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Item 7. Management’s Discussion and Analysis

2026-02-17 compared with 2025-02-18 · 418 added, 476 removed, 945 unchanged (49% of the section changed)

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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”.

We assume no obligation to update any of these forward-looking statements.

On January 12, 2022, we completed a corporate reorganization (the “Reorganization”), which included a corporate conversion of TPG Partners, LLC to a Delaware corporation named TPG Inc., in conjunction with an initial public offering (the “IPO”) of our Class A common stock.

The IPO closed on January 18, 2022.

Unless the context suggests otherwise, references in this report to “TPG”, “the Company”, “we”, “us” and “our” refer (i) prior to the completion of the Reorganization and IPO to TPG Group Holdings SBS, L.P.

and its consolidated subsidiaries and (ii) from and after the completion of the Reorganization and IPO to TPG Inc.

and its consolidated subsidiaries.

We completed the Acquisition on November 1, 2023.

Accordingly, the results of TPG Angelo Gordon included in our consolidated results of operations for the year ended December 31, 2023 are from November 1, 2023 through December 31, 2023.

We completed the Peppertree Acquisition on July 1, 2025.

Accordingly, the results of TPG Peppertree included in our consolidated results of operations for the year ended December 31, 2025 are from July 1, 2025 through December 31, 2025.

The following discussion includes a comparison of our results for the years ended December 31, 2025 and 2024.

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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.

Economic dynamics and financial conditions provided an accommodating backdrop for global markets in 2024, with the combination of moderating inflation, easing monetary policy, continued economic growth and AI-related enthusiasm driving risk assets higher and credit spreads tighter.

economic activity continued to expand in 2024.

Quarter-over-quarter, real gross domestic product (“GDP”) grew at an annualized rate of 1.4%, 3.0% and 3.1%, respectively, for the first three quarters of 2024.

In aggregate, 2024 GDP is estimated to have grown 2.7% relative to 2023.

The labor market remained strong, though the unemployment rate ticked up slightly to end the year at 4.1%, up from 3.7% as of the end of 2023.

Despite the robust economic growth and resilience in the labor market, inflation in the United States moderated throughout 2024 but still remains elevated relative to the Federal Reserve long-term target of 2.0%.

The December reading of the U.S.

Consumer Price Index (“CPI”) showed prices increased 2.7% over the prior twelve months, a slower pace of growth than the 3.1% level observed as of the end of 2023.

Similarly, core CPI, which excludes food and energy, fell to 3.3% annual growth as of the latest reading, down from 4.0% as of the end of 2023.

The trajectory of inflation towards the Federal Reserve’s 2.0% target provided the central bank confidence to reduce interest rates during the year for the first time since the onset of the COVID-19 pandemic.

After holding target federal funds rate steady at 5.25%-5.50% for a year, the Federal Reserve cut rates by 50 basis points at its September 2024 meeting, followed by 25 basis point reductions at both its November and December 2024 meetings.

As of the end of 2024, the federal funds target range sits at 4.25%-4.50%, with additional cuts expected in 2025.

Treasury market was relatively volatile in 2024.

The yield curve steepened throughout the year as yields at the short end of the curve fell in response to rate cuts by the Federal Reserve, while longer dated bonds sold off.

Yields on the 10-Year Treasury ended the year 4.57%, up 69 basis points from the start of the year.

2-Year Treasury yields were flat year-over year, ending 2024 at 4.24%.

2025 was marked by significant volatility and rapid shifts in market sentiment, driven primarily by trade policy developments, monetary policy adjustments, geopolitical tensions and evolving macroeconomic indicators.

The year began with heightened uncertainty due to sweeping tariffs announced by the U.S.

administration in the first half, which triggered sharp selloffs across equity, credit and commodities.

However, as the year progressed, softening of these policies combined with resilient corporate earnings and moderating inflation contributed to a recovery in risk assets and a generally positive market tone in the latter half.

equities, the S&P 500, Nasdaq and Dow Jones Industrial Average posted sharp losses in the first quarter amid trade-related uncertainty, but rebounded sharply in the second and third quarters on strong earnings and thematic growth in artificial intelligence and data center investments.

For the full year, the S&P 500 returned 16.4%, the Dow Jones Industrial Average 13.0% and the NASDAQ Composite 20.4%.

Communication Services, Information Technology and Industrials sectors outperformed with annual returns of 32.4%, 23.3%, and 17.7% respectively.

Real Estate, Consumer Staples and Energy were relative laggards, returning (0.3%), 1.3% and 5.0% respectively.

Volatility, as measured by the CBOE Volatility Index, spiked in early 2025 but moderated significantly by year-end and closed the year slightly lower on a year-over-year basis.

Global equity markets performed in-line or better with U.S.

returns, with the MSCI Europe Index rising 16.3%, the MSCI Asia Pacific Index gaining 25.3% and the MSCI World Index rising 19.5% for 2025.

Inflation stabilized throughout 2025, though remains stubbornly above the Federal Reserve's 2.0% target.

The November Consumer Price Index (“CPI”) was up 2.7% year-over-year, with core CPI, which excludes food and energy, rising slightly lower at 2.6%.

The labor market showed signs of weakening as the year progressed.

Non-farm payroll additions averaged approximately 111,000 in the first quarter but turned negative in several months during the second half of the year, including a decline of 105,000 jobs in October.

The Unemployment Rate ticked up slightly over the course of the year, standing at 4.6% as of November 2025 versus 4.0% as of January 2025.

GDP contracted at a 0.6% annualized rate in Q1, though increased 3.8% and 4.3% in Q2 and Q3 2025, respectively.

Amid the economic backdrop and cooling labor market, the Federal Reserve lowered interest rates by 0.25% at September, October, and December FOMC meetings bringing cumulative rate cuts for 2025 to 0.75% compared with the 1.00% of cuts in 2024.

Following the most recent cut, the Federal Funds target range is 3.75% to 4.00%.

Treasury yield curve steepened in 2025, nearly erasing the inversion that had persisted since 2022.

Long-term yields climbed while short-term yields declined, influenced by concerns over the U.S.

budget deficit and tariff-driven inflation at the long end, and Federal Reserve rate cuts at the short end.

Yields at the front end of the curve fell by roughly 60 basis points year-over-year, with the 2-Year Treasury yield ending the year at 3.48%.

In contrast, yields at the long end of the curve rose modestly with the 30-Year Treasury finishing the year with a yield of 4.85%, up six basis points year-over-year.

In corporate credit markets, both U.S.

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high yield gained 1.5% and the European market returned 0.8% during the three-month period.

In the United States, high yield bond spreads tightened by 20 basis points to 325 basis points, while in Europe, high yield spreads tightened 48 basis points to end the quarter at 377 basis points.

The high yield default rate, measured on a trailing twelve-month basis, declined modestly from 1.6% to 1.5% in the United States but increased from 2.7% to 3.3% in Europe.

In the United States, high yield bond spreads narrowed by five basis points during the quarter to 314 basis points compared to 325 at the start of the year.

In Europe, high yield spreads tightened by 1 basis point during the quarter to 345 basis points, down from 377 at the beginning of the year.

The high yield default rate, measured on a trailing twelve-month basis, increased from 1.4% to 1.9% in the United States and modestly decreased from 3.3% to 3.2% in Europe.

Additionally, the J.P.

Leveraged Loan Index posted a 1.3% return, and the J.P.

Morgan European Leveraged Loan Index posted a 2.1% return for the third quarter of 2024.

From a spread and yield basis, the US Leveraged Loan Index ended the quarter at a yield of 8.2% and 426 basis point spread, while the European Leverage Loan Index ended the quarter at a yield of 7.1% and 480 basis point spread.

equity indices recorded significant gains during 2024, with the S&P 500, Nasdaq and Dow Jones rising 23.3%, 28.6% and 12.9%, respectively, during the year.

Indices were led higher by a collection of mega-cap stocks, including Nvidia, Microsoft, Amazon, Apple, Alphabet, Meta and Tesla, which collectively represent approximately one third of the S&P 500 as of December 31, 2024 — the highest level of concentration in the index’s history.

Technology sectors outperformed during the year, driven by AI-related enthusiasm, with Communication Services and Information Technology S&P sectors gaining 38.9% and 35.7%, respectively.

Materials, Healthcare and Real Estate sectors were relative laggards throughout the year, posting performances of (1.8%), 0.9% and 1.7%, respectively.

Volatility in the U.S.

equity market, as measured by the CBOE Volatility Index, was modestly higher year-over-year, ending 2024 at 17.4, up from 12.5 as of the end of 2023.

Global equity markets rose over 2024, though lagged the United States, with the MSCI Europe Index rising 5.8%, the MSCI Asia Index rising 7.2% and the MSCI World Index gaining 17.0% during the year.

Morgan European Leveraged Loan Index posted a 0.9% return for the fourth quarter of 2025.

From a spread and yield basis, the U.S.

Leveraged Loan Index ended the quarter at a yield of 7.7% and 435 basis point spread, while the European Leverage Loan Index ended the quarter at a yield of 7.5% and 500 basis point spread.

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 41% of the outstanding Common Units and 100% of the interests in certain intermediate holding companies as of December 31, 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.

Acquisition of Angelo Gordon

On November 1, 2023, we acquired Angelo Gordon pursuant to the terms and subject to the conditions set forth in the Transaction Agreement.

Pursuant to the Transaction Agreement, we acquired Angelo Gordon for both cash and non-cash consideration under U.S.

GAAP equal to $1,143.4 million (the “Purchase Price”), comprised of:

• $740.7 million in cash paid at closing;

• $16.3 million paid during the year ended December 31, 2024 to the sellers of Angelo Gordon as a result of post close net working capital adjustments;

• 9.2 million vested Common Units (and an equal number of Class B common stock) and 43.8 million unvested Common Units which are deemed to be compensatory under U.S.

• the rights to an aggregate cash payment, payable in three payments of up to $50.0 million each, reflecting an aggregate of $150.0 million (the “Aggregate Annual Cash Holdback Amount”);

• the non-compensatory portion under U.S.

GAAP of a total earnout payment of up to $400.0 million in value (the “Earnout Payment”), subject to the satisfaction of certain fee-related revenue (“FRR”) targets during the period beginning on January 1, 2026 and ending on December 31, 2026 (the “Measurement Period”).

Acquisition of Peppertree

On July 1, 2025, we acquired the business of Peppertree Capital Management, Inc.

pursuant to the terms and subject to the conditions set forth in the Peppertree Transaction Agreement.

Pursuant to the Peppertree Transaction Agreement, we acquired Peppertree for both cash and non-cash consideration under U.S.

GAAP equal to $389.6 million (the “Peppertree Purchase Price”).

See Note 3 to our Consolidated Financial Statements for further details.

Operating Segments

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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 (“VIE”) for which we are considered the primary beneficiary.

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.

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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.

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GAAP will result in compensation charges over current and future periods.

In connection with our IPO and subsequent acquisition, we granted restricted stock units (“RSUs”) to executives and employees.

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.

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Interest expense includes interest paid and accrued on our outstanding debt and the amortization of deferred financing costs.

Expenses of Consolidated Public SPACs.

Expenses of consolidated Public SPACs consist of interest expense and other expenses related primarily to professional services fees, research expenses, trustee fees, travel expenses and other costs associated with organizing and offering these entities.

Investment Income

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Dividends and other investment income are recorded when the right to receive payment is established.

Investment and Other Income of Consolidated Public SPACs.

Investment and other income of consolidated Public SPACs include changes in the fair value of derivative contracts entered into by our consolidated Public SPAC entities, which are included in current period earnings and interest, dividend and other income earned by the consolidated Public SPACs.

Income Tax Expense

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Interest expense 112,111 87,511

Expenses of consolidated Public SPACs — 1,053

Total expenses 4,094,407 3,578,323

Investment income (loss)

Income (loss) from investments:

Net (losses) gains from investment activities (2,847) (29,326)

Interest, dividends and other 93,620 82,743

Investment and other income of consolidated Public SPACs — 8,359

Total investment income (loss) 53,417 57,545

(Loss) income before income taxes (24,824) 83,653

Total investment income 90,773 53,417

Income (loss) before income taxes 666,578 (24,824)

Income tax expense 66,993 52,091

Net (loss) income (76,915) 23,385

Net income attributable to redeemable equity in Public SPACs — 12,044

Net loss attributable to non-controlling interests in TPG Operating Group (175,927) (92,411)

Net income (loss) 599,585 (76,915)

Net income (loss) attributable to non-controlling interests in TPG Operating Group 50,771 (175,927)

Net income attributable to other non-controlling interests 364,226 75,529

Net income attributable to TPG Inc.

subsequent to Reorganization and IPO $ 23,483 $ 80,090 (1)

$ 184,588 $ 23,483

Net income (loss) per share data:

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Diluted 374,125,608 364,725,579

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Year Ended December 31, 2025 Compared to Year Ended December 31, 2024

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Total revenues $ 4,670,212 $ 3,500,082 $ 1,170,130 33 %

$ 1,110,171 46 %

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Fees and other revenues increased by $552.4 million, or 36%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.

