30, 2024. Performance allocation income for the three months ended September 30, 2025 was primarily driven by income of $14.1 million from Asia Realty V, $9.4 million from Net Lease IV and $4.2 million from Net Lease III, which was partially offset by losses of $3.1 million from Realty X. Performance allocation losses for the three months ended September 30, 2024 were primarily driven by losses of $40.1 million from Realty Value X and $11.7 million from Asia Realty IV, which were partially offset by gains of $19.4 million from Net Lease Realty III. Performance allocation income from our Real Estate platform was $42.9 million for the three months ended September 30, 2025 compared to losses of $0.2 million for the three months ended September 30, 2024, in each case primarily attributable to TREP III. Performance allocation income of $32.7 million from our Market Solutions platform for the three months ended September 30, 2025 was primarily driven by income of $33.2 million from NewQuest IV. Performance allocation losses of $3.6 million for the three months ended September 30, 2024 were primarily driven by $6.9 million of loss from NewQuest IV, partially offset by net gains of $2.1 million from TGS. 70 Table of Contents TPG Operating Group Excluded entities generated losses of $12.7 million during the three months ended September 30, 2025 compared to $50.8 million during the three months ended September 30, 2024. Performance allocation losses for the three months ended September 30, 2025 were primarily driven by losses of $6.4 million from Biotech III and $3.8 million from Biotech V from our Growth platform and $4.4 million from Asia V from our Capital platform. Performance allocation losses for the three months ended September 30, 2024 were primarily driven by losses of $16.0 million from Biotech III from our Growth platform and $8.5 million from Asia V from our Capital platform. As of September 30, 2025, accrued performance allocations presented as investments in the Condensed Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group shared TPG general partner entities totaled $6.6 billion. As of September 30, 2025, accrued performance allocations presented as investments in the Condensed Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group excluded TPG general partner entities totaled $0.3 billion. Capital Interests. Capital interests income increased $11.4 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily attributable to gains from our investments in TPG IX and Asia VI, which were partially offset by losses on our investments in TPG VII, TPG VIII and Growth IV during the three months ended September 30, 2025. During the three months ended September 30, 2024, we recognized gains on our investments in TPG VII, TPG IX and Growth IV, which were partially offset by losses from our investments in Asia VI. Expenses Cash-Based Compensation and Benefits. Cash-based compensation and benefits expense increased $8.3 million, or 4%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by higher salaries and benefits resulting from an overall increase in headcount. Equity-Based Compensation. Equity-based compensation expense decreased $84.0 million, or 35%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily attributable to the reversal of previously recognized equity-based compensation related to liability-classified performance awards that are no longer probable of vesting, partially offset by an increase in equity-based compensation granted in conjunction with the Peppertree acquisition, as described in Note 14 to the Condensed Consolidated Financial Statements. Performance Allocation Compensation. Performance allocation compensation increased $195.8 million, or 88% for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily attributable to the increase in performance allocations that drives compensation attributable to our partners and professionals. General, Administrative and Other. General and administrative expenses increased $24.9 million, or 18%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by an increase in rent expense due to the commencement of the New York office lease in 2025, along with increases in reimbursable expenses from TPG funds. Depreciation and Amortization . Depreciation and amortization increased $8.6 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to the amortization of intangible assets resulting from the Peppertree acquisition in July 2025. Interest Expense. Interest expense increased $10.5 million, or 48%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in net borrowings on our Senior Notes, Subordinated Notes and Senior Unsecured Revolving Credit Facility. Net Gains (Losses) from Investment Activities. Net gains from investment activities were $0.2 million for the three months ended September 30, 2025 compared to net losses of $8.5 million for the three months ended September 30, 2024. Interest, Dividends and Other. Interest, dividends and other increased $23.1 million, or 182%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by a change in the fair value of contingent liabilities related to acquisitions. 71 Table of Contents Income Tax Expense . Income tax expense increased $15.0 million, or 108%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in net income attributable to TPG Inc. as compared to the three months ended September 30, 2024. Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024 Revenues Revenues consisted of the following for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 Change % ($ in thousands) Management fees $ 1,342,004 $ 1,231,534 $ 110,470 9 % Transaction, monitoring and other fees 155,315 146,012 9,303 6 % Expense reimbursements and other 211,709 182,282 29,427 16 % Total fees and other 1,709,028 1,559,828 149,200 10 % Performance allocations 1,379,281 798,473 580,808 73 % Capital interests 90,621 65,367 25,254 39 % Total capital allocation-based income 1,469,902 863,840 606,062 70 % Total revenues $ 3,178,930 $ 2,423,668 $ 755,262 31 % Fees and other revenues increased $149.2 million, or 10%, during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change resulted from a $110.5 million increase in management fees, a $29.4 million increase in expense reimbursements and other fees and a $9.3 million increase in transaction, monitoring and other fees. Management Fees . Management fees increased $110.5 million, or 9%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by higher management fees from our Impact, Growth, TPG AG Credit, TPG AG Real Estate and Real Estate platforms, partially offset by lower management fees from our Capital and Market Solutions platforms. Management fees from our Capital platform decreased $20.2 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The change is primarily due to catch-up fees from Asia VIII during the nine months ended September 30, 2024, and a reduction in the fee basis of TPG VII and TPG VIII resulting from the realization of portfolio investments, partially offset by fees earned from TPG X during the nine months ended September 30, 2025, which was activated during the third quarter of 2025. Management fees from our Growth platform increased $55.6 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily due to new capital raised for Growth VI during the last twelve months, resulting in a larger fee-earning commitment base during the nine months ended September 30, 2025. Management fees from our Impact platform increased $60.8 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to fees earned from Rise Climate II and Rise Climate TI during the nine months ended September 30, 2025, which were activated during the third quarter of 2024, partially offset by a step-down in fee basis of Rise Climate I from committed capital to actively invested capital during the fourth quarter of 2024. Management fees from our TPG AG Credit platform increased $20.3 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in fee basis from MMDL V, Credit Solutions III and MMDL Evergreen and as a result of new investments. These were partially offset by a reduction in fee basis from MMDL III as a result of lower fee-earning AUM. 72 Table of Contents Management fees from our TPG AG Real Estate platform increased $5.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to catch-up fees earned from Europe Realty IV as a result of additional closes during the nine months ended September 30, 2025. This was partially offset by Realty IX as the fund ceased paying fees beginning in the second quarter of 2025 and a reduction in the fee basis of Net Lease Realty III during the nine months ended September 30, 2025. Management fees from our Real Estate platform increased $1.7 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. Management fees from our Market Solutions platform decreased $3.3 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily as a result of a decrease in TPEP’s fee-earning AUM and catch-up fees earned from TGS I and NewQuest V during the nine months ended September 30, 2024, partially offset by additional management fees from TPG Peppertree, which was acquired in July 2025. Catch-up management fees totaled $51.8 million during the nine months ended September 30, 2025 and primarily consisted of $34.8 million for Growth VI, $8.9 million for Europe Realty IV and $5.7 million for Rise Climate II. Transaction, Monitoring and Other Fees . Transaction, monitoring and other fees increased $9.