Fees and other revenues

Fees and other revenues increased $337.1 million, or 16%, during the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change resulted from a $188.4 million increase in management fees, a $106.4 million increase in transaction, monitoring and other fees and a $42.2 million increase in expense reimbursements and other.

Management Fees .

Management fees increased by $450.0 million, or 38%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by an increase of $458.9 million in management fees from TPG Angelo Gordon, acquired in November 2023.

During the year ended December 31, 2024, we recognized additional fees of $283.5 million from TPG AG Credit, primarily driven by MVP Fund, MMDL III, MMDL IV and Credit Solutions II, and $175.4 million from TPG AG Real Estate, primarily driven by Realty Value XI, Realty Value X, Asia Realty V, Europe Realty IV, Net Lease Realty III and Net Lease Realty IV.

Management fees from our Capital platform decreased $19.8 million during the year ended December 31, 2024, primarily driven by a reduction of invested capital due to realizations for TPG VII and a step down in fee basis from committed to invested capital for TPG VIII during the fourth quarter of 2024.

During the fourth quarter of 2023, TPG IX and THP II recognized catch-up fees from new capital raised.

These decreases were partially offset by additional fees from Asia VIII due to fee earning capital raised and catch-up fees earned during the twelve months ended December 31, 2024.

Management fees from our Growth platform increased $10.9 million primarily attributable to Growth VI, which was activated during the fourth quarter of 2023, partially offset by a decrease in fees from Growth V, which primarily resulted from a step down in fee basis from committed to invested capital during the first quarter of 2024.

Management fees from our Impact platform decreased $2.1 million, primarily attributable to Rise Climate I, which had a step down in fee basis from committed to invested capital during the fourth quarter of 2024, partially offset by additional fees from Rise Climate II, which was activated during the third quarter of 2024.

Management fees from our Real Estate platform decreased $8.5 million, primarily attributable to TREP III, which had a step down in fee basis from committed to invested capital in the second quarter of 2023.

Management fees from our Market Solutions platform increased $9.9 million primarily attributable to TGS and NewQuest V as a result of additional fee earning capital raised during the twelve months ended December 31, 2024, partially offset by a decrease in fees from TPEP as a result of a decrease in fee earning AUM.

Certain management fees totaling $50.4 million earned during the year ended December 31, 2024 were considered catch-up fees as a result of additional capital commitments from limited partners.

Catch-up fees primarily consisted of $21.9 million for Asia VIII and $8.7 million for TGS.

The $188.4 million increase in management fees during the year ended December 31, 2025 compared to the year ended December 31, 2024 is attributable to:

• an increase of $0.9 million from our Capital platform primarily due to fees earned from TPG X, 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, a step-down in fee basis of TPG IX from committed to invested capital in the fourth quarter of 2025 and a decrease in fees from Asia VIII resulting from catch-up fees recognized during the year ended December 31, 2024;

• an increase of $68.1 million from our Growth platform primarily due to new capital raised for Growth VI during the last twelve months, resulting in a larger fee-earning commitment base;

• an increase of $86.3 million from our Impact platform primarily due to fees earned from Rise Climate II, Rise Climate Global South and Rise Climate TI, 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;

• an increase of $25.4 million from our Credit platform primarily due to a higher fee base from deployment of capital in MMDL V and Credit Solutions III.

These were partially offset by a reduction in fee basis from MMDL III resulting from the realization of portfolio investments;

• a decrease of $0.9 million from our Real Estate platform primarily due to Realty IX as the fund ceased paying fees beginning in the second quarter of 2025, partially offset by catch-up fees earned from Europe Realty IV;

• an increase of $16.7 million from our Market Solutions platform primarily due to additional management fees from Peppertree IX and Peppertree X due to the acquisition in July 2025, partially offset by catch-up fees earned from TGS I recognized during the year ended December 31, 2024.

Catch-up fees totaled $54.7 million during the year ended December 31, 2025 and primarily consisted of $34.8 million for Growth VI, $8.9 million for Europe Realty IV, and $7.5 million for Rise Climate II.

Transaction, Monitoring and Other Fees .

Transaction, monitoring and other fees increased by $90.1 million for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by a $42.0 million increase in our Market Solutions platform as a result of increased capital markets activity among our portfolio companies involving our broker-dealer and a $18.8 million increase in monitoring fees earned from portfolio companies primarily in our Capital platform.

Transaction, monitoring and other fees increased $106.4 million for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change was primarily driven by increased capital markets activity among our portfolio companies involving our broker-dealer and crystallization of T-POP fee-related performance revenues in our Market Solutions platform.

Expense Reimbursements and Other .

Expense reimbursements and other increased by $12.3 million, or 5%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily due to the acquisition of TPG Angelo Gordon in November 2023, partially offset by primarily lower income from our former affiliate.

As of April 2024, the contracts to provide services to such party have ended.

Expense reimbursements and other increased by $42.2 million, or 17%, for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily due to an increase in reimbursable expenses from TPG funds.

Capital allocation-based income

Capital allocation-based income increased $833.1 million, or 59%, during the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change resulted from a $709.9 million increase in performance allocations and a $123.2 million increase in capital interests income.

Performance Allocations.

Performance allocations increased by $493.5 million, or 61%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

Realized performance allocation gains for the years ended December 31, 2024 and 2023 totaled $955.4 million and $582.2 million, respectively.

Performance allocations increased $709.9 million, or 55%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

Realized performance allocation gains for the year ended December 31, 2025 and 2024 totaled $1,168.3 million and $955.4 million, respectively.

Unrealized performance allocation gains for the years ended December 31, 2025 and 2024 totaled $843.4 million and $346.4 million, respectively.

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Impact 307,266 135,176 172,090 127 %

TPG Angelo Gordon

TPG AG Credit 406,537 139,364 267,173 192 %

TPG AG Real Estate (104,983) (12,037) (92,946) (772) %

Credit 373,724 406,537 (32,813) (8) %

Real Estate 134,440 (81,866) 216,306 264 %

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(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

(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%;

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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 will be zero for each of the TPG Operating Group Excluded entities beginning January 1, 2022.

Performance allocation income was $1,301.8 million for year ended December 31, 2024 compared to $808.2 million for year ended December 31, 2023.

This change was primarily driven by higher performance allocations from our Capital, Growth and Real Estate platforms during the year ended December 31, 2024 compared to the year ended December 31, 2023, and from the acquisition of TPG Angelo Gordon in November 2023, which contributed $301.6 million of net gains during the year ended December 31, 2024.

Performance allocation income from our Capital platform was $560.6 million for the year ended December 31, 2024 compared to $438.5 million for the year ended December 31, 2023.

Performance allocation income for the year ended December 31, 2024 was largely driven by gains of $236.2 million from TPG VIII, $176.9 million from TPG VII and $174.8 million from TPG IX, partially offset by losses of $73.6 million from Asia VI and $56.4 million from Asia VII.

Performance allocation income for the year ended December 31, 2023 was primarily driven by gains of $318.9 million from TPG VIII and $60.9 million from THP I, partially offset by losses of $48.4 million from Asia VI.

Performance allocation income from our Growth platform was $362.4 million for the year ended December 31, 2024 compared to $121.7 million for the year ended December 31, 2023.

As such, net income available to controlling interest holders is zero for each of the TPG Operating Group Excluded entities following January 1, 2022.

The $709.9 million increase in performance allocations during the year ended December 31, 2025 compared to the year ended December 31, 2024 is attributable to:

• income of $948.1 million from our Capital platform for the year ended December 31, 2025 was primarily driven by gains of $500.3 million from TPG IX, $171.6 million from Asia VII and $135.9 million from THP II.

Performance allocation income for the year ended December 31, 2024 was primarily driven by gains of $236.2 million from TPG VIII, $176.9 million from TPG VII and $174.8 million from TPG IX, partially offset by losses of $73.6 million from Asia VI and $56.4 million from Asia VII;

• income of $125.6 million from our Growth platform for the year ended December 31, 2025 was primarily driven by gains of $103.7 million from TTAD II, $29.1 million from Growth VI, partially offset by losses of $30.2 million from TTAD I.

Performance allocation income for the year ended December 31, 2024 was primarily driven by $156.8 million from Growth IV, $120.8 million from Growth V and $83.6 million from TTAD II;

Performance allocation income for the year ended December 31, 2023 was primarily driven by gains of $80.8 million from Growth V and $64.4 million from Growth IV.

Performance allocation income from our Impact platform was $135.2 million for the year ended December 31, 2024 compared to $229.6 million for the year ended December 31, 2023.

Performance allocation income for the year ended December 31, 2024 was largely driven by gains of $63.9 million from Rise III, $45.2 million from Rise Climate I and $41.6 million from Rise II, partially offset by losses of $15.5 million from Rise I.

Performance allocation income for the year ended December 31, 2023 was primarily driven by gains of $177.3 million from Rise Climate I and $55.9 million from Rise II.

TPG AG Credit generated income of $406.5 million primarily attributable to $81.1 million from Credit Solutions II, $68.8 million from MVP, $37.7 million from MMDL IV, $25.7 million from ABC Fund and $20.8 million from Essential Housing II.

TPG AG Real Estate generated net losses of $105.0 million primarily attributable to $90.2 million from Realty Value X, $31.9 million from Europe Realty II, $29.9 million from Asia Realty IV and $12.5 million from Realty VIII, which were partially offset by gains of $41.8 million from Net Lease Realty III.

TREP III within the Real Estate platform generated $21.2 million of gains during the year ended December 31, 2024 compared to a losses of $73.3 million during the year ended December 31, 2023.

Performance allocation losses of $29.7 million from our Market Solutions platform were primarily driven by $32.1 million of loss from NewQuest IV and $29.4 million from NewQuest III, partially offset by net gains of $16.0 million from TPEP during the year ended December 31, 2024.

Performance allocation income for the year ended December 31, 2023 was primarily driven by gains of $33.5 million from TPEP and $8.8 million from NewQuest V, partially offset by net losses of $20.2 million from NewQuest III.

TPG Operating Group Excluded generated losses of $51.4 million during the year ended December 31, 2024 compared to a loss of $58.8 million during the year ended December 31, 2023.

Performance allocation losses for the year ended December 31, 2024 were primarily driven by losses of $27.2 million from Biotech III from our Growth platform and $9.5 million from Asia V from our Capital platform, partially offset by gains of $5.3 million from Biotech V from our Growth platform.

Performance allocation losses from TPG Operating Group Excluded for the year ended December 31, 2023 was primarily driven by losses of $24.6 million from TPG VI and $24.4 million from Asia V from our Capital platform and $22.9 million from Gator within our Growth platform, offset by gains of $12.6 million from Biotech III within our Growth platform.

As of December 31, 2024, accrued performance allocations presented as investments in the Consolidated Statement of Financial Condition for Common Unit holders TPG Operating Group shared TPG general partner entities totaled $5.7 billion.

As of December 31, 2024, accrued performance allocations presented as investments in the Consolidated Statement of Financial Condition for Common Unit holders TPG Operating Group excluded TPG general partner entities totaled $0.3 billion.

• income of $307.3 million from our Impact platform for the year ended December 31, 2025 was primarily driven by gains of $192.4 million from Rise Climate I and $109.0 million from Rise III.

Performance allocation income for the year ended December 31, 2024 was primarily driven by gains of $63.9 million from Rise III, $45.2 million from Rise Climate I and $41.6 million from Rise II, partially offset by losses of $15.5 million from Rise I;

• income of $373.7 million from our Credit platform for the year ended December 31, 2025 was primarily driven by gains of $71.4 million from Credit Solutions II, $56.7 million from MVP, $33.0 million from Credit Solutions III Fund and $32.1 million from MMDL V.

Performance allocation income for the year ended December 31, 2024 was primarily driven by gains of $81.1 million from Credit Solutions II, $68.8 million from MVP, $37.7 million from MMDL IV, $25.7 million from ABC Fund and $20.8 million from Essential Housing II.;

• income of $134.4 million from our Real Estate platform for the year ended December 31, 2025 was primarily driven by gains of $182.7 million from TREP III, $24.1 million from Asia Realty V and $16.5 million from Net Lease IV, which were partially offset by losses of $51.8 million from Asia Realty IV and $38.3 million from Realty X.

Performance allocation losses for the year ended December 31, 2024 were primarily driven by losses of $90.2 million from Realty Value X, $31.9 million from Europe Realty II, $29.9 million from Asia Realty IV and $12.5 million from Realty VIII, which were partially offset by gains of $41.8 million from Net Lease Realty III and $21.3 million from TREP III;

• income of $130.9 million from our Market Solutions platform during the year ended December 31, 2025 was primarily driven by gains of $75.3 million from NewQuest IV and $12.7 million from TGS.

Performance allocation losses for the year ended December 31, 2024 were primarily driven by losses of $32.1 million from NewQuest IV and $29.4 million from NewQuest III, partially offset by net gains of $16.0 million from TPEP.

TPG Operating Group Excluded entities generated losses of $8.4 million during the year ended December 31, 2025 compared to losses of $51.4 million during the year ended December 31, 2024.

Performance allocation losses for the year ended December 31, 2025 were primarily driven by losses of $21.2 million from Gator from our Growth platform, partially offset by gains of $4.4 million from TPG VI from our Capital platform.

Performance allocation losses from TPG Operating Group Excluded entities for the year ended December 31, 2024 were primarily driven by losses of $27.2 million from Biotech III from our Growth platform and $9.5 million from Asia V from our Capital platform, partially offset by gains of $5.3 million from Biotech V from our Growth platform.

As of December 31, 2025, accrued performance allocations presented as investments in the Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group shared TPG general partner entities totaled $7.1 billion.

As of December 31, 2025, accrued performance allocations presented as investments in the Consolidated Statements of Financial Condition for Common Unit holders TPG Operating Group excluded TPG general partner entities totaled $0.2 billion.

Capital Interests.

Capital interests income increased by $64.2 million for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily attributable to gains from our investments in TPG VII, TPG VIII, TPG IX, Rise III, TRTX, Growth V and MVP Fund, offset by losses from our investment in Asia VI and Asia VII during the year ended December 31, 2024.

During the year ended December 31, 2023, we recognized gains on our investments in TPG VII, TPG VIII and Rise Climate I offset by losses from our investments in Asia VI.

Capital interests income increased $123.2 million for the year ended December 31, 2025 compared to the year ended December 31, 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 year ended December 31, 2025.

During the year ended December 31, 2024, we recognized gains on our investments in TPG VII, TPG IX and TRTX, offset by losses from our investment in Asia VII.

Cash-Based Compensation and Benefits.

Cash-based compensation and benefits expense increased by $288.0 million, or 53%, for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily driven by the increase in headcount due to the acquisition of TPG Angelo Gordon in November 2023.

Cash-based compensation and benefits expense increased $59.1 million, or 7%, for the year ended December 31, 2025 compared to the year ended December 31, 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 increased by $351.4 million, or 54%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by an increase in compensatory equity awards under U.S.

GAAP associated with the TPG Angelo Gordon acquisition, and an increase in compensatory RSU grants to TPG employees, certain of our executives and TPG Angelo Gordon employees, as described in Note 19 to the Consolidated Financial Statements.

Equity-based compensation expense decreased $192.6 million, or 19%, for the year ended December 31, 2025 compared to the year ended December 31, 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 compensatory RSU grants to certain TPG Peppertree partners, as described in Note 18 to the Consolidated Financial Statements.

Performance Allocation Compensation.

Performance allocation compensation increased by $338.4 million, or 57%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

Performance allocation compensation increased $497.4 million, or 53%, for the year ended December 31, 2025 compared to the year ended December 31, 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 by $101.2 million, or 21%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by the increase in information technology costs, rent expenses and other administrative costs from TPG Angelo Gordon, which was acquired in November 2023.

General and administrative expenses increased $118.4 million, or 20%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change was primarily driven by an increase in rent expense due to the commencement of a new office lease in 2025, along with increases in reimbursable expenses from TPG funds and professional fees.

Depreciation and Amortization.

Depreciation and amortization increased by $87.7 million for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily due to the amortization of intangible assets resulting from the acquisition of TPG Angelo Gordon in November 2023.

Depreciation and amortization increased $9.2 million for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily due to the amortization of intangible assets resulting from the acquisition of Peppertree in July 2025.

Interest Expense.

Interest expense increased by $49.0 million for the year ended December 31, 2024 compared to the year ended December 31, 2023 primarily due to additional interest expense on our Senior Notes and Subordinated Notes issued during the year ended December 31, 2024, as described in Note 12 to the Consolidated Financial Statements, and higher interest rates on certain borrowings.

Expenses of Consolidated Public SPACs.

Expenses of consolidated Public SPACs decreased by $1.1 million for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was due to the redemption of all outstanding shares of the Public SPACs during the year ended December 31, 2023.

Net (Losses) Gains from Investment Activities.

Net (losses) gains from investment activities was a loss of $29.3 million for year ended December 31, 2024 compared to a gain of $6.6 million for the year ended December 31, 2023.

This change was primarily attributable to a net loss of $26.8 million from our investment in Nerdy Inc.

(“NRDY”) during the year ended December 31, 2024.

Interest expense increased $24.6 million, or 28%, for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily attributable to higher average debt outstanding throughout the year.

Net Losses from Investment Activities.

Net losses from investment activities totaled $2.8 million for the year ended December 31, 2025 compared to net losses of $29.3 million for the year ended December 31, 2024.

This change was primarily attributable to a net loss from our investment in Nerdy Inc.

during the year ended December 31, 2024.

Interest, Dividends and Other.

Interest, dividends and other increased by $40.1 million for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by additional interest income and dividend income from TPG Angelo Gordon, which was acquired in November 2023.

Investment and Other Income of Consolidated Public SPACs.

Investment and other income of consolidated Public SPACs recognized during the year ended December 31, 2023 was related to the interest income earned on the Assets held in Trust Account and the unrealized losses on derivative instruments warrants issued by the consolidated Public SPAC entities and forward purchase agreements held by third parties.

As of December 31, 2023, we no longer hold any Assets held in Trust Accounts or have any derivative liabilities associated with Public SPACs in our Consolidated Financial Statements due to the redemption of the outstanding shares of the Public SPACs during the year ended December 31, 2023.

Interest, dividends and other increased $10.9 million, or 13%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by a change in the fair value of contingent liabilities related to acquisitions.

Income Tax Expense.

Income tax expense decreased by $8.2 million or 14% for the year ended December 31, 2024 compared to the year ended December 31, 2023 primarily due to income tax expense in connection with an increase in valuation allowance during the year ended December 31, 2023 as compared to an income tax benefit in connection with a decrease in valuation allowance during the year ended December 31, 2024, offset by an increase in certain compensation expenses that are not tax deductible incurred during the year ended December 31, 2024.

Unaudited Condensed Consolidated Statements of Financial Condition (U.S.

Income tax expense increased by $14.9 million, or 29%, for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily due to an increase in income attributable to TPG Inc.

partially offset by benefits recognized in connection with equity based compensation as well as a state tax income tax benefit in connection with the remeasurement of deferred tax assets due to a change in the Company’s state effective tax rate.

Unaudited Consolidated Statements of Financial Condition (U.S.

December 31, 2025 December 31, 2024

($ in thousands)

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Intangible assets and goodwill 1,158,027 969,786

Right-of-use assets 552,254 208,501

Deferred tax assets 860,676 352,951

Other assets 310,467 245,561

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Accrued performance allocation compensation 5,399,750 4,376,523

Operating lease liabilities 604,593 223,131

Other liabilities 935,038 596,345

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Total liabilities and equity $ 13,492,935 $ 10,535,109

Cash and cash equivalents increased $142.8 million during the year ended December 31, 2024 primarily due to $351.0 million of proceeds from our Senior Notes and Subordinated Notes offerings and our 364-Day Credit Facility, net of repayment of our outstanding borrowings under our Senior Unsecured Revolving Credit Facility and Senior Unsecured Term Loan, and cash generated from our operating activities, partially offset by payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries.

Investments increased $779.2 million during the year ended December 31, 2024 primarily due to net capital allocation-based income of $1,413.0 million and purchases of $862.8 million, which were partially offset by proceeds of $1,460.5 million.

Other assets increased $331.2 million during the year ended December 31, 2024 primarily due to the deferred tax assets recorded in connection with the exchange of Common Units described in Note 20 to the Consolidated Financial Statements.

Debt obligations increased $336.9 million during the year ended December 31, 2024 primarily due to the Senior Notes and Subordinated Notes offerings and borrowings under our 364-Day Credit Facility, offset by repayment of our outstanding borrowings under our Senior Unsecured Revolving Credit Facility and Senior Unsecured Term Loan.

Due to affiliates increased $322.0 million during the year ended December 31, 2024 primarily due to an increase of $308.9 million in expected payments to be made in future years in connection with certain exchanges of Common Units for Class A common stock subject to our Tax Receivable Agreement.

Accrued performance allocation compensation increased $280.5 million for the year ended December 31, 2024, primarily attributable to net increases in performance fee compensation expense of $930.1 million, partially offset by settlements of performance allocation compensation of $639.7 million during the year ended December 31, 2024.

Investments increased $1,708.5 million during the year ended December 31, 2025 primarily due to net capital allocation-based income of $2,246.1 million, purchases of $1,122.8 million and $561.9 million related to the acquisition of Peppertree, which we completed in July 2025, which were partially offset by proceeds of $2,296.9 million.

Intangible assets and goodwill increased $188.2 million during the year ended December 31, 2025 primarily due to the acquisition of Peppertree in July 2025.

Right-of-use assets and operating lease liabilities increased $343.8 million and $381.5 million, respectively, for the year ended December 31, 2025 primarily due to the commencement of a new office lease in 2025.

Deferred tax assets, net of valuation allowance, increased $507.7 million during the year ended December 31, 2025 primarily due to additional deferred tax assets arising from exchanges of TPG Operating Group Common Units for Class A common stock during the year ended December 31, 2025.

Debt obligations increased $440.6 million during the year ended December 31, 2025 primarily due to the issuance of the 2036 Senior Notes.

Due to affiliates increased $229.5 million during the year ended December 31, 2025 primarily due to additional payments expected to be made in future years of $189.9 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 $1,023.2 million for the year ended December 31, 2025, primarily attributable to performance fee compensation expense of $1,427.5 million, and a $403.1 million increase in liability related to the acquisition of Peppertree in July 2025, partially offset by settlements of performance allocation compensation of $803.6 million during the year ended December 31, 2025.

Other liabilities increased $338.7 million during the year ended December 31, 2025 primarily due to $286.1 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

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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) net income (loss) attributable to non-controlling interests in consolidated entities, or (v) certain other items, such as contingent reserves.

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.

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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, (v) amortization, and (vi) 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.

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After-Tax Distributable Earnings $ 973,489 $ 837,275

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Year Ended December 31, 2025 Compared to Year Ended December 31, 2024

Fee-Related Revenues

Fee-related revenues increased by $494.2 million, or 37%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

The increase was primarily due to additional management fees of $447.0 million.

Fee-related revenues increased $277.8 million, or 15%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

The increase was primarily due to additional management fees of $174.4 million and an increase in transaction, monitoring and other fees, net of $101.7 million, partially offset by a decrease in other income of $14.5 million.

Management Fees

5 unchanged sentences

Impact 276,538 198,824

TPG Angelo Gordon

TPG AG Credit 311,033 50,477

TPG AG Real Estate 209,601 33,589

Credit 341,772 311,033

Real Estate 350,077 350,647

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Total Management Fees $ 1,800,061 $ 1,625,710

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Management fees increased by $447.0 million, or 38%, for the year ended December 31, 2024 compared to the year ended December 31, 2023.

This change was primarily driven by the increase of $436.6 million in management fees from TPG Angelo Gordon, acquired in November 2023.

During the year ended December 31, 2024, we recorded $311.0 million in fees from TPG AG Credit, primarily driven by MVP Fund, MMDL III, MMDL IV and Credit Solutions II, and $209.6 million from TPG AG Real Estate, primarily driven by Realty Value XI, Realty Value X, Asia Realty V, Europe Realty IV, Net Lease Realty III and Net Lease Realty IV.

Management fees from our Capital platform increased $0.6 million during the year ended December 31, 2024.

Fee earning capital raised during the year ended December 31, 2024 resulted in additional fees from Asia VIII, partially offset by catch-up fees earned during the fourth quarter of 2023 from TPG IX and realizations from TPG AAF in the third quarter of 2023.

Management fees from our Growth platform increased $12.0 million mainly due to Growth VI, which was activated during the fourth quarter of 2023, partially offset by a decrease in fees from Growth V largely due to a step down in fee basis from committed to invested capital during the first quarter of 2024.

Management fees from our Impact platform decreased $2.4 million, primarily attributable to Rise Climate I, which had a step down in fee basis from committed to invested capital during the fourth quarter of 2024, partially offset by additional fees from Rise Climate II, which was activated during the third quarter of 2024.

Management fees from our Real Estate platform decreased $8.5 million primarily due to TREP III, which had a step down in fee basis from committed to invested capital in the second quarter of 2023.

Management fees from our Market Solutions platform increased $8.8 million primarily due to TGS and NewQuest V as a result of additional fee earning capital raised during the twelve months ended December 31, 2024, partially offset by a decrease in fees from TPEP as a result of a decrease in fee earning AUM.