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by a $6.4 million increase in fee-related performance revenues for the nine months ended September 30, 2025 related to TCAP. Expense Reimbursements and Other . Expense reimbursements and other increased by $29.4 million, or 16%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in in-house services and reimbursable expenses from TPG funds. Performance Allocations. Performance allocations increased $580.8 million, or 73%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. Realized performance allocation gains for the nine months ended September 30, 2025 and 2024 totaled $930.2 million and $492.0 million, respectively. Unrealized performance allocation gains for the nine months ended September 30, 2025 and 2024 totaled $449.1 million and $306.4 million, respectively. The table below highlights performance allocations for the nine months ended September 30, 2025 and 2024, and separates the entities listed into two categories to reflect the Reorganization: (i) TPG general partner entities from which the TPG Operating Group Common Unit holders are expected to receive a 20% performance allocation and (ii) TPG general partner entities from which the TPG Operating Group Common Unit holders are not expected to receive any performance allocation. 73 Table of Contents Nine Months Ended September 30, 2025 2024 Change % ($ in thousands) TPG Operating Group Shared: Capital (1) $ 753,816 $ 308,038 $ 445,778 145 % Growth (1) 61,740 226,429 (164,689) (73) % Impact 125,718 100,000 25,718 26 % TPG Angelo Gordon TPG AG Credit 250,896 283,668 (32,772) (12) % TPG AG Real Estate (52,129) (51,093) (1,036) (2) % Real Estate 128,107 12,073 116,034 961 % Market Solutions 85,344 (27,941) 113,285 405 % Total TPG Operating Group Shared: $ 1,353,492 $ 851,174 $ 502,318 59 % TPG Operating Group Excluded: Capital $ 1,315 $ (18,577) $ 19,892 107 % Growth 23,219 (32,367) 55,586 172 % Real Estate 1,255 (1,757) 3,012 171 % Total TPG Operating Group Excluded (2) 25,789 (52,701) 78,490 149 % Total Performance Allocations $ 1,379,281 $ 798,473 $ 580,808 73 % ___________ (1) After the Reorganization, we retained an economic interest in performance allocations from the Growth III and Asia VI general partner entities, which entitles us to a performance allocation equal to 10%; however, we allocate the full amount as performance allocation compensation expense. As such, net income available to controlling interest holders is zero for each of these funds following the Reorganization. (2) The TPG Operating Group Excluded entities’ performance allocations are not a component of net income attributable to TPG following the Reorganization; however, the TPG general partner entities continue to be consolidated by us. We transferred the rights to the performance allocations the TPG Operating Group historically would have received to RemainCo on December 31, 2021. As such, net income available to controlling interest holders is zero for each of the TPG Operating Group Excluded entities following January 1, 2022. Performance allocation income was $1,379.3 million for nine months ended September 30, 2025 compared to $798.5 million for nine months ended September 30, 2024. This change was primarily driven by higher performance allocations from our Capital, Real Estate, Market Solutions and Impact platforms during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, partially offset by a decrease in performance allocations from our Growth and TPG Angelo Gordon platforms. Performance allocation income from our Capital platform was $753.8 million for the nine months ended September 30, 2025 compared to $308.0 million for the nine months ended September 30, 2024. Performance allocation income for the nine months ended September 30, 2025 was primarily driven by gains of $380.7 million from TPG IX, $150.5 million from Asia VII, $100.6 million from Asia VIII and $79.2 million from THP II, partially offset by losses of $29.1 million from THP I and $15.5 million from TPG VII. Performance allocation income for the nine months ended September 30, 2024 was primarily driven by gains of $171.2 million from TPG VII, $111.3 million from TPG VIII and $79.6 million from TPG IX, partially offset by losses of $75.0 million from Asia VII and $41.1 million from Asia VI. Performance allocation income from our Growth platform was $61.7 million for the nine months ended September 30, 2025 compared to $226.4 million for the nine months ended September 30, 2024. Performance allocation income for the nine months ended September 30, 2025 was primarily driven by gains of $55.4 million from TTAD II, $26.7 million from Growth IV and $14.0 million from Growth V, partially offset by losses of $26.6 million from TTAD. Performance allocation income for the nine months ended September 30, 2024 was primarily driven by $102.2 million from Growth IV, $78.1 million from Growth V and $62.1 million from TTAD II. Performance allocation income from our Impact platform was $125.7 million for the nine months ended September 30, 2025 compared to $100.0 million for the nine months ended September 30, 2024. Performance allocation income for the nine months ended September 30, 2025 was primarily driven by gains of $80.2 million from Rise III, $59.0 million from Rise Climate I and $11.1 million from Rise II, partially offset by losses of $24.6 million from Rise I. Performance allocation income for the nine months ended September 30, 2024 was primarily driven by gains of $47.9 million from Rise III and $44.5 million from Rise Climate I, partially offset by losses of $15.6 million from Rise I. 74 Table of Contents Performance allocation income from TPG AG Credit platform was $250.9 million for the nine months ended September 30, 2025 compared to $283.7 million for the nine months ended September 30, 2024. Performance allocation income for the nine months ended September 30, 2025 was primarily driven by income of $45.4 million from MVP, $45.3 million from Credit Solutions II, $21.9 million from ABC Fund I, $21.9 million from MMDL V and $19.7 million from Credit Solutions III. Performance allocation income for the nine months ended September 30, 2024 was primarily driven by gains of $57.4 million from MVP Fund, $48.9 million from Credit Solutions II, $30.3 million from MMDL IV, $19.8 million from ABC Fund I and $16.9 million from Essential Housing II. Performance allocation losses from TPG AG Real Estate platform were $52.1 million for the nine months ended September 30, 2025 compared to $51.1 million for the nine months ended September 30, 2024. Performance allocation losses for the nine months ended September 30, 2025 were primarily driven by losses of $38.4 million from Realty X and $38.0 million from Asia Realty IV, which were partially offset by gains of $12.4 million from Net Lease III, $11.5 million from Asia Realty V and $9.4 million from Net Lease IV. Performance allocation losses for the nine months ended September 30, 2024 were primarily driven by losses of $58.6 million from Realty X and $11.5 million from Asia Realty IV, which were partially offset by gains of $18.5 million from Europe Realty III and $3.6 million from Japan Value. TREP III within the Real Estate platform generated $125.6 million of gains during the nine months ended September 30, 2025 compared to a gain of $12.1 million during the nine months ended September 30, 2024. Performance allocation income of $85.3 million from our Market Solutions platform during the nine months ended September 30, 2025 was primarily driven by gains of $73.3 million from NewQuest IV and $12.7 million from TPEP. Performance allocation losses for the nine months ended September 30, 2024 were primarily driven by losses of $29.4 million from NewQuest III and $18.5 million from NewQuest IV, partially offset by net gains of $9.1 million from NewQuest V. TPG Operating Group Excluded entities generated performance allocation income of $25.8 million during the nine months ended September 30, 2025 compared to losses of $52.7 million during the nine months ended September 30, 2024. Performance allocation income for the nine months ended September 30, 2025 was primarily driven by gains of $10.4 million from Gator, $10.1 million from Growth II and $4.8 million from Biotech III from our Growth platform. Performance allocation losses from TPG Operating Group