Certain management fees totaling $50.4 million earned during the year ended December 31, 2024, were considered catch-up fees as a result of additional capital commitments from limited partners.

Catch-up fees primarily consisted of $21.9 million for Asia VIII and $8.7 million for TGS.

The $174.4 million increase in management fees during the year ended December 31, 2025 compared to the year ended December 31, 2024 is attributable to:

• a decrease of $13.8 million from our Capital platform primarily due to catch-up fees from Asia VIII earned during the year ended December 31, 2024, a reduction in the fee basis of TPG VII and TPG VIII resulting from the realization of portfolio investments, a step-down in fee basis of TPG IX from committed capital to invested capital in the fourth quarter of 2025, and Asia VI which ceased paying management fees in 2024, partially offset by fees earned from TPG X, which was activated during the third quarter of 2025;

• an increase of $65.5 million from our Growth platform primarily due to new capital raised for Growth VI during the last twelve months, resulting in a larger fee-earning commitment base;

• an increase of $77.7 million from our Impact platform primarily due to fees earned from Rise Climate II, Rise Climate Global South and Rise Climate TI, 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;

• an increase of $30.7 million from our Credit platform primarily due to a higher fee basis from deployment of capital in MMDL V and MMDL Evergreen as well as 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 lower fee earning AUM;

• a decrease of $0.6 million from our Real Estate platform primarily due to Realty IX which ceased paying fees beginning in the second quarter of 2025, partially offset by catch-up fees earned from Europe Realty IV;

• an increase of $14.8 million from our Market Solutions platform primarily due to additional management fees from Peppertree IX and Peppertree X which were acquired in July 2025, partially offset by catch-up fees earned from TGS I recognized during the year ended December 31, 2024.

Fee-Related Performance Revenues

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($ in thousands)

TPG AG Credit $ 33,032 $ 1,642

Credit $ 28,939 $ 33,032

Market Solutions 20,348 —

Total Fee-Related Performance Revenues $ 49,287 $ 33,032

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Fee-related performance revenues increased $31.4 million for the year ended December 31, 2024 compared to the year ended December 31, 2023 due to the addition of TCAP and an MMDL SMA as part of the acquisition of TPG Angelo Gordon in November 2023.

Fee-related performance revenues increased $16.3 million for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily attributable to the Market Solutions platform driven by the crystallization of T-POP fee-related performance revenues.

Transaction, Monitoring and Other Fees, Net

5 unchanged sentences

Impact 7,899 6,510

TPG Angelo Gordon

TPG AG Credit 4,133 739

TPG AG Real Estate 2,119 105

Credit 8,763 4,133

Real Estate 3,316 4,014

1 unchanged sentence

Total Transaction, Monitoring and Other Fees, Net $ 249,348 $ 147,644

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Transaction, monitoring and other fees, net increased by $39.9 million, or 37%, for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily attributable to an increase in fees received by our Market Solutions platform as a result of increased capital markets activity among our portfolio companies involving our broker-dealer.

The following table presents other income for the years ended December 31, 2024 and 2023:

Transaction, monitoring and other fees, net increased $101.7 million for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change was primarily driven by a $96.1 million increase in our Market Solutions platform as a result of capital markets activity among our portfolio companies involving our broker-dealer.

Year Ended December 31,

3 unchanged sentences

Total Other Income $ 10,559 $ 25,071

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Total other income decreased by $24.1 million, or 49%, for the year ended December 31, 2024 compared to the year ended December 31, 2023 primarily due to lower income from our former affiliate.

As of April 2024, the contracts to provide services to such party have ended.

Total other income decreased $14.5 million, or 58%, for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily due to the expiration of contracts to provide services to our former affiliate in April 2024.

Fee-Related Expenses

Fee-related expenses increased by $336.3 million, or 46%, for the year ended December 31, 2024 compared to the year ended December 31, 2023, comprised primarily of higher cash-based compensation and benefits, net of $236.7 million and increased operating expenses, net of $84.5 million.

Fee-related expenses increased $89.5 million, or 8%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

The increase was primarily comprised of higher cash-based compensation and benefits, net of $54.6 million and an increase in operating expenses, net of $26.8 million.

Cash-Based Compensation and Benefits, Net

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Total Cash-Based Compensation and Benefits, Net $ 743,565 $ 689,001

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Total cash-based compensation and benefits, net increased by $236.7 million, or 52%, for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily driven by the increase in headcount due to the acquisition of TPG Angelo Gordon in November 2023.

These increases were partially offset by an increase in compensation reimbursements related to services provided to certain fund and portfolio companies of $16.1 million.

Total cash-based compensation and benefits, net increased $54.6 million, or 8%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change was primarily due to higher salaries, benefits and bonuses resulting from an overall increase in headcount, partially offset by an increase in reimbursements.

Fee-Related Performance Compensation

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($ in thousands)

TPG AG Credit $ 16,516 $ 1,407

TPG AG Real Estate — (6)

Credit $ 14,469 $ 16,516

Market Solutions 10,175 —

Total Fee-related Performance Compensation $ 24,644 $ 16,516

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Total fee-related performance compensation increased by $15.1 million for the year ended December 31, 2024 compared to the year ended December 31, 2023 due to fees generated by TCAP and certain SMAs, which were part of the acquisition of TPG Angelo Gordon in November 2023.

Total fee-related performance compensation increased $8.1 million for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This was primarily attributable to the increase in fee-related performance revenues from T-POP 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 investment funds that we manage and monitoring services provided to our portfolio companies.

Operating expenses, net were $361.7 million and $277.3 million for the years ended December 31, 2024 and 2023, respectively, with the increase of $84.5 million primarily driven by the increase in information technology costs, rent expenses and other administrative costs from TPG Angelo Gordon, which was acquired in November 2023.

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 $26.8 million, or 7%, for the year ended December 31, 2025 compared to the year ended December 31, 2024.

This change was primarily due to an increase in professional fees.

Realized Performance Allocations, Net

5 unchanged sentences

Impact 4,534 17,801

TPG Angelo Gordon

TPG AG Credit 66,916 5,552

TPG AG Real Estate 4,990 389

Credit 64,448 66,916

Real Estate 9,443 9,936

1 unchanged sentence

Total Realized Performance Allocations, Net $ 204,710 $ 194,582

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Realized performance allocations, net of $194.6 million for the year ended December 31, 2024 were largely generated from realizations of $48.3 million from TPG VIII and $11.5 million from TPG VII in the Capital platform, $27.9 million from Growth IV in the Growth platform, $17.8 million from Rise Climate I in the Impact platform, and $14.4 million from MVP Fund and $13.5 million from MMDL IV in TPG AG Credit.

This activity included realizations sourced from portfolio companies such as Global Music Rights, Azoff Music, Nextracker, DirecTV and Viking Cruises.

Realized performance allocations, net of $204.7 million for the year ended December 31, 2025 were largely generated from realizations of $48.0 million from TPG VII, $9.8 million from TPG VIII, $9.5 million from Asia VIII, and $8.6 million from Asia VII in the Capital platform, $42.5 million from Growth IV in the Growth platform, $11.3 million from MVP Fund, $10.6 million from Credit Solutions II, and $5.8 million from MMDL V in the Credit platform, and $6.1 million from Net Lease Realty III in the Real Estate platform.

The activity consisted of realizations sourced from portfolio companies including Viking Cruises, Crunch Fitness, DirecTV, Q-Centrix, and Samhwa Co.

Realized Investment Income and Other, Net

5 unchanged sentences

Total Realized Investment Income and Other, Net $ (20,660) $ (7,703)

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Realized investment income and other, net increased by $39.5 million, or 84%, due to a decrease in non-core expenses of $39.2 million.

Depreciation expense increased $13.8 million for the year ended December 31, 2024 compared to the year ended December 31, 2023 primarily due to the acquisition of TPG Angelo Gordon.

The decrease in realized investment income and other, net of $13.0 million during the year ended December 31, 2025 compared to the year ended December 31, 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 $41.0 million related to our unoccupied lease space and $28.9 million for strategic transaction activity during the year ended December 31, 2025.

Depreciation expense remained flat for the year ended December 31, 2025 compared to the year ended December 31, 2024.

Interest Expense, Net

5 unchanged sentences

Interest Expense, Net $ 74,158 $ 36,109

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

The increase in interest expense, net during the year ended December 31, 2024 compared to the year ended December 31, 2023 was primarily due to additional interest expense on our Senior Notes and Subordinated Notes issued during 2024.

Interest expense, net increased $38.0 million for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by higher average debt outstanding throughout the year.

Distributable Earnings

The increase in Distributable Earnings for the year ended December 31, 2024 compared to the year ended December 31, 2023 was primarily due to a 26% increase in our Fee-Related Earnings and an increase in realized performance allocations, net, partially offset by an increase in interest expense, net.

Income taxes increased $14.7 million for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily due to an increase in distributable earnings allocable to TPG Inc.

Unaudited Non-GAAP Balance Sheet Measures

Book assets, book liabilities and net book value are non-GAAP performance measures of TPG Operating Group’s assets, liabilities and equity on a deconsolidated basis which reflects our investments in subsidiaries as equity method investments.

Additionally, the book assets, book liabilities and net book value include the tax assets and liabilities of TPG Inc.

We utilize these measures to assess the unrealized value of our book assets after deducting for book liabilities as well as assess our indirect interest in accrued performance allocations from our funds and our co-investments in our funds and third-party investments.

We believe these measures are useful to investors as they provide additional insight into the net assets of the TPG Operating Group on a deconsolidated basis.

These non-GAAP financial measures should not be considered as a substitute for, or superior to, similar financial measures calculated in accordance with U.S.

These non-GAAP financial measures may differ from the calculations of other alternative asset managers and, as a result, may not be comparable to similar measures presented by other companies.

Refer to “ — Reconciliation to U.S.

GAAP Measures” for reconciliations of the Consolidated Statements of Financial Condition to the non-GAAP Balance Sheet.

The following table sets forth our non-GAAP book assets, book liabilities and net book value as of December 31, 2024 and December 31, 2023:

($ in thousands)

Cash and cash equivalents $ 147,056 $ 105,480

Net accrued performance 973,567 891,455

Investments in funds 1,189,868 877,802

Intangible assets and goodwill 910,314 1,007,899

Other assets 1,028,380 679,638

Total Book Assets $ 4,249,185 $ 3,562,274

Book Liabilities

Accounts payable, accrued expenses and other $ 614,822 $ 296,147

Debt obligations 1,281,984 945,052

Total Book Liabilities $ 1,896,806 $ 1,241,199

Net Book Value $ 2,352,379 $ 2,321,075

During the year ended December 31, 2024, net book value increased as a consequence of net income exceeding distribution and other equity transactions including tax payments on RSU settlements and the payment of dividend equivalents.

Net income was driven by Fee Related Earnings and appreciation of accrued performance fee and coinvest positions led by TPG VII, TPG VIII, TPG IX, Growth IV, Growth V, AG Credit Solutions and AG Middle Marked Direct Lending.

The increase in DE for the year ended December 31, 2025 compared to the year ended December 31, 2024 was primarily due to an increase in FRE, partially offset by an increase in interest expense.

Income taxes increased $11.3 million for the year ended December 31, 2025 compared to the year ended December 31, 2024 primarily due to an increase in expected payments under our Tax Receivable Agreement for the year ended December 31, 2025.

Reconciliation to U.S.

14 unchanged sentences

Interest expense (112,111) (87,511)

Expenses related to consolidated Public SPACs — (1,053)

Expense reimbursements (275,303) (217,049)

1 unchanged sentence

Equity-based compensation (813,741) (1,006,312)

Acquisition success fees — (20,000)

Acquisition success fee (4,000) —

Non-core expenses and other (160,569) (134,783)

2 unchanged sentences

($ in thousands)

Net (loss) income $ (76,915) $ 23,385

Net income attributable to redeemable interests in Public SPACs — (12,044)

Net income (loss) $ 599,585 $ (76,915)

Net income attributable to other non-controlling interests (364,226) (75,529)

3 unchanged sentences

Unrealized investment income 6,018 (77,282)

Unrealized gain on derivatives — (59)

Income taxes (1,579) (5,388)

Acquisition success fees — 20,000

Acquisition success fee 4,000 —

Non-recurring and other (3,528) 49,814

7 unchanged sentences

Fee-Related Earnings $ 952,572 $ 764,228

Balance sheet

The following tables reconcile the most directly comparable financial measures calculated and presented in accordance with U.S.