Excluded entities for the nine months ended September 30, 2024 were primarily driven by losses of $27.3 million from Biotech III from our Growth platform and $8.5 million from Asia V from our Capital platform, partially offset by gains of $5.6 million from Biotech V from our Growth platform. As of September 30, 2025, accrued performance allocations presented as investments in the Condensed Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group shared TPG general partner entities totaled $6.6 billion. As of September 30, 2025, accrued performance allocations presented as investments in the Condensed Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group excluded TPG general partner entities totaled $0.3 billion. Capital Interests. Capital interests income increased $25.3 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily attributable to gains from our investments in TPG IX and Asia VII, partially offset by losses from our investments in TPG VII and TPG VIII during the nine months ended September 30, 2025. During the nine months ended September 30, 2024, we recognized gains on our investments in TPG VII, TPG IX and TRTX, offset by losses from our investment in Asia VII. Expenses Cash-Based Compensation and Benefits. Cash-based compensation and benefits expense increased $42.7 million, or 7%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by higher salaries and benefits resulting from an overall increase in headcount. Equity-Based Compensation. Equity-based compensation expense decreased $124.0 million, or 18%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily attributable to the reversal of previously recognized equity-based compensation related to liability-classified performance awards that are no longer probable of vesting, partially offset by an increase in equity-based compensation granted in conjunction with the Peppertree acquisition, as described in Note 14 to the Condensed Consolidated Financial Statements. 75 Table of Contents Performance Allocation Compensation. Performance allocation compensation increased $397.7 million, or 72%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily attributable to the increase in performance allocations that drives compensation attributable to our partners and professionals. General, Administrative and Other. General and administrative expenses increased $49.8 million, or 11%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by an increase in rent expense due to the commencement of the New York office lease in 2025, along with increases in reimbursable expenses from TPG funds. Depreciation and Amortization. Depreciation and amortization increased $5.8 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to the amortization of intangible assets resulting from the acquisition of Peppertree in July 2025. Interest Expense. Interest expense increased $17.3 million, or 27%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in borrowings on our Senior Notes, Subordinated Notes and Senior Unsecured Revolving Credit Facility. Net Losses from Investment Activities. Net losses from investment activities totaled $2.7 million for the nine months ended September 30, 2025 compared to net losses of $30.3 million for the nine months ended September 30, 2024. This change was primarily attributable to a net loss from our investment in Nerdy Inc. during the nine months ended September 30, 2024. Interest, Dividends and Other. Interest, dividends and other increased $15.3 million, or 39%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by a change in the fair value of contingent liabilities related to acquisitions. Income Tax Expense. Income tax expense increased by $3.8 million, or 9%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in net income attributable to TPG Inc. offset by an increase in income tax benefits in connection with restricted stock unit settlements as compared to the nine months ended September 30, 2024. 76 Table of Contents Unaudited Condensed Consolidated Statements of Financial Condition (U.S. GAAP basis) September 30, 2025 December 31, 2024 ($ in thousands) Assets Cash and cash equivalents $ 1,080,304 $ 808,017 Investments 8,686,758 7,503,281 Due from affiliates 361,076 447,012 Intangible assets and goodwill 1,194,303 969,786 Right-of-use assets 566,442 208,501 Deferred tax assets 852,951 352,951 Other assets 277,889 245,561 Total assets $ 13,019,723 $ 10,535,109 Liabilities and Equity Debt obligations $ 1,792,030 $ 1,281,984 Due to affiliates 739,810 465,137 Accrued performance allocation compensation 5,042,995 4,376,523 Operating lease liabilities 607,562 223,131 Other liabilities 1,064,170 596,345 Total liabilities 9,246,567 6,943,120 Equity Class A common stock $0.001 par value, 2,340,000,000 shares authorized (152,807,493 and 109,211,355 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 153 109 Class B common stock $0.001 par value, 750,000,000 shares authorized (224,965,710 and 255,756,502 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively) 225 256 Preferred stock, $0.001 par value, 25,000,000 shares authorized (0 issued and outstanding as of September 30, 2025 and December 31, 2024) — — Additional paid-in-capital 1,437,586 970,719 Accumulated deficit (294,439) (186,983) Non-controlling interests 2,629,631 2,807,888 Total equity 3,773,156 3,591,989 Total liabilities and equity $ 13,019,723 $ 10,535,109 Cash and cash equivalents increased $272.3 million during the nine months ended September 30, 2025 primarily due to $1,275.0 million of net proceeds from our debt obligations, partially offset by repayments of $766.0 million on our Senior Unsecured Revolving Credit Facility and 364-Day Revolving Credit Facility, as well as payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries. Investments increased $1,183.5 million during the nine months ended September 30, 2025 primarily due to net capital allocation-based income of $1,469.9 million, purchases of $565.3 million and $561.9 million related to the acquisition of Peppertree, which we completed in July 2025, which were partially offset by proceeds of $1,534.7 million. Intangible assets and goodwill increased $224.5 million during the nine months ended September 30, 2025 primarily due the the acquisition of Peppertree in July 2025. Deferred tax assets, net of valuation allowance, increased $500.0 million during the nine months ended September 30, 2025 primarily due to excess income tax basis compared to the book basis in the TPG Operating Group resulting from exchanges of Common Units for Class A common stock during the period. 77 Table of Contents Right-of-use assets and operating lease liabilities increased $357.9 million and $384.4 million, respectively, for the nine months ended September 30, 2025 primarily due to the commencement of the New York office lease in 2025. Debt obligations increased $510.0 million during the nine months ended September 30, 2025 primarily due to the issuance of the 2036 Senior Notes. Due to affiliates increased $274.7 million during the nine months ended September 30, 2025 primarily due to additional payments expected to be made in future years of $189.3 million in connection with certain exchanges of Common Units for Class A common stock subject to our Tax Receivable Agreement. Accrued performance allocation compensation increased $666.5 million for the nine months ended September 30, 2025, attributable to net increases in performance fee compensation expense of $951.6 million and $403.1 million related to the acquisition of Peppertree, which we completed in July 2025, partially offset by settlements of performance allocation compensation of $686.9 million during the nine months ended September 30, 2025. Other liabilities increased $467.8 million during the nine months ended September 30, 2025 primarily due to $286.8 million in expected payments to be made in future years to non-affiliates in connection with certain exchanges of Common Units for Class A common stock subject to our Tax Receivable Agreement. Non-GAAP Financial Measures Distributable Earnings. Distributable Earnings (“DE”) is used to assess performance and amounts potentially available for distributions to partners. DE is derived from and reconciled to, but not equivalent to, its most directly comparable U.S. GAAP measure of net income. DE differs from U.S. GAAP net income computed in accordance with U.S. GAAP in that it does not include (i) unrealized performance allocations and related compensation expense, (ii) unrealized investment income, (iii) equity-based compensation expense, (iv) amortization, (v) net income (loss) attributable to non-controlling interests in consolidated entities, or (vi) certain other items, such as contingent reserves. While we believe that the inclusion or exclusion of the aforementioned U.S. GAAP income statement items provides investors with a meaningful indication of our core operating performance, the use