GAAP to non-GAAP financial measures as of December 31, 2024 and 2023:

($ in thousands) 2024 2023

Total GAAP Assets $ 10,535,109 $ 9,369,672

Impact of other consolidated entities

Cash and cash equivalents (660,961) (559,708)

Due from affiliates (373,850) (346,910)

Investments (5,339,846) (4,954,855)

Intangible assets and goodwill (59,472) (77,688)

Other assets (270,437) (285,406)

Subtotal for other consolidated entities (6,704,566) (6,224,567)

Reclassification adjustments (1)

Restricted cash (13,175) (13,183)

Due from affiliates (73,162) (72,067)

Investments (2,163,435) (1,769,257)

Net Accrued Performance

Investments in funds 1,189,868 877,802

Other assets 504,979 502,419

Subtotal for reclassification adjustments 418,642 417,169

Total Book Assets $ 4,249,185 $ 3,562,274

Total GAAP Liabilities $ 6,943,120 $ 6,008,538

Impact of other consolidated entities

Accounts payable and accrued expenses (209,254) (167,235)

Due to affiliates (146,125) (137,479)

Year Ended December 31,

($ in thousands)

GAAP Investments $ 9,211,816 $ 7,503,281

Equity method and other investments (1,902,577) (1,545,202)

Accrued performance allocation compensation (5,399,750) (4,376,523)

Other liabilities (322,392) (377,727)

Subtotal for other consolidated entities (5,054,294) (4,778,493)

Reclassification adjustments (1)

Accounts payable and accrued expenses 612,162 291,586

Due to affiliates (319,012) (5,696)

Other liabilities (285,170) (274,736)

Subtotal for reclassification adjustments 7,980 11,154

Total Book Liabilities $ 1,896,806 $ 1,241,199

Total GAAP Equity $ 3,591,989 $ 3,361,134

Impact of other consolidated entities (629,734) (607,989)

Reclassification adjustments (1)

410,662 406,015

Net Book Value $ 2,352,379 $ 2,321,075

(1) Certain amounts were reclassified to reflect how we utilize our non-GAAP balance sheet measures.

We separately analyze our investments on a non-GAAP basis between accrued performance fees and other investments, which consists of co-investments into our funds and other equity method investments.

Additionally, we reclassified U.S.

GAAP financial statement amounts due from affiliates and certain amounts within other assets, net for non-GAAP purposes and reclassified U.S.

GAAP financial statement amounts due to affiliates and other liabilities within accounts payable, accrued expenses and other for non-GAAP purposes.

Net Accrued Performance $ 1,279,755 $ 973,567

Operating Metrics

13 unchanged sentences

Impact 31,258 26,569

TPG Angelo Gordon

TPG AG Credit 72,359 59,631

TPG AG Real Estate 18,674 18,268

Credit 93,064 72,359

Real Estate 38,168 36,296

10 unchanged sentences

Changes in Investment Value and Other (2)

23,957 19,032

AUM as of end of period $ 303,029 $ 245,873

_________________

(1) Outflows represent redemptions and withdrawals.

1 unchanged sentence

AUM increased approximately $57.2 billion during the year ended December 31, 2025.

This change was driven by capital raised of $30.1 billion and net increases in investment value of $19.0 billion, partially offset by realizations of $22.9 billion.

Capital raised was primarily attributable to Asia VIII within the Capital platform, Growth VI within the Growth platform, Rise Climate II and Rise Climate TI within the Impact platform, Credit Solutions III, MMDL V, and Essential Housing III within TPG AG Credit and TGS within the Market Solutions platform.

These increases were partially offset by realizations of $22.9 billion primarily attributable to TPG VII, TPG VIII and Asia VII within the Capital platform, Growth IV within the Growth platform, Rise Climate I within the Impact platform, Credit Solutions II Dislocation A, MMDL IV, Essential Housing II and Credit Solutions II within TPG AG Credit and Asia Realty IV and Realty Value X within TPG AG Real Estate.

AUM also increased due to investment appreciation during the year ended December 31, 2024.

This increase was led by $51.5 billion of capital raised 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, MMDL Continuation I and ABC Evergreen within the Credit platform, TRECO within the Real Estate platform and TGS II and T-POP within the Market Solutions platform.

Investment appreciation of $24.0 billion and the $7.9 billion acquisition of Peppertree in July further contributed to AUM growth during the year ended December 31, 2025.

These increases were partially offset by realization activities in TPG VII, TPG IX, Asia VI and Asia VII within the Capital platform, Growth IV and Growth V within the Growth platform, Rise II within the Impact platform, MMDL III, MMDL IV and MMDL II within the Credit platform and TREP III and Net Lease Realty III within the Real Estate platform during the year ended December 31, 2025.

Fee-Earning Assets Under Management

9 unchanged sentences

Impact 20,635 17,357

TPG Angelo Gordon

TPG AG Credit 43,005 40,005

TPG AG Real Estate 14,379 14,035

Credit 52,772 43,005

Real Estate 26,068 26,138

7 unchanged sentences

Fee-Earning Capital Raised (1)

Net Change in Investment Activity (2)

22,099 10,882

Reduction in Fee Base of Certain Funds (4)

Deployment (2)

20,517 14,012

Realizations (3)

(13,008) (15,980)

Reduction in Fee Base (4)

(5,070) (3,663)

(2,472) (1,906)

Market Activity and Other (6)

FAUM as of end of period $ 170,102 $ 141,286

_________________

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) Net Change in Investment Activity includes capital called during the period, net of return of capital distributions and changes in net asset value of hedge funds.

It also includes adjustments related to funds with a fee structure based on the cost or value of investments.

(3) Outflows represent redemptions and withdrawals.

(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.

FAUM increased from $136.8 billion as of December 31, 2023 to $141.3 billion as of December 31, 2024.

This was driven by fee earning capital raised activity totaling $10.7 billion primarily attributable to the subsequent closings of Asia VIII within the Capital platform, which had its final close in April 2024, Growth VI within the Growth platform, which was activated during the fourth quarter of 2023, Rise Climate II and Rise Climate TI within the Impact platform, which had their initial closes during the third and fourth quarters of 2024, respectively, and TCAP within TPG AG Credit.

(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 $28.8 billion during the year ended December 31, 2025, primarily driven by $22.1 billion in fee-earning capital raised.

This activity was led by the activation of TPG X during the third quarter within the Capital platform, the final closing of Growth VI during the second quarter within the Growth platform, subsequent closings for Rise Climate II during the third and fourth quarters within the Impact platform and the activation of TGS II during the third quarter within the Market Solutions platform.

Deployment added $20.5 billion to FAUM primarily driven by TPG IX within the Capital platform, TTAD II within Growth platform, Rise Climate I within the Impact platform and MMDL V, MMDL Continuation I, Credit Solutions III, ABC Fund II and MMDL Evergreen within the Credit platform.

Acquisition of Peppertree in July 2025 within the Market Solutions platform contributed an additional $4.5 billion of FAUM during the year ended December 31, 2025.

These increases were partially offset by realizations of $13.0 billion primarily attributable to TPG VII within the Capital platform, Growth IV within the Growth platform, MMDL III, Essential Housing II, MMDL IV, MMDL II and Credit Solutions II within the Credit platform and Net Lease Realty III and TREP III within the Real Estate platform.

For the year ended December 31, 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 1.16%.

10 unchanged sentences

Impact 173 116

TPG Angelo Gordon

TPG AG Credit 73 59

TPG AG Real Estate 71 97

Real Estate 100 82

1 unchanged sentence

Net Accrued Performance $ 1,280 $ 974

Net accrued performance was primarily driven by TPG VII, TPG VIII, Asia VII, Growth IV, Growth V and Rise I as of December 31, 2024 and TPG VII, TPG VIII, Asia VI, Asia VII, Growth IV, Growth V, Rise I, Rise II and Rise Climate I as of December 31, 2023.

Net accrued performance was primarily driven by TPG VIII, TPG IX, Asia VII, Growth V and Growth IV as of December 31, 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.

9 unchanged sentences

FAUM Subject to Step-Up is included within FAUM.

The table below reflects AUM Subject to Fee Earning Growth by platform as of years ended December 31, 2024 and 2023:

The table below reflects AUM Subject to Fee-Earning Growth by platform as of December 31, 2025 and December 31, 2024:

December 31, 2025 December 31, 2024

($ in millions)

3 unchanged sentences

Impact 981 1,928

TPG Angelo Gordon

TPG AG Credit 7,613 3,721

TPG AG Real Estate 953 1,206

Credit 13,463 7,613

Real Estate 3,886 3,468

3 unchanged sentences

Capital $ 4,058 $ 926

TPG Angelo Gordon

TPG AG Credit 5,828 6,389

TPG AG Real Estate 2,183 2,389

Credit 5,118 5,828

Real Estate 1,713 2,183

Market Solutions 903 —

Total FAUM Subject to Step-Up 11,821 8,937

$ 8,937 $ 10,343

Total AUM Subject to Fee-Earning Growth $ 40,479 $ 28,145

As of December 31, 2024, AUM Not Yet Earning Fees was $19.2 billion, which primarily consisted of TPG VII, TPG VIII and Asia VII within the Capital platform, TTAD II and TDM within the Growth platform, Rise Climate I within the Impact platform, TREP III and TAC+ within the Real Estate platform, and MMDL V, Credit Solutions III and Essential Housing III within TPG AG Credit.

Associated with FAUM Subject to Step-Up, management fee rates for these respective underlying funds range between 0.24% and 1.75% and step-up to rates in the range of 0.25% 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 December 31, 2024 relates primarily to TPG IX within the Capital platform, Credit Solutions II and MMDL V within TPG AG Credit and Realty Value XI and Asia Realty V within TPG AG Real Estate.

As of December 31, 2025, AUM Not Yet Earning Fees was $28.7 billion, which primarily consisted of TPG IX, TPG VIII and THP III within the Capital platform, Growth V, TPG Sports and TDM within the Growth platform, Rise Climate I within the Impact platform, Credit Solutions III, MMDL VI and MMDL V within the Credit platform and TRECO within the Real Estate platform.

Associated with FAUM Subject to Step-Up, management fee rates for these respective underlying funds or certain investors range between 0.35% and 1.65% and step-up to rates in the range of 0.47% 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 December 31, 2025 relates primarily to TPG X within the Capital platform, MMDL V and Credit Solutions III within the Credit platform and Asia Realty V within the Real Estate platform.

Capital Raised

7 unchanged sentences

Impact 4,522 6,891

TPG Angelo Gordon

TPG AG Credit 12,423 694

TPG AG Real Estate 1,832 370

Credit 20,773 12,423

Real Estate 2,651 2,246

1 unchanged sentence

Total Capital Raised $ 51,485 $ 30,123

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Capital raised totaled approximately $51.5 billion for the year ended December 31, 2025.

This was primarily attributable to the fundraising activities of Asia VIII within the Capital platform, Growth VI within the Growth platform, Rise Climate II and Rise Climate TI within the Impact platform, Credit Solutions III, MMDL V and Essential Housing III within TPG AG Credit and TGS within the Market Solutions platform during the year ended December 31, 2024.

This was primarily attributable to the 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, MMDL Continuation I and ABC Evergreen within the Credit platform, TRECO within the Real Estate platform and TGS II and T-POP within the Market Solutions platform during the year ended December 31, 2025.

Available Capital

7 unchanged sentences

Impact 9,564 9,767

TPG Angelo Gordon

TPG AG Credit 12,325 7,087

TPG AG Real Estate 6,954 7,344

Credit 18,268 12,325

Real Estate 12,293 13,376

1 unchanged sentence

Available Capital $ 72,436 $ 57,602

Available capital totaled $57.6 billion as of December 31, 2024.

This is primarily attributable to the available capital for TPG VII, TPG VIII, TPG IX, Asia VIII and THP II within the Capital platform, Growth VI within the Growth platform, Rise Climate I, Rise Climate II and Rise Climate TI within the Impact platform, MMDL V, Credit Solutions III and Essential Housing II within TPG AG Credit, Europe Realty IV, Realty Value XI and Asia Realty V within TPG AG Real Estate, TREP IV within the Real Estate platform and TGS within the Market Solutions platform.

Available capital totaled $72.4 billion as of December 31, 2025, primarily attributable to TPG X, Asia VIII, TPG IX, THP II and TPG VIII within the Capital platform, Growth VI and Growth V within the Growth platform, Rise Climate II within the Impact platform, Credit Solutions III, MMDL VI, MMDL V, MMDL III and TPG Advantage Direct Lending within the Credit platform, TREP IV, Europe Realty IV, TRECO and Asia Realty V within the Real Estate platform and TGS II and Peppertree X within the Market Solutions platform.

Capital Invested

8 unchanged sentences

Impact 4,159 2,171

TPG Angelo Gordon

TPG AG Credit 16,234 3,081

TPG AG Real Estate 3,054 322

Credit 24,995 16,234

Real Estate 6,115 6,330

1 unchanged sentence

Capital Invested $ 51,908 $ 32,944

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Capital invested was $32.9 billion for the year ended December 31, 2024, which was primarily attributable to TPG IX and Asia VIII within the Capital platform, Growth VI within the Growth platform, Rise III and Rise Climate I within the Impact platform, Essential Housing III, MMDL V, TCAP, ABC Fund, MMDL Evergreen and Credit Solutions III within TPG AG Credit, Realty Value XI within TPG AG Real Estate and TREP IV within the Real Estate platform.

Capital invested was $51.9 billion for the year ended December 31, 2025, which was primarily attributable to TPG IX within the Capital platform, Growth VI and TTAD II within the Growth platform, Rise Climate II and Rise Climate I within the Impact platform, ABC Fund II, MMDL V, MITT, ABC Evergreen and MMDL Continuation I within the Credit platform, TRTX and TREP IV within the Real Estate platform and T-POP and TGS I within the Market Solutions platform.

Realizations represent proceeds from the disposition of investments and current income, and in the case of credit funds, distributions sourced from realization proceeds.

5 unchanged sentences

Impact 1,825 1,408

TPG Angelo Gordon

TPG AG Credit 7,506 641

TPG AG Real Estate 2,514 293

Credit 7,243 7,506

Real Estate 4,048 3,841

1 unchanged sentence

Total Realizations $ 23,371 $ 22,913

(1) Includes amounts from TPG Angelo Gordon from November 1, 2023, the date of the Acquisition, through December 31, 2023.

Realizations were $22.9 billion for the year ended December 31, 2024.

This was primarily attributable to a higher pace of realization activities in TPG VII, TPG VIII and Asia VII within the Capital platform, Growth IV within the Growth platform, Rise Climate I within the Impact platform, Credit Solutions II Dislocation A, MMDL IV, Essential Housing II and Credit Solutions II within TPG AG Credit and Asia Realty IV and Realty Value X within TPG AG Real Estate during the year ended December 31, 2024.

Realizations were $23.4 billion for the year ended December 31, 2025, primarily attributable to realization activities in TPG VII, TPG IX, Asia VI and Asia VII within the Capital platform, Growth IV and Growth V within the Growth platform, Rise II within the Impact platform, MMDL III, MMDL IV and MMDL II within the Credit platform and TREP III and Net Lease Realty III within the Real Estate platform during the year ended December 31, 2025.

Fund Performance Metrics

6 unchanged sentences

There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns.

See “Item 1A.Risk Factors—Risks Related to Our Business—Our funds’ historical returns should not be considered as indicative of our or our funds’ future results or of any returns expected on an investment in our Class A common stock.”

See “Item 1A.

— Risk Factors—Risks Related to Our Business—Our funds’ historical returns should not be considered as indicative of our or our funds’ future results or of any returns expected on an investment in our Class A common stock.”

The following tables reflect the performance of our selected funds as of December 31, 2025 ($ in millions):

18 unchanged sentences

TPG IX 2022 12,014 10,511 1,205 14,178 15,383 37 % 1.5x 24 % 1.3x

TPG X 2025 10,858 598 — 1,037 1,037 NM NM NM NM

Capital Funds 92,699 80,095 120,318 31,688 152,006 23 % 1.9x 15 % 1.6x

11 unchanged sentences

THP II 2022 3,576 2,013 141 3,217 3,358 45 % 1.6x 29 % 1.4x

THP III 1,125 — — — — NM NM NM NM

Healthcare Funds 7,405 4,470 1,032 6,412 7,444 24 % 1.6x 14 % 1.4x

14 unchanged sentences

TTAD II 2021 3,198 3,072 656 3,827 4,483 22 % 1.5x 17 % 1.4x

TTAD III 381 — — — — NM NM NM NM

2025 566 153 — 244 244 NM NM NM NM

Tech Adjacencies Funds 5,338 4,722 1,835 5,404 7,239 19 % 1.6x 14 % 1.4x

1 unchanged sentence

LSI 2023 410 217 21 201 222 (5 %) 1.0x (25 %) 0.8x

TECA 2025 742 265 — 310 310 NM NM NM NM

TPG Atlas 2025 752 427 — 481 481 NM NM NM NM

TPG Sports 751 — — — — NM NM NM NM

Fund Vintage Year (1)

24 unchanged sentences

2023 565 49 3 49 52 NM NM NM NM

TPG Real Estate Partners

TREP II 2014 2,065 2,213 3,555 18 3,573 28 % 1.7x 18 % 1.5x

TREP III 2018 3,722 4,249 3,113 2,503 5,616 13 % 1.4x 9 % 1.3x

TREP IV 2022 6,820 3,522 546 3,282 3,828 9 % 1.1x (8 %) 0.9x

TPG Real Estate Partners 12,607 9,984 7,214 5,803 13,017 20 % 1.4x 11 % 1.2x

TAC+ 2021 1,797 1,040 100 949 1,049 0 % 1.0x (1 %) 1.0x

TRECO 2024 550 563 373 210 583 NM NM NM NM

Market Solutions

NewQuest Funds

NewQuest I (11)

2011 390 291 767 — 767 48 % 3.2x 37 % 2.3x

NewQuest II (11)

2013 310 342 667 89 756 24 % 2.3x 19 % 1.8x

NewQuest III (11)

2016 541 543 503 362 865 12 % 1.6x 8 % 1.4x

NewQuest IV (11)

2020 1,000 958 145 1,176 1,321 15 % 1.4x 8 % 1.2x

NewQuest V (11)

2022 673 327 137 357 494 60 % 1.8x 42 % 1.5x

NewQuest Funds 2,914 2,461 2,219 1,984 4,203 34 % 1.8x 21 % 1.5x

2022 1,864 359 — 521 521 NM 3.0x NM 3.2x

TPG Angelo Gordon

Credit Solutions

TPG Credit Solutions

Credit Solutions I 2019 1,805 1,801 2,125 636 2,761 16 % 1.6x 12 % 1.4x

4 unchanged sentences

Credit Solutions III 2024 6,214 1,237 14 1,474 1,488 NM NM NM NM

Credit Solutions 9,677 6,177 4,444 3,910 8,354 19 % 1.4x

TPG Credit Solutions 13,680 7,724 5,203 5,250 10,453 17 % 1.4x 13 % 1.3x

Essential Housing

1 unchanged sentence

Essential Housing II 2021 2,534 1,071 1,108 305 1,413 16 % 1.4x 12 % 1.3x

Essential Housing III 2024 1,414 312 — 313 313 NM NM NM NM

Essential Housing 4,590 1,839 1,203 1,013 2,216 16 % 1.3x

Hybrid Solutions 155 — — — — NM

Structured Credit & Specialty Finance

Essential Housing III 2024 1,619 746 4 830 834 14 % 1.1x 11 % 1.1x

Essential Housing 4,795 2,273 1,689 1,135 2,824 16 % 1.3x 12 % 1.2x

Hybrid Solutions 2025 389 62 — 95 95 NM NM NM NM

TPG Asset Based Finance

2021 1,005 904 178 1,105 1,283 17 % 1.4x 13 % 1.3x

2024 1,258 932 3 985 988 NM NM NM NM

Structured Credit & Specialty Finance 1,398 864 95 992 1,087 18 % 1.3x 14 % 1.2x

TPG Asset Based Finance

2,263 1,836 181 2,090 2,271 17 % 1.4x 13 % 1.3x

TPG Direct Lending ( 13)

MMDL I 2015 594 572 846 — 846 14 % 1.6x 10 % 1.4x

MMDL II 2016 1,580 1,563 2,326 — 2,326 14 % 1.7x 10 % 1.5x

MMDL III 2018 2,751 2,547 3,669 — 3,669 13 % 1.6x 10 % 1.5x

MMDL IV 2020 2,671 2,586 1,726 1,846 3,572 14 % 1.5x 10 % 1.4x

MMDL IV Annex 2021 797 767 437 566 1,003 14 % 1.4x 11 % 1.3x

MMDL V 2022 3,924 2,853 401 2,892 3,293 17 % 1.2x 13 % 1.2x

MMDL VI 2025 2,214 87 — 83 83 NM NM NM NM

TPG Direct Lending 14,531 10,975 9,405 5,387 14,792 14 % 1.5x 10 % 1.4x

Continuation Vehicles

MMDL Continuation I 2025 1,207 1,123 9 1,070 1,079 NM NM NM NM

Continuation Vehicles 1,207 1,123 9 1,070 1,079 NM NM NM NM

Fund Vintage Year (1)

6 unchanged sentences

Gross MoM (7)

Middle Market Direct Lending (12)

MMDL I 2015 $ 594 $ 572 $ 846 $ — $ 846 14 % 1.6x 10 % 1.4x

MMDL II 2016 1,580 1,563 1,747 591 2,338 14 % 1.7x 10 % 1.5x

MMDL III 2018 2,751 2,547 2,347 1,319 3,666 13 % 1.6x 10 % 1.4x

MMDL IV 2020 2,671 2,586 1,056 2,432 3,488 15 % 1.5x 11 % 1.4x

MMDL IV Annex 2021 797 767 213 739 952 15 % 1.4x 11 % 1.3x

MMDL V 2022 3,924 1,427 156 1,468 1,624 18 % 1.2x 14 % 1.2x

Middle Market Direct Lending 12,317 9,462 6,365 6,549 12,914 14 % 1.5x 11 % 1.4x

TPG Real Estate Partners

TREP II 2014 $ 2,065 $ 2,213 $ 3,574 $ 2 $ 3,576 28 % 1.7x 18 % 1.5x

TREP III 2018 3,722 4,324 4,032 2,357 6,389 16 % 1.6x 11 % 1.4x

TREP IV 2022 6,820 4,581 806 4,803 5,609 18 % 1.2x 8 % 1.1x

TPG Real Estate Partners 12,607 11,118 8,412 7,162 15,574 21 % 1.5x 13 % 1.3x

TPG AG Realty

Realty I 1994 30 30 65 — 65 27 % 2.2x 20 % 1.9x

9 unchanged sentences

Realty Value XI 2022 2,589 2,865 1,121 2,178 3,299 15 % 1.2x 7 % 1.1x

Realty 10,441 13,681 14,212 3,556 17,768 14 % 1.5x 10 % 1.3x

Core Plus Realty

TPG AG Realty 10,441 14,647 14,938 4,006 18,944 14 % 1.4x 9 % 1.3x

TPG AG Core Plus Realty

Core Plus Realty I 2003 534 532 876 — 876 20 % 1.6x 18 % 1.5x

2 unchanged sentences

Core Plus Realty IV 2015 1,308 2,020 2,086 221 2,307 5 % 1.2x 2 % 1.1x

Core Plus Realty 3,650 5,076 6,557 316 6,873 15 % 1.5x 11 % 1.4x

Asia Real Estate

TPG AG Core Plus Realty 3,650 5,084 6,649 221 6,870 15 % 1.5x 11 % 1.4x

TPG Asia Real Estate

Asia Realty I 2006 526 506 645 — 645 6 % 1.3x 3 % 1.2x

5 unchanged sentences

Japan Value (14)

2023 417 140 — 151 151 NM NM NM NM

Japan Value 417 140 — 151 151 NM NM NM NM

Europe Real Estate

Europe Realty I 2014 570 1,187 1,711 14 1,725 24 % 2.0x

2023 417 253 23 270 293 75 % 1.4x 39 % 1.2x

Japan Value 417 253 23 270 293 75 % 1.4x 39 % 1.2x

TPG AG Europe Real Estate

Europe Realty I 2014 570 1,187 1,719 8 1,727 24 % 2.0x 17 % 1.7x

Europe Realty II 2017 843 1,763 1,831 453 2,284 7 % 1.4x 5 % 1.3x

2 unchanged sentences

Europe Realty IV (15)

2023 1,773 335 21 337 358 NM NM NM NM

Europe Realty 4,701 5,345 4,154 2,444 6,598 15 % 1.5x 10 % 1.4x

2023 2,270 796 171 782 953 141 % 1.3x 7 % 1.0x

TPG AG Europe Real Estate 5,198 5,950 4,651 2,604 7,255 13 % 1.5x 8 % 1.3x

TPG Net Lease

Net Lease Realty I 2006 159 209 457 — 457 18 % 2.4x 14 % 2.2x

Net Lease Realty II 2010 559 1,060 1,854 — 1,854 16 % 2.4x 11 % 2.0x

Net Lease Realty III 2013 1,026 2,397 2,488 939 3,427 13 % 2.0x

Net Lease Realty III 2013 1,026 2,426 3,038 409 3,447 12 % 2.0x 8 % 1.6x

Net Lease Realty IV 2019 997 1,974 1,458 905 2,363 11 % 1.4x 7 % 1.3x

Net Lease Realty V 2024 194 153 101 55 156 NM NM

Net Lease 2,935 5,740 6,227 1,847 8,074 15 % 1.9x

Net Lease Realty V 2024 259 317 184 149 333 NM NM NM NM

TPG Net Lease 3,000 5,986 6,991 1,463 8,454 14 % 1.9x 10 % 1.6x

TAC+ 2021 1,797 1,275 156 1,136 1,292 0 % 1.0x (1 %) 1.0x

TRECO 2024 1,786 717 454 326 780 31 % 1.3x 8 % 1.1x

Fund Vintage Year (1)