of DE without consideration of the related U.S. GAAP measures is not adequate due to the adjustments described herein. This measure supplements U.S. GAAP net income and should be considered in addition to and not in lieu of the results of operations presented in accordance with U.S. GAAP discussed further under “—Key Components of our Results of Operations—Results of Operations” prepared in accordance with U.S. GAAP. After-Tax Distributable Earnings . After-tax Distributable Earnings (“After-tax DE”) is a non-GAAP performance measure of our distributable earnings after reflecting the impact of income taxes. We use it to assess how income tax expense affects amounts available to be distributed to our Class A common stockholders and Common Unit holders. After-tax DE differs from U.S. GAAP net income computed in accordance with U.S. GAAP in that it does not include the items described in the definition of DE herein; however, unlike DE, it does reflect the impact of income taxes. Income taxes, for purposes of determining After-tax DE, represent the total U.S. GAAP income tax expense adjusted to include only the current tax expense (benefit) calculated on U.S. GAAP net income before income tax and includes the current payable under our Tax Receivable Agreement, which is recorded within due to affiliates and other liabilities in our Condensed Consolidated Statements of Financial Condition. Further, the current tax expense (benefit) utilized when determining After-tax DE reflects the benefit of deductions available to the Company on certain expense items that are excluded from the underlying calculation of DE, such as equity-based compensation charges. We believe that including the amount currently payable under the Tax Receivable Agreement and utilizing the current income tax expense (benefit), as described above, when determining After-tax DE is meaningful as it increases comparability between periods and more accurately reflects earnings that are available for distribution to shareholders. We believe that while the inclusion or exclusion of the aforementioned U.S. GAAP income statement items provides investors with a meaningful indication of our core operating performance, the use of After-tax DE without consideration of the related U.S. GAAP measures is not adequate due to the adjustments described herein. This measure supplements U.S. GAAP net income and should be considered in addition to and not in lieu of the results of operations presented in accordance with U.S. GAAP discussed further under “—Key Components of our Results of Operations—Results of Operations.” 78 Table of Contents Fee-Related Earnings . Fee-Related Earnings (“FRE”) is a supplemental performance measure and is used to evaluate our business and make resource deployment and other operational decisions. FRE differs from net income computed in accordance with U.S. GAAP in that it adjusts for the items included in the calculation of DE and also adjusts to exclude (i) realized performance allocations and related compensation expense, (ii) realized investment income from investments and financial instruments, (iii) net interest (interest expense less interest income), (iv) depreciation, and (v) certain non-core income and expenses. We use FRE to measure the ability of our business to cover compensation and operating expenses from fee revenues other than capital allocation-based income. The use of FRE without consideration of the related U.S. GAAP measures is not adequate due to the adjustments described herein. Fee-Related Revenues . Fee-related revenues (“FRR”) is a component of FRE. Fee-related revenues is comprised of (i) management fees, (ii) fee-related performance revenues, (iii) transaction, monitoring and other fees, net, and (iv) other income. Fee-related performance revenues refers to incentive fees from perpetual capital vehicles that are: (i) measured and expected to be received on a recurring basis and (ii) not dependent on realization events from the underlying investments. Fee-related revenues differs from revenue computed in accordance with U.S. GAAP in that it excludes certain reimbursement expense arrangements. Refer to “—Reconciliation to U.S. GAAP Measures” to the comparable line items on the Condensed Consolidated Statements of Operations. Fee-Related Expenses . Fee-related expenses is a component of FRE. Fee-related expenses differs from expenses computed in accordance with U.S. GAAP in that it is net of certain reimbursement arrangements and does not include performance allocation compensation. Fee-related expenses is used in management’s review of the business. Refer to “—Reconciliation to U.S. GAAP Measures” to the comparable line items on the Condensed Consolidated Statements of Operations. Fee-related revenues and fee-related expenses are presented separately in our calculation of non-GAAP measures in order to better illustrate the profitability of our FRE. The use of fee-related revenues and FRE without consideration of the related U.S. GAAP measures is not adequate due to the adjustments described herein. Our calculations of DE, FRE, fee-related revenues and fee-related expenses may differ from the calculations of other investment managers. As a result, these measures may not be comparable to similar measures presented by other investment managers. 79 Table of Contents The following table sets forth our total FRE and DE for the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in thousands) Management fees $ 461,338 $ 407,163 $ 1,324,961 $ 1,223,122 Fee-related performance revenues 7,340 5,557 20,309 13,917 Transaction, monitoring and other fees, net 38,097 43,153 126,905 111,454 Other income 2,621 3,969 8,604 21,553 Fee-Related Revenues 509,396 459,842 1,480,779 1,370,046 Cash-based compensation and benefits, net 185,504 174,514 553,398 520,943 Fee-related performance compensation 3,671 2,778 10,155 6,958 Operating expenses, net 95,220 91,783 291,146 267,743 Fee-Related Expenses 284,395 269,075 854,699 795,644 Fee-Related Earnings 225,001 190,767 626,080 574,402 Realized performance allocations, net 30,424 32,112 157,082 89,643 Realized investment income and other, net 2,688 (2,529) (6,990) (5,934) Depreciation expense (5,213) (5,045) (15,320) (15,382) Interest expense, net (23,226) (9,118) (54,923) (26,777) Distributable Earnings 229,674 206,187 705,929 615,952 Income taxes (15,312) (16,742) (36,541) (39,243) After-Tax Distributable Earnings $ 214,362 $ 189,445 $ 669,388 $ 576,709 Three Months Ended September 30, 2025 Compared to Three Months Ended September 30, 2024 Fee-Related Revenues Fee-related revenues increased $49.6 million, or 11%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The change was primarily due to additional management fees of $54.2 million and a $1.8 million increase in fee-related performance revenues, partially offset by a decrease in transaction, monitoring and other fees, net of $5.1 million. Management Fees The following table presents management fees in our platforms for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 137,341 $ 121,415 Growth 49,234 45,944 Impact 68,287 48,618 TPG Angelo Gordon TPG AG Credit 87,179 77,194 TPG AG Real Estate 49,518 49,877 Real Estate 36,810 36,001 Market Solutions 32,969 28,114 Total Management Fees $ 461,338 $ 407,163 80 Table of Contents Management fees increased $54.2 million, or 13%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by higher management fees from our Impact, Capital, TPG AG Credit, Market Solutions and Growth platforms. Management fees from our Capital platform increased $15.9 million during the three months ended September 30, 2025, primarily due to fees earned from TPG X, which was activated during the third quarter of 2025, partially offset by realizations in TPG VIII. Management fees from our Growth platform increased $3.3 million primarily due to Growth VI, which had additional capital raised in the last twelve months, resulting in fees earned from a larger commitment base during the three months ended September 30, 2025. Management fees from our Impact platform increased $19.7 million during the three months ended September 30, 2025 compared to three months ended September 30, 2024 primarily due to fees earned from Rise Climate II, which was activated during the third quarter of 2024, partially offset by a step-down in the fee basis of Rise Climate I from committed capital to actively invested capital during the fourth quarter of 2024. Management fees from TPG AG Credit increased $10.0 million during the three months ended September 30, 2025 compared to three months ended September 30, 2024 primarily due to fees earned from Credit Solutions III, which was activated during the third quarter of 2024, and increased deployment from MMDL Continuation I, MMDL V and Credit Solutions II as a result of new investments. These were partially offset by a decrease in fees from MMDL III as a result of realizations. Management fees from TPG AG Real Estate decreased $0.4 million during the three months ended September 30, 2025 compared to three months ended September 30, 2024. Management fees from our Real Estate platform increased $0.8 million during the three months ended September 30, 2025 compared to three months ended September 30, 2024. Management fees from our Market Solutions platform increased $4.9 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to additional management fees from TPG Peppertree which was acquired in July 2025. This was partially offset by a decrease in catch-up fees in TGS I and a decrease in fees from TPEP as a result of lower fee-earning AUM. Catch-up fees totaled $4.3 million during the three months ended September 30, 2025 and primarily consisted of $4.0 million for Rise Climate II. Fee-Related Performance Revenues The following table presents fee-related performance revenues for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) TPG AG Credit $ 7,340 $ 5,557 Total Fee-Related Performance Revenues $ 7,340 $ 5,557 Fee-related performance revenues increased $1.8 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due to higher incentive fees from TCAP. 81 Table of Contents Transaction, Monitoring and Other Fees, Net The following table presents transaction, monitoring and other fees, net in our platforms for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 1,406 $ 1,274 Growth 284 297 Impact 2,393 1,848 TPG Angelo Gordon TPG AG Credit 2,728 726 TPG AG Real Estate 137 267 Real Estate 466 19 Market Solutions 30,683 38,722 Total Transaction, Monitoring and Other Fees, Net $ 38,097 $ 43,153 Transaction, monitoring and other fees, net decreased $5.1 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily driven by our Market Solutions platform as a result of decreased capital markets activity among our portfolio companies involving our broker-dealer. Other Income Total other income decreased $1.3 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Fee-Related Expenses Fee-related expenses increased $15.3 million, or 6%, during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily due to increases in cash-based compensation and benefits, net of $11.0 million and operating expenses, net of $3.4 million. Cash-Based Compensation and Benefits, Net The following table presents cash-based compensation and benefits, net for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Salaries $ 96,761 $ 88,359 Bonuses 81,168 73,437 Benefits and other 35,531 37,232 Reimbursements (27,956) (24,514) Total Cash-Based Compensation and Benefits, Net $ 185,504 $ 174,514 Cash-based compensation and benefits, net increased $11.0 million, or 6%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily due to higher salaries and bonuses resulting from an overall increase in headcount. 82 Table of Contents Fee-Related Performance Compensation The following table presents fee-related performance compensation for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) TPG AG Credit $ 3,671 $ 2,778 Total Fee-related Performance Compensation $ 3,671 $ 2,778 Total fee-related performance compensation increased $0.9 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This was primarily attributable to the increase in fee-related performance revenues from TCAP that drives compensation attributable to our partners and professionals. Operating Expenses, Net Operating expenses, net includes general and administrative expenses as well as reimbursements for professional services and travel expenses related to investment management and advisory services provided to TPG funds and monitoring services provided to our portfolio companies. Operating expenses, net increased $3.4 million, or 4%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. This change was primarily due to an increase in IT expenses. Realized Performance Allocations, Net The following table presents realized performance allocations, net from our platforms for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 18,204 $ 11,522 Growth 1,985 6,529 Impact — 1,905 TPG Angelo Gordon TPG AG Credit 6,505 8,081 TPG AG Real Estate 531 30 Real Estate — 4,045 Market Solutions 3,199 — Total Realized Performance Allocations, Net $ 30,424 $ 32,112 Realized performance allocations, net of $30.4 million for the three months ended September 30, 2025 were generated primarily from realizations of $9.5 million from Asia VIII and $8.6 million from Asia VII in the Capital platform, $1.9 million from TTAD II in the Growth platform, and $2.0 million from MMDL V and $1.2 million from MMDL II in TPG AG Credit. The activity consisted of realizations sourced from portfolio companies including Samhwa Co., Ltd and Sai Life Sciences. Realized performance allocations, net of $32.1 million for the three months ended September 30, 2024 were generated from realizations of $11.5 million from TPG VII in the Capital platform, $5.0 million from Growth IV in the Growth platform, and $2.4 million from MMDL IV in TPG AG Credit, and $4.0 million from TREP III in the Real Estate platform. The activity consisted of realizations sourced from portfolio companies including Viking Cruises and CLEAResult. 83 Table of Contents Realized Investment Income and Other, Net The following table presents realized investment income and other, net for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Investments in funds $ 26,230 $ 5,873 Non-core income (expense) (23,542) (8,402) Total Realized Investment Income and Other, Net $ 2,688 $ (2,529) The change in realized investment income and other, net of $5.2 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 is primarily due to realizations from certain investments in our funds, partially offset by an increase in our non-core expense. Our non-core activity includes expenses of $10.2 million related to our unoccupied lease space and $7.1 million for acquisition diligence activity for the three months ended September 30, 2025. Depreciation Depreciation expense increased $0.2 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Interest Expense, Net The following table presents interest expense, net for the three months ended September 30, 2025 and 2024: Three Months Ended September 30, 2025 2024 ($ in thousands) Interest expense $ 32,773 $ 22,063 Interest (income) (9,547) (12,945) Interest Expense, Net $ 23,226 $ 9,118 Interest expense, net increased $14.1 million for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in outstanding principal balances on our debt obligations. Distributable Earnings The increase in DE for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 was primarily due to an increase in FRE, partially offset by an increase in interest expense. Income Taxes Income taxes decreased $1.4 million, or 9%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to the utilization of excess tax deductions generated during the period ended March 31, 2025, lowering the quarter to date tax expense. Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024 Fee-Related Revenues Fee-related revenues increased $110.7 million, or 8%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was primarily due to additional management fees of $101.8 84 Table of Contents million and an increase in transaction, monitoring and other fees, net of $15.5 million, partially offset by a decrease in other income of $12.9 million. Management Fees The following table presents management fees in our platforms for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 362,719 $ 397,095 Growth 181,974 125,303 Impact 198,404 144,803 TPG Angelo Gordon TPG AG Credit 251,547 228,664 TPG AG Real Estate 159,351 154,348 Real Estate 107,390 105,627 Market Solutions 63,576 67,282 Total Management Fees $ 1,324,961 $ 1,223,122 Management fees increased $101.8 million, or 8%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by higher management fees from our Growth and Impact platforms plus TPG AG Credit, partially offset by lower management fees from our Capital and Market Solutions platforms. Management fees from our Capital platform decreased $34.4 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The change is primarily due to catch-up fees in Asia VIII during the nine months ended September 30, 2024 and a decrease in fees resulting from realizations in TPG VIII and TPG VII, partially offset by fees earned from TPG X during the nine months ended September 30, 2025, which activated during the third quarter of 2025. Management fees from our Growth platform increased $56.7 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to catch-up fees earned from subsequent closings of Growth VI during the nine months ended September 30, 2025. Management fees from our Impact platform increased $53.6 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to catch-up fees earned from Rise Climate II during the nine months ended September 30, 2025, which was activated during the third quarter of 2024, partially offset by a step-down in fee basis of Rise Climate I from committed capital to actively invested capital during the fourth quarter of 2024. Management fees from TPG AG Credit increased $22.9 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to deployment in MMDL V and MMDL Evergreen plus Credit Solutions III, which was activated during the third quarter of 2024. These were partially offset by a decrease in fees from MMDL III as a result of realizations. Management fees from TPG AG Real Estate increased $5.0 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to catch-up fees earned from Europe Realty IV during the nine months ended September 30, 2025. This was partially offset by Realty IX as the fund ceased paying fees in the second quarter of 2025 and a decrease in fees from Net Lease Realty III as a result of realizations during the nine months ended September 30, 2025. Management fees from our Real Estate platform increased $1.8 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. 