Capital Committed (2)

Capital Invested (3)

Realized Value (4)

Unrealized Value (5)

Total Value (6)

Gross IRR (7)

Gross MoM (7)

Market Solutions

TPG Peppertree Funds

Peppertree I 2004 $ 63 $ 44 $ 95 $ — $ 95 16 % 2.1x 11 % 1.7x

Peppertree II 2008 24 21 57 — 57 30 % 2.8x 20 % 2.1x

Peppertree III 2011 55 49 105 4 109 16 % 2.2x 11 % 1.8x

Peppertree IV 2014 132 119 215 40 255 16 % 2.1x 11 % 1.7x

Peppertree V 2014 79 63 12 90 102 5 % 1.6x 3 % 1.3x

Peppertree VI 2016 230 204 146 453 599 18 % 2.9x 13 % 2.2x

Peppertree VII 2018 505 460 31 1,236 1,267 17 % 2.8x 13 % 2.2x

Peppertree VIII 2020 1,000 890 31 1,774 1,805 16 % 2.0x 11 % 1.7x

Peppertree IX 2022 1,500 1,299 81 1,813 1,894 14 % 1.5x 10 % 1.3x

Peppertree X 2023 2,040 1,007 — 1,307 1,307 30 % 1.3x 18 % 1.2x

TPG Peppertree Funds 5,628 4,156 773 6,717 7,490 16 % 1.8x 12 % 1.5x

TPG GP Solutions

2022 1,864 988 15 1,266 1,281 56 % 1.3x 33 % 1.2x

1,484 — — — — NM NM NM NM

TPG GP Solutions 3,348 988 15 1,266 1,281 56 % 1.3x 33 % 1.2x

NewQuest Funds

NewQuest I (12)

2011 390 291 767 — 767 48 % 3.2x 37 % 2.3x

NewQuest II (12)

2013 310 342 686 78 764 24 % 2.3x 19 % 1.8x

NewQuest III (12)

2016 541 543 562 215 777 8 % 1.4x 4 % 1.2x

NewQuest IV (12)

2020 1,000 964 273 1,371 1,644 18 % 1.7x 10 % 1.4x

NewQuest V (12)

2022 689 467 143 541 684 40 % 1.6x 27 % 1.3x

NewQuest Funds 2,930 2,607 2,431 2,205 4,636 33 % 1.9x 19 % 1.5x

The following table reflects the performance of our significant perpetual funds as of December 31, 2025 ($ in millions):

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AUM Total Return (10)

Market Solutions

TPEP Long/Short (15)

2013 $ 1,350 138 %

TPEP Long Only (16)

2019 969 59 %

TPG Angelo Gordon

Credit Solutions

TPG Credit Solutions

Corporate Credit Opportunities (16)

1988 $ 371 10 %

Structured Credit & Specialty Finance

Essential Housing Evergreen 400 NM

TPG Asset Based Finance

MVP Fund (17)

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ABC Evergreen (17)

2024 1,003 NM

Middle Market Direct Lending

2024 3,309 25 %

TPG Direct Lending

2022 4,513 10 %

MMDL Evergreen 2022 2,693 11 %

MMDL Offshore Evergreen 2024 748 NM

Multi-Strategy

Super Fund (18)

MMDL Offshore Evergreen 2024 1,268 9 %

TPG Advantage Direct Lending 2025 933 NM

TPG Multi-Asset Credit

Dynamic Credit Income Fund (17)

1993 1,109 9 %

Market Solutions

2025 1,365 23 %

_________________

Past performance is not indicative of future results.

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(1) Vintage Year represents the year in which the fund consummated its first investment (or, if earlier, received its first capital contributions from investors).

For platforms other than TPG Angelo Gordon, for consistency with prior reporting, however, the Vintage Year classification of any fund that held its initial closing before 2018 represents the year of such fund’s initial closing.

For platforms other than Credit, for consistency with prior reporting, however, the Vintage Year classification of any fund that held its initial closing before 2018 represents the year of such fund’s initial closing.

(2) Capital Committed represents the amount of inception-to-date commitments a particular fund has received.

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(3) Capital Invested represents cash outlays by the fund for its investments, whether funded through investor capital contributions or borrowing under the fund’s credit facility.

For TPG AG Credit funds, Capital Invested represents inception-to-date investor contributed capital net of returned contributions, excluding borrowings under the fund’s credit facility.

For Credit funds, Capital Invested represents inception-to-date investor contributed capital net of returned contributions, excluding borrowings under the fund’s credit facility.

(4) Realized Value represents total cash received or earned by the fund in respect of such investment or investments through the period end, including all interest, dividends and other proceeds.

For TPG AG Credit funds, Realized Value represents inception-to-date capital distributed by the fund, including any performance distributions net of recalled distributions, if any.

For Credit funds, Realized Value represents inception-to-date capital distributed by the fund, including any performance distributions net of recalled distributions, if any.

(5) Unrealized Value, with respect to an investment in a publicly traded security, is based on the closing market price of the security as of the period end on the principal exchange on which the security trades, as adjusted by the general partner for any restrictions on disposition.

Unrealized Value, with respect to an investment that is not a publicly traded security, represents the general partner’s estimate of the unrealized fair value of the fund’s investment.

Unrealized Value, with respect to TPG AG Credit funds, represents the ending NAV for such fund, which is the period end ending capital balances of the investors and general partner.

Unrealized Value, with respect to Credit funds, represents the ending NAV for such fund, which is the period end ending capital balances of the investors and general partner.

Valuations entail a degree of subjectivity, and therefore actual value may differ from such estimated value and these differences may be material and adverse.

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(6) Total Value is the sum of Realized Value and Unrealized Value of investments.

(7) Gross IRR and Gross MoM represent investment level performance by the fund and incorporates the impact of fund level credit facilities, to the extent utilized by the fund.

Gross IRR and Gross MoM are calculated by adjusting Net IRR and Net MoM to generally approximate investor performance metrics excluding management fees, fund expenses (other than interest expense and other fees arising from amounts borrowed under the fund’s credit facility to fund investments) and performance allocations.

(7) Gross internal rate of return (“Gross IRR”) and Gross multiple of money (“Gross MoM”) represent investment level performance by the fund and incorporates the impact of fund level credit facilities, to the extent utilized by the fund.

Gross IRR and Gross MoM exclude management fees, fund expenses (other than interest expense and other fees arising from amounts borrowed under the fund’s credit facility to fund investments) and performance allocations.

Gross IRR is the discount rate at which (i) the present value of all Capital Invested in an investment or investments is equal to (ii) the present value of all realized and unrealized returns from such investment or investments.

Gross IRR and Gross MoM for TPG AG Credit funds are calculated at the fund level and do not consider the impact of credit facilities and exclude fund expenses.

(8) Net IRR represents the compound annualized return rate (i.e., the implied discount rate) of a fund, which is calculated using investor cash flows in the fund, including cash received from capital called from investors, cash distributed to investors and the investors’ ending capital balances as of the period end.

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(10) Total Return represents net performance data for investors (excluding certain classes/series with special fee arrangements), net of all expenses including actual quarterly management fees payable by the fund and the accrual of carried interest to the general partner.

(11) The Rise Climate Global South Fund excludes a $500 million commitment ($444 million of which was closed as of December 31, 2025) from ALTÉRRA Transformation LP made to a separate vehicle for purposes of deploying catalytic capital in connection with investments located in the Global South made by the Rise Climate II Fund and the Rise Climate Global South Fund.

(12) Unless otherwise specified, the fund performance information presented above for certain funds is, due to the nature of their strategy, as of September 30, 2025.

(12) Each Middle Market Direct Lending fund is comprised of four vehicles:

(13) Each TPG Direct Lending fund is comprised of four vehicles:

onshore levered, onshore unlevered, offshore levered and offshore unlevered.

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Performance metrics are presented only for the onshore levered vehicle of each fund.

The Net IRRs and Net MoMs for TPG AG Middle Market Direct Lending funds on a consolidated basis were:

The Net IRRs and Net MoMs for TPG Direct Lending funds on a consolidated basis were:

(i) for the onshore unlevered vehicles, 7% and 1.3x, (ii) for the offshore levered vehicles, 9% and 1.3x and (iii) for the offshore unlevered vehicles, 7% and 1.2x.

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Net IRR and Net MoM were:

(i) for the euro-denominated vehicle of Europe Realty III, 7% and 1.2x and (ii) for the euro-denominated vehicle of Europe Realty IV, NM and NM.

(15) These performance estimates represent the composite performance of TPG Public Equity Partners, LP and TPG Public Equity Partners Master Fund, L.P., adjusted as described below.

The performance estimates are based on an investment in TPG Public Equity Partners, LP made on September 1, 2013, the date of TPEP’s inception, with the performance estimates for the period from January 1, 2016 to present being based on an investment in TPG Public Equity Partners Master Fund, L.P.

made through TPG Public Equity Partners-A, L.P., the “onshore feeder.” As of December 31, 2024, TPEP Long/Short had estimated inception-to-date gross returns of 191% and net returns of 138%.

Gross performance figures (i) are presented after any investment-related expenses, net interest, other expenses and the reinvestment of dividends;

(ii) include any gains or losses from “new issue” securities;

and (iii) are adjusted for illustration purposes to reflect the reduction of a hypothetical 1.5% annual management fee.

(16) These performance estimates represent performance for TPEP Long Only and are based on an investment in TPEP Long Only made on May 1, 2019, the date of TPEP Long Only’s inception, through TPG Public Equity Partners Long Opportunities-A, L.P., the “onshore feeder.” As of December 31, 2024, TPEP Long Only had estimated inception-to-date gross returns of 60% and net returns of 59%.

Gross performance figures are presented after any investment-related expenses, a 1% annual management fee, net interest, other expenses and the reinvestment of dividends, and include any gains or losses from “new issue” securities.

(i) for the euro-denominated vehicle of Europe Realty III, 1% and 1.0x and (ii) for the euro-denominated vehicle of Europe Realty IV, 9% and 1.0x

(16) Total Return includes onshore investors participating directly through the master fund and investors through the offshore vehicle.

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Total Returns for the offshore vehicles were:

(i) for the MVP Fund, 11%, (ii) for ABC Evergreen, NM and (iii) for the Super Fund, 8%.

(19) TCAP launched on January 1, 2023.

Total Return includes AGTB Private BDC, which commenced operations on May 10, 2022 and merged with TCAP on January 1, 2023.

(i) for the MVP Fund, 11%, (ii) for ABC Evergreen, 24% and (iii) for Dynamic Credit Income Fund (formerly Super Fund), 8%.

(18) Total Return is calculated as the change in NAV per share during the period, plus distributions per share (assuming dividends and distributions are reinvested) divided by the beginning NAV per share.

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Total Return has been annualized for periods less than or greater than one year.

On July 28, 2023, TCAP completed its merger with AGTB where TCAP paid cash consideration for each share of common stock of AGTB.

TCAP will continue as the surviving company.

At the completion of the merger, AGTB’s final Net IRR was 6.1%.

(20) The Rise Climate Global South Fund excludes a $500 million commitment ($175 million of which was closed as of December 31, 2024) from ALTÉRRA Transformation LP made to a separate vehicle for purposes of deploying catalytic capital in connection with investments located in the Global South made by the Rise Climate II Fund and the Rise Climate Global South Fund.

(19) T-POP Total Return reflects a per unit return based on Class R-I, including reinvestment of any dividends received during the period (if applicable), and no upfront selling commission, net of all fees and expenses incurred by T-POP.

Total Return for Class R-S is 23%.

Liquidity and Capital Resources

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The incurrence of additional debt financing would result in incremental debt service obligations, and any future instruments governing such debt could include operating and financial covenants that could restrict our operations.

As of December 31, 2024, our total liquidity was $2,136.0 million, comprised of $808.0 million of cash and cash equivalents, excluding $13.2 million of restricted cash, as well as $1,200.0 million and $30.0 million of incremental borrowing capacity under the Senior Unsecured Revolving Credit Facility and the Subordinated Credit Facility (each as defined herein), respectively and $98.0 million under the 364-Day Credit Facility.

As of December 31, 2025, our total liquidity was $2,906.1 million, comprised of $826.1 million of cash and cash equivalents, excluding $13.2 million of restricted cash, as well as $1,750.0 million, $30.0 million and $300.0 million of incremental borrowing capacity under the Senior Unsecured Revolving Credit Facility, Subordinated Credit Facility and 364-Day Credit Facility, respectively.

Total cash of $839.3 million as of December 31, 2025 includes $136.4 million of cash that is attributable to the TPG Operating Group and on balance sheet securitization vehicles.