85 Table of Contents Management fees from our Market Solutions platform decreased $3.7 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily as a result of a decrease in TPEP’s fee-earning AUM and catch-up fees from TGS I and NewQuest V, partially offset by additional management fees from TPG Peppertree which was acquired in July 2025. Catch-up management fees totaled $51.8 million during the nine months ended September 30, 2025 and primarily consisted of $34.8 million for Growth VI, $8.9 million for Europe Realty IV, and $5.7 million for Rise Climate II. Fee-Related Performance Revenues The following table presents fee-related performance revenues for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) TPG AG Credit $ 20,309 $ 13,917 Total Fee-Related Performance Revenues $ 20,309 $ 13,917 Fee-related performance revenues increased $6.4 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to higher incentive fees from TCAP. Transaction, Monitoring and Other Fees, Net The following table presents transaction, monitoring and other fees, net in our platforms for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 4,432 $ 4,128 Growth 977 734 Impact 6,333 4,563 TPG Angelo Gordon TPG AG Credit 6,237 2,232 TPG AG Real Estate 2,160 1,993 Real Estate 947 19 Market Solutions 105,819 97,785 Total Transaction, Monitoring and Other Fees, Net $ 126,905 $ 111,454 Transaction, monitoring and other fees, net increased $15.5 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily driven by a $8.0 million increase in our Market Solutions platform as a result of capital markets activity among our portfolio companies involving our broker-dealer. Other Income Total other income decreased $12.9 million, or 60%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to lower income from our former affiliate. As of April 2024, the contracts to provide services to such party have ended. 86 Table of Contents Fee-Related Expenses Fee-related expenses increased $59.1 million, or 7%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase was primarily comprised of higher compensation and benefits, net of $32.5 million and an increase in operating expenses, net of $23.4 million. Cash-Based Compensation and Benefits, Net The following table presents cash-based compensation and benefits, net for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Salaries $ 282,049 $ 262,542 Bonuses 238,590 224,515 Benefits and other 116,104 102,195 Reimbursements (83,345) (68,309) Total Cash-Based Compensation and Benefits, Net $ 553,398 $ 520,943 Total cash-based compensation and benefits, net increased $32.5 million, or 6%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily due to higher salaries and bonuses resulting from an overall increase in headcount, partially offset by an increase in reimbursements. Fee-Related Performance Compensation The following table presents fee-related performance compensation for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) TPG AG Credit $ 10,155 $ 6,958 Total Fee-related Performance Compensation $ 10,155 $ 6,958 Total fee-related performance compensation increased $3.2 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This was primarily attributable to the increase in fee-related performance revenues from TCAP that drives compensation attributable to our partners and professionals. Operating Expenses, Net Operating expenses, net includes general and administrative expenses as well as reimbursements for professional services and travel expenses related to investment management and advisory services provided to TPG funds and monitoring services provided to our portfolio companies. Operating expenses, net increased $23.4 million, or 9%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. This change was primarily due to an increase in professional fees. 87 Table of Contents Realized Performance Allocations, Net The following table presents realized performance allocations, net from our platforms for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Capital $ 76,189 $ 29,795 Growth 44,727 9,434 Impact 4,534 17,801 TPG Angelo Gordon TPG AG Credit 24,807 23,551 TPG AG Real Estate 1,533 4,116 Real Estate 2,093 4,946 Market Solutions 3,199 — Total Realized Performance Allocations, Net $ 157,082 $ 89,643 Realized performance allocations, net of $157.1 million for the nine months ended September 30, 2025 were largely generated from realizations of $48.0 million from TPG VII and $9.8 million from TPG VIII in the Capital platform, $41.7 million from Growth IV in the Growth platform, $4.5 million from Rise Climate I in the Impact platform, $4.2 million from MMDL V, $4.0 million from MMDL IV and $3.9 million from Credit Solutions II in TPG AG Credit and $2.1 million from TREP III in the Real Estate platform. The activity consisted of realizations sourced from portfolio companies including Viking Cruises, Crunch Fitness, DirecTV, Q-Centrix and Nextracker. Realized performance allocations, net of $89.6 million for the nine months ended September 30, 2024 were largely generated from realizations of $13.9 million from TPG VIII, $11.5 million from TPG VII and $3.9 million from Asia VII in the Capital platform, $5.0 million from Growth IV and $2.9 million from TTAD I in the Growth platform, $17.8 million from Rise Climate I in the Impact platform, $10.4 million from MMDL IV in TPG AG Credit, $3.9 million from Growth Capital Partners I in TPG AG Real Estate and $4.9 million from TREP III in the Real Estate platform. The activity consisted of realizations sourced from portfolio companies including Nextracker, DirecTV, Viking Cruises, CLEAResult and Singlife. Realized Investment Income and Other, Net The following table presents realized investment income and other, net for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Investments in funds $ 65,235 $ 19,288 Non-core income (expense) (72,225) (25,222) Total Realized Investment Income and Other, Net $ (6,990) $ (5,934) The decrease in realized investment income and other, net of $1.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 resulted primarily from an increase in our non-core expense partially offset by realizations from certain investments in our funds. Our non-core activity includes expenses of $30.1 million related to our unoccupied lease space and $24.9 million for acquisition diligence activity during the nine months ended September 30, 2025. 88 Table of Contents Depreciation Depreciation expense decreased $0.1 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. Interest Expense, Net The following table presents interest expense, net for the nine months ended September 30, 2025 and 2024: Nine Months Ended September 30, 2025 2024 ($ in thousands) Interest expense $ 82,148 $ 64,617 Interest (income) (27,225) (37,840) Interest Expense, Net $ 54,923 $ 26,777 Interest expense, net increased $28.1 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in outstanding principal balances on our debt obligations. Distributable Earnings The increase in DE for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 was primarily due to higher realized performance allocations, net and FRE. Income Taxes Income taxes decreased $2.7 million for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to tax deductions in connection with restricted stock unit settlements during the period. Reconciliation to U.S. GAAP Measures The following tables reconcile the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP to non-GAAP financial measures for the three and nine months ended September 30, 2025 and 2024: Revenue Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in thousands) GAAP Revenue $ 1,223,517 $ 855,403 $ 3,178,930 $ 2,423,668 Capital-allocation based income (627,018) (330,670) (1,469,902) (863,840) Expense reimbursements (76,087) (62,652) (202,142) (158,546) Investment income and other (11,016) (2,239) (26,107) (31,236) Fee-Related Revenues $ 509,396 $ 459,842 $ 1,480,779 $ 1,370,046 89 Table of Contents Expenses Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in thousands) GAAP Expenses $ 1,031,323 $ 867,134 $ 2,869,314 $ 2,480,077 Depreciation and amortization expense (41,035) (32,400) (103,225) (97,444) Interest expense (32,322) (21,789) (81,690) (64,413) Expense reimbursements (76,087) (62,652) (202,142) (158,546) Performance allocation compensation (419,420) (223,637) (951,562) (553,824) Equity-based compensation (158,382) (242,405) (573,836) (697,855) Acquisition success fee (4,000) — (4,000) — Non-core expenses and other (15,682) (15,176) (98,160) (112,351) Fee-Related Expenses $ 284,395 $ 269,075 $ 854,699 $ 795,644 Net Income Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in thousands) Net income (loss) $ 199,230 $ (21,425) $ 317,169 $ (88,009) Net income attributable to other non-controlling interests (97,715) (3,117) (218,284) (47,320) Amortization expense 33,111 24,003 79,807 72,005 Equity-based compensation 160,133 243,287 585,175 694,628 Unrealized performance allocations, net (84,419) (46,395) (116,903) (84,293) Unrealized investment income 28,439 (11,525) 30,059 (37,096) Income taxes 13,594 (2,863) 7,985 1,544 Acquisition success fee 4,000 — 4,000 — Non-recurring and other (42,011) 7,480 (19,620) 65,250 After-tax Distributable Earnings $ 214,362 $ 189,445 $ 669,388 $ 576,709 Income taxes 15,312 16,742 36,541 39,243 Distributable Earnings $ 229,674 $ 206,187 $ 705,929 $ 615,952 Realized performance allocations, net (30,424) (32,112) (157,082) (89,643) Realized investment income and other, net (2,688) 2,529 6,990 5,934 Depreciation expense 5,213 5,045 15,320 15,382 Interest expense, net 23,226 9,118 54,923 26,777 Fee-Related Earnings $ 225,001 $ 190,767 $ 626,080 $ 574,402 Net Accrued Performance September 30, 2025 December 31, 2024 ($ in thousands) GAAP Investments $ 8,686,758 $ 7,503,281 Equity method and other investments (1,772,762) (1,545,202) Accrued performance allocation compensation (5,042,995) (4,376,523) Impact of other consolidated entities (678,389) (607,989) Net Accrued Performance $ 1,192,612 $ 973,567 90 Table of Contents Operating Metrics We monitor certain operating metrics that are common to the alternative asset management industry and that we believe provide important data regarding our business. The following operating metrics do not include other investments that are not included in the TPG Operating Group. Assets Under Management Assets Under Management (“AUM”) represents the sum of: i. fair value of the investments and financial instruments held by our private equity, credit and real estate funds (including fund-level asset-related leverage), other than as described below, as well as related co-investment vehicles managed or advised by us, plus the capital that we are entitled to call from investors in those funds and vehicles, pursuant to the terms of their respective capital commitments, net of outstanding leverage associated with subscription-related credit facilities, and including capital commitments to funds that have yet to commence their investment periods; ii. the gross amount of assets (including leverage where applicable) for our real estate investment trusts and BDCs; iii. the net asset value of certain of our hedge funds; and iv. the aggregate par amount of collateral assets, including principal cash, for our collateralized loan obligation vehicles. Our definition of AUM is not based on any definition of AUM that may be set forth in the agreements governing the investment funds that we manage, or calculated pursuant to any regulatory definitions. The following table summarizes our AUM by platform as of September 30, 2025 and 2024: September 30, 2025 2024 ($ in millions) Capital $ 87,460 $ 73,164 Growth 30,627 27,254 Impact 29,225 24,706 TPG Angelo Gordon TPG AG Credit 85,640 69,898 TPG AG Real Estate 18,539 18,279 Real Estate 19,124 17,109 Market Solutions 15,783 8,697 AUM as of end of period $ 286,398 $ 239,107 91 Table of Contents The table below presents rollforwards of our total AUM for the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in millions) Balance as of Beginning of Period $ 261,331 $ 228,974 $ 245,873 $ 221,623 Acquisition 7,927 — 7,927 — Capital Raised 18,107 10,376 35,316 21,335 Realizations (7,766) (5,581) (18,545) (15,829) Outflows (1) (2,000) (512) (2,684) (1,604) Changes in Investment Value and Other (2) 8,799 5,850 18,511 13,582 AUM as of end of period $ 286,398 $ 239,107 $ 286,398 $ 239,107 ___________ (1) Outflows represent redemptions and withdrawals. (2) Changes in Investment Value and Other consists of changes in fair value, capital invested, available capital and net fund-level asset related leverage activity plus other investment activities. AUM increased approximately $25.1 billion during the three months ended September 30, 2025. This change was driven by capital raised of $18.1 billion, net increases in investment value and other of $8.8 billion and the $7.9 billion in assets managed by TPG Peppertree, which we acquired in July 2025, partially offset by realizations of $7.8 billion. Capital raised was primarily attributable to fundraising activities of TPG X and THP III within the Capital platform, TPG Atlas within the Growth platform, MMDL Continuation I within TPG AG Credit and TRECO with the Real Estate platform. These increases were partially offset by realizations primarily attributable to TPG IX and Asia VI within the Capital platform, Growth V within the Growth platform, Rise II within the Impact platform and MMDL III within TPG AG Credit. AUM also increased due to investment appreciation during the three months ended September 30, 2025. AUM increased approximately $40.5 billion during the nine months ended September 30, 2025. This change was driven by capital raised of $35.3 billion, net increases in investment value and other of $18.5 billion and the $7.9 billion in assets managed by TPG Peppertree, which we acquired in July 2025, partially offset by realizations of $18.5 billion. Capital raised was primarily attributable to fundraising activities of TPG X within the Capital platform, Growth VI within the Growth platform, Rise Climate II within the Impact platform, Credit Solutions III, MMDL VI and MMDL Continuation I within TPG AG Credit, TRECO with the Real Estate platform and TGS II and T-POP within the Market Solutions platform. These increases were partially offset by realizations primarily attributable to TPG VII, TPG IX and Asia VI within the Capital platform, Growth IV and Growth V within the Growth platform, Rise II within the Impact platform and MMDL III, MMDL II and MMDL IV within TPG AG Credit. AUM also increased due to investment appreciation during the nine months ended September 30, 2025. Fee-Earning Assets Under Management Fee-earning AUM (“FAUM”) represents only the AUM from which we are entitled to receive management fees. FAUM is the sum of all the individual fee bases that are used to calculate our management fees and differs from AUM in the following respects: (i) assets and commitments from which we are not entitled to receive a management fee are excluded (e.g., assets and commitments with respect to which we are entitled to receive only performance allocations or are otherwise not currently entitled to receive a management fee) and (ii) certain assets, primarily in our credit and real estate funds, have different methodologies for calculating management fees that are not based on the fair value of the respective funds’ underlying investments. We believe this measure is useful to investors as it provides additional insight into the capital base upon which we earn management fees. Our definition of FAUM is not based on any definition of AUM or FAUM that is set forth in the agreements governing the investment funds and products that we manage. 92 Table of Contents The following table summarizes our FAUM by platform as of September 30, 2025 and 2024: September 30, 2025 2024 ($ in millions) Capital $ 44,468 $ 37,941 Growth 14,952 12,358 Impact 19,574 17,802 TPG Angelo Gordon TPG AG Credit 47,591 42,091 TPG AG Real Estate 14,340 14,168 Real Estate 12,304 11,649 Market Solutions 9,820 5,709 FAUM as of end of period $ 163,049 $ 141,718 The table below presents rollforwards of our FAUM for the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 ($ in millions) Balance as of Beginning of Period $ 146,415 $ 136,987 $ 141,286 $ 136,794 Acquisition 4,458 — 4,458 — Fee-Earning Capital Raised (1) 11,398 5,579 16,796 8,642 Deployment (2) 6,613 3,344 12,295 8,799 Realizations (3) (4,666) (3,869) (9,864) (11,014) Reduction in Fee Base (4) (1) (274) (1,311) (968) Outflows (5) (1,635) (494) (2,315) (1,533) Market Activity and Other (6) 467 445 1,704 998 FAUM as of end of period $ 163,049 $ 141,718 $ 163,049 $ 141,718 ___________ In the first quarter of 2025, we began reporting Fee-Earning Deployment and Realizations separately from Net Change in Investment Activity. We believe this additional disclosure is helpful to understand key drivers associated with our FAUM. Updating the presentation did not have any impact on total FAUM. (1) Fee-Earning Capital Raised represents capital raised by our funds for which management fees calculated based on commitments or subscriptions were activated during the period. (2) Deployment represents increases in investment cost and CLO collateral assets, as well as capital called for investments. (3) Realizations represent decreases in investment cost and CLO collateral assets, as well as distributions of investment related proceeds. (4) Reduction in Fee Base represents decreases in the fee basis for funds where the investment or commitment fee period has expired, and the fee base has reduced from commitment base to actively invested capital. It also includes reductions for funds that are no longer fee paying. (5) Outflows represent redemptions and withdrawals. (6) Market Activity and Other represents income activity for our funds for which management fees are calculated based on invested net capital or net asset value, as well as foreign exchange fluctuations. FAUM increased from $146.4 billion as of June 30, 2025 to $163.0 billion as of September 30, 2025. This was driven by fee-earning capital raised activity totaling $11.4 billion primarily attributable to TPG X within the Capital platform and TGS II within the Market Solutions platform, which were both activated during the third quarter of 2025. FAUM also increased due to deployment of $6.6 billion primarily driven by TPG Atlas within the Growth Platform and MMDL Continuation I and MMDL V within TPG AG Credit. TPG Peppertree within the Market Solutions platform, which was acquired in July 2025, contributed an additional $4.5 billion of FAUM during the three months ended September 30, 2025. These increases were partially offset by realizations of $4.7 billion primarily attributable to MMDL III within TPG AG Credit. 93 Table of Contents FAUM increased from $141.3 billion as of December 31, 2024 to $163.0 billion as of September 30, 2025. This was driven by fee-earning capital raised activity totaling $16.8 billion primarily attributable to TPG X within the Capital platform, which was activated during the third quarter of 2025, Growth VI within the Growth platform, which had its final close during the second quarter of 2025, Rise Climate II within the Impact platform, which had a subsequent closing during the third quarter of 2025 and TGS II within the Market Solutions platform, which was activated during the third quarter of 2025. FAUM also increased due to deployment of $12.3 billion primarily driven by TTAD II within Growth platform and MMDL Continuation I, MMDL V, ABC Fund II and Credit Solutions III within TPG AG Credit. TPG Peppertree within the Market Solutions platform, which was acquired in July 2025, contributed an additional $4.5 billion of FAUM during the nine months ended September 30, 2025. These increases were partially offset by realizations of $9.9 billion primarily attributable to MMDL III, Essential Housing II and MMDL II within TPG AG Credit. For the nine months ended September 30, 2025, annualized weighted average management fees as a percentage of FAUM, which represent annualized management fees divided by the average of each applicable period’s FAUM, were 1.19%. Net Accrued Performance Net accrued performance represents both unrealized and undistributed performance allocations and fee-related performance revenues resulting from our general partner interests in investment funds that we manage. We believe this measure is useful to investors as it provides additional insight into the accrued performance to which the TPG Operating Group Common Unit holders are expected to receive. The tables below summarize our net accrued performance by fund vintage year and platform as of September 30, 2025 and December 31, 2024: September 30, 2025 December 31, 2024 ($ in millions) Fund Vintage 2020 & Prior $ 821 $ 801 2021 103 78 2022 229 87 2023 16 5 2024 13 3 2025 11 — Net Accrued Performance $ 1,193 $ 974 September 30, 2025 December 31, 2024 ($ in millions) Platform Capital $ 541 $ 468 Growth 199 226 Impact 137 116 TPG Angelo Gordon TPG AG Credit 98 73 TPG AG Real Estate 59 71 Real Estate 35 11 Market Solutions 124 9 Net Accrued Performance $ 1,193 $ 974 94 Table of Contents Net accrued performance was primarily driven by TPG VIII, TPG IX, Asia VII, Growth V and Growth IV as of September 30, 2025 and TPG VII, TPG VIII, Asia VII, Growth IV, Growth V and Rise I as of December 31, 2024. We also utilize Performance Generating AUM and Performance Eligible AUM as key metrics to understand AUM that could produce performance allocations or fee-related performance revenues. Performance Generating AUM refers to the AUM of funds we manage that are currently above their respective hurdle rate or preferred return, and profit of such funds are being allocated to, or earned by, us in accordance with the applicable limited partnership agreements or other governing agreements. Performance Eligible AUM refers to the AUM that is currently, or may eventually, produce performance allocations or fee-related performance revenues. All funds for which we are entitled to receive a performance allocation, incentive fee or fee-related performance revenue are included in Performance Eligible AUM. Performance Generating AUM totaled $188.9 billion and $163.4 billion as of September 30, 2025 and December 31, 2024, respectively. Across the investment funds that we manage, Performance Eligible AUM totaled $242.0 billion and $209.3 billion as of September 30, 2025 and December 31, 2024, respectively. AUM Subject to Fee-Earning Growth AUM Subject to Fee-Earning Growth represents capital commitments that when deployed have the ability to grow our fees through earning new management fees (AUM Not Yet Earning Fees) or when management fees can be charged at a higher rate as capital is invested or for certain funds as management fee rates increase during the life of a fund (FAUM Subject to Step-Up). AUM Not Yet Earning Fees represents the amount of capital commitments to TPG’s funds and co-investment vehicles that has not yet been invested or considered active, and as this capital is invested or activated, the fee-paying portion will be included in FAUM. FAUM Subject to Step-Up represents capital raised within certain funds where the management fee rate increases once capital is invested or as a fund reaches a certain point in its life where the fee rate for certain investors increases. FAUM Subject to Step-Up is included within FAUM. 95 Table of Contents The table below reflects AUM Subject to Fee-Earning Growth by platform as of as of September 30, 2025 and December 31, 2024: September 30, 2025 December 31, 2024 ($ in millions) AUM Not Yet Earning Fees: Capital $ 3,612 $ 3,088 Growth 3,659 2,796 Impact 1,382 1,928 TPG Angelo Gordon TPG AG Credit 10,702 7,613 TPG AG Real Estate 790 953 Real Estate 3,313 2,515 Market Solutions 841 315 Total AUM Not Yet Earning Fees $ 24,299 $ 19,208 FAUM Subject to Step-Up: Capital $ 4,179 $ 926 Growth 35 — TPG Angelo Gordon TPG AG Credit 4,364 5,828 TPG AG Real Estate 2,039 2,183 Market Solutions 561 — Total FAUM Subject to Step-Up 11,178 8,937 Total AUM Subject to Fee-Earning Growth $ 35,477 $ 28,145 As of September 30, 2025, AUM Not Yet Earning Fees was $24.3 billion, which primarily consisted of TPG VIII within the Capital platform, Growth V and TDM within the Growth platform, Rise Climate I within the Impact platform, Credit Solutions III, MMDL VI and MMDL V within TPG AG Credit and TRECO within the Real Estate platform. Associated with FAUM Subject to Step-Up, management fee rates for these respective underlying funds range between 0.43% and 1.65% and step-up to rates in the range of 0.5% and 1.75% after capital is invested or as a fund reaches a certain point in its life where the fee rate for certain investors increases. FAUM Subject to Step-Up as of September 30, 2025 relates primarily to TPG X within the Capital platform, MMDL V and Credit Solutions III within TPG AG Credit and Asia Realty V within TPG AG Real Estate. Capital Raised Capital raised is the aggregate amount of subscriptions and capital raised by our investment funds and co-investment vehicles during a given period, as well as the senior and subordinated notes issued through our CLOs and equity raised through our perpetual vehicles. We believe this measure is useful to investors as it measures access to capital across TPG and our ability to grow our management fee base. 96 Table of Contents The table below presents capital raised by platform for the three and nine months ended September 30, 2025 and 2024: Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024