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• cash generated by our operating activities, such as management fees, monitoring, transaction and other fees, realized capital allocation-based income and investment sales from our consolidated funds;

• cash received from investing activities, including amounts received from notes receivable from affiliates, and

• cash received from investing activities, including amounts received from notes receivable from affiliates;

• cash received from our financing activities, including cash and funds available under our credit facilities.

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In March 2011, TPG Holdings, L.P.

entered into a $400.0 million credit facility (the “Senior Unsecured Revolving Credit Facility”).

The Senior Unsecured Revolving Credit Facility, as amended May 2018, November 2020, November 2021, July 2022, August 2022 and September 2023, has aggregate revolving commitments of $1.2 billion and is scheduled to mature on September 26, 2028.

entered into a $400.0 million credit facility (as amended, the “Senior Unsecured Revolving Credit Facility”).

As of March 31, 2025, the Senior Unsecured Revolving Credit Facility, as amended May 2018, November 2020, November 2021, July 2022, August 2022 and September 2023, had aggregate revolving commitments of $1.2 billion and with a maturity date of September 26, 2028.

In May 2025, we amended the Senior Unsecured Revolving Credit Facility to extend the maturity date to May 1, 2030 and increased the size of the Senior Unsecured Revolving Credit Facility to $1.65 billion.

In June 2025, we further amended the Senior Unsecured Revolving Credit Facility to increase the size of the Senior Unsecured Revolving Credit Facility to $1.75 billion.

During the year ended December 31, 2025, borrowings and repayments under the Senior Unsecured Revolving Credit Facility totaled $630.0 million.

In February 2026, we borrowed $400.0 million, resulting in $1.35 billion available to be borrowed under the terms of the Senior Unsecured Revolving Credit Facility.

Dollar-denominated principal amounts outstanding under the Senior Unsecured Revolving Credit Facility accrue interest, at the option of the applicable borrower, either (i) at a base rate plus applicable margin not to exceed 0.20% per annum or (ii) at a term SOFR rate plus a 0.10% per annum adjustment and an applicable margin not to exceed 1.20%.

We are also required to pay a quarterly commitment fee on the unused commitments under the Amended Senior Unsecured Revolving Credit Facility not to exceed 0.15% per annum, as well as certain customary fees for any issued letters of credit.

During the year ended December 31, 2024, we used the net proceeds from the Senior Notes and Subordinated Notes to repay all the outstanding borrowings under the Senior Unsecured Revolving Credit Facility.

As of December 31, 2024, $1,200.0 million was available to be borrowed under the terms of the Senior Unsecured Revolving Credit Facility.

During January 2025, the Company drew $180.0 million under its Senior Unsecured Revolving Credit Facility.

On March 5, 2024, the Notes Issuer issued in an SEC-registered offering $600.0 million aggregate principal amount of Senior Notes due 2034 (the “Senior Notes”).

We are also required to pay a quarterly commitment fee on the unused commitments under the Senior Unsecured Revolving Credit Facility not to exceed 0.15% per annum, as well as certain customary fees for any issued letters of credit.

On August 14, 2025, the Notes Issuer issued in an SEC-registered offering $500.0 million aggregate principal amount of Senior Notes due 2036 (the “2036 Senior Notes”).

The 2036 Senior Notes will mature on January 15, 2036, unless earlier accelerated, redeemed or repurchased.

The 2036 Senior Notes are fully and unconditionally guaranteed, jointly and severally, by each of the Guarantors, and are unsecured and unsubordinated obligations of the Notes Issuer and the Guarantors.

The 2036 Senior Notes bear interest at a rate of 5.375% per annum.

Interest on the 2036 Senior Notes is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2026.

The 2036 Senior Notes contain certain covenants, which, subject to certain limitations, restrict the ability of the Notes Issuer and, as applicable, the Guarantors to merge, consolidate or sell, assign, transfer, lease or convey all or substantially all of their combined assets, or create liens on the voting stock of their subsidiaries.

On March 5, 2024, the Notes Issuer issued in an SEC-registered offering $600.0 million aggregate principal amount of Senior Notes due 2034 (the “2034 Senior Notes” and, collectively with the 2036 Senior Notes, the “Senior Notes”).

The 2034 Senior Notes will mature on March 5, 2034, unless earlier accelerated, redeemed or repurchased.

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The payment of the principal of, premium, if any, and interest on the Senior Notes and the payment of any Senior Notes guarantee will:

• rank equally in right of payment with all existing and future unsecured and unsubordinated indebtedness, liabilities and other obligations of the Notes Issuer or the relevant Guarantor, including indebtedness under the Amended Senior Unsecured Revolving Credit Facility and Senior Unsecured Term Loan Agreement;

• rank senior in right of payment to all existing and future subordinated indebtedness, liabilities and other obligations of the Notes Issuer or the relevant Guarantor;

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The Subordinated Notes may be redeemed at the Notes Issuer’s option (i) in whole at any time or in part from time to time on or after March 15, 2029 at a redemption price equal to their principal amount plus any accrued and unpaid interest, (ii) upon occurrence of a Tax Redemption Event, as defined in the Subordinated Notes’ First Supplemental Indenture, at a price equal to 100% of their principal amount plus any accrued and unpaid interest or (iii) in whole, but not in part, at any time prior to March 15, 2029, upon the occurrence of a Rating Agency Event, as defined in the Subordinated Notes’ First Supplemental Indenture, at a price equal to 102% of their principal amount plus any accrued and unpaid interest.

The Subordinated Notes contain certain covenants as set forth in the Subordinated Notes’ Indenture and First Supplemental Indenture, which, subject to certain limitations, restrict the ability of the Notes Issuer and, as applicable, the Guarantors to merge, consolidate or sell, assign, transfer, lease or convey all or substantially all of their combined assets, or create liens on the voting stock of their subsidiaries.

The Subordinated Notes contain certain covenants as set forth in the Subordinated Notes’ Indenture and First Supplemental Indenture, which, subject to certain limitations, restrict the ability of

the Notes Issuer and, as applicable, the Guarantors to merge, consolidate or sell, assign, transfer, lease or convey all or substantially all of their combined assets, or create liens on the voting stock of their subsidiaries.

The payment of the principal of, premium, if any, and interest on the Subordinated Notes and the payment of any Subordinated Notes guarantee will:

• be subordinate and rank junior in right of payment to all existing and future senior indebtedness, including indebtedness under the Amended Senior Unsecured Revolving Credit Facility and Senior Unsecured Term Loan Agreement;

• be subordinate and rank junior in right of payment to all existing and future senior indebtedness, including indebtedness under the Senior Unsecured Revolving Credit Facility;

• rank equally in right of payment with all existing and future parity indebtedness;

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• be effectively subordinated in right of payment to all existing and future indebtedness, liabilities and other obligations (including policyholder liabilities and other payables) of each subsidiary of the Notes Issuer or the relevant Guarantor that is not itself the Notes Issuer or a Guarantor.

As permitted under Rule 13-01(a)(4)(vi) of Regulation S-X, we have excluded alternative financial disclosures for the Notes Issuer and Guarantors.

Other than the guaranteed Senior Notes and Subordinated Notes and the associated interest expense, the Notes Issuer and Guarantors do not have any other material assets, liabilities or operations.

During the year ended December 31, 2024, we incurred interest expense of $52.5 million associated with the Senior Notes and Subordinated Notes.

For more information on our borrowings, see Note 12, “Debt Obligations”, to the Consolidated Financial Statements.

Senior Unsecured Term Loan

In December 2021, we entered into a credit agreement (the “Senior Unsecured Term Loan Agreement”) pursuant to which the lenders thereunder agreed to make term loans in a principal amount of up to $300.0 million during the period commencing on December 2, 2021 and ending on the date that is 30 days thereafter.

Unused commitments were terminated at the end of such period.

The proceeds from the term loan were used to make a ratable distribution to each of our investors and are not available for our operations.

During the year ended December 31, 2024, we used the net proceeds from the Senior Notes and Subordinated Notes to repay all the outstanding borrowings under the Senior Unsecured Term Loan.

The term of the Senior Unsecured Term Loan Agreement, as amended in July 2022 and September 2023, was scheduled to mature on March 31, 2026.

Principal amounts outstanding under the amended Senior Unsecured Term Loan Agreement accrued interest, at the option of the borrower, either (i) at a base rate plus an applicable margin of 0.00% or (ii) at a term SOFR rate plus a 0.10% per annum adjustment and an applicable margin of 1.00%.

Secured Borrowings

Our secured borrowings are issued using on-balance sheet securitization vehicles.

The secured borrowings are required to be repaid only from collections on the underlying securitized equity method investments and restricted cash of the securitization vehicles.

The secured borrowings are separated into two tranches.

Tranche A secured borrowings (the “Series A Securitization Notes”) were issued in May 2018 at a fixed rate of 5.33% with an aggregate principal balance of $200.0 million due June 20, 2038, with interest payable semiannually.

Tranche B secured borrowings (the “Series B Securitization Notes” or, collectively with the Series A Securitization Notes, the “Securitization Notes”) were issued in October 2019 at a fixed rate of 4.75% with an aggregate principal balance of $50.0 million due June 20, 2038, with interest payable semiannually.

The secured borrowings contain an optional redemption feature giving us the right to call the notes in full or in part, subject to a prepayment penalty if called before May 2023.

If the secured borrowings are not redeemed on or prior to June 20, 2028, we will pay additional interest equal to 4.00% per annum.

The secured borrowings contain covenants and conditions customary in transactions of this nature, including negative pledge provisions, default provisions and financial covenants and limitations on certain consolidations, mergers and sales of assets.

Secured Notes

Our Secured Notes are issued using on-balance sheet securitization vehicles.

The Secured Notes are required to be repaid only from collections on the underlying securitized equity method investments and restricted cash of the securitization vehicles.

The Secured Notes are separated into two tranches.

Tranche A Secured Notes (the “Series A Secured Notes”) were issued in May 2018 at a fixed rate of 5.33% with an aggregate principal balance of $200.0 million due June 20, 2038, with interest payable semiannually.

Tranche B Secured Notes (the “Series B Secured Notes” or, collectively with the Series A Secured Notes, the “Secured Notes”) were issued in October 2019 at a fixed rate of 4.75% with an aggregate principal balance of $50.0 million due June 20, 2038, with interest payable semiannually.

The Secured Notes contain an optional redemption feature giving us the right to call the notes in full or in part, subject to a prepayment penalty if called before May 2023.

If the Secured Notes are not redeemed on or prior to June 20, 2028, we will pay additional interest equal to 4.00% per annum.

The Secured Notes contain covenants and conditions customary in transactions of this nature, including negative pledge provisions, default provisions and financial covenants and limitations on certain consolidations, mergers and sales of assets.

As of December 31, 2025, we were in compliance with these covenants and conditions.

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The Company entered into an equity commitment letter in connection with the 364-Day Credit Facility, committing to provide capital contributions, if and when required, to the consolidated subsidiary throughout the life of the facility.

In April 2024, the consolidated subsidiary amended the 364-Day Credit Facility to extend the commitment termination date to April 11, 2025.

During the year ended December 31, 2024, the subsidiary borrowed $270.0 million and made repayments of $218.0 million on the 364-Day Credit Facility, resulting in a $52.0 million balance outstanding at December 31, 2024.

In April 2025, the consolidated subsidiary amended the 364-Day Credit Facility to increase the aggregate principal amount of the existing commitments to $300.0 million and extend the commitment termination date to April 11, 2026.

During the year ended December 31, 2025, the subsidiary borrowed $154.0 million and made repayments of $206.0 million on the 364-Day Credit Facility, resulting in a zero balance outstanding at December 31, 2025.

Our Liquidity Needs

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• pay amounts that may become due under the Tax Receivable Agreement;

• pay earnouts and contingent cash consideration associated with our Acquisition;

• pay earnouts and contingent cash consideration associated with our acquisitions;

• pay cash dividends in accordance with our dividend policy for our Class A common stock;

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Total contractual obligations $ 5,387,928 $ 732,152 $ 215,378 $ 228,538 $ 198,709 $ 342,974 $ 3,670,177

(1) Debt obligations presented in the table reflect scheduled principal payments related to the Securitization Notes, Senior Notes, Subordinated Notes and 364-Day Credit Facility.

_________________

(1) Debt obligations presented in the table reflect scheduled principal payments related to the Secured Notes, 2034 Senior Notes, 2036 Senior Notes and Subordinated Notes.

(2) Estimated interest payments on our debt obligations include estimated future interest payments based on the terms of the debt agreements.

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These amounts are generally due on demand, and accordingly, have been presented as obligations payable in the “2026” column.

We generally utilize proceeds from return of capital distributions and proceeds from secured borrowings to help fund these commitments.

(4) Operating lease obligations includes future minimum payments for our operating leases, including leases that have been executed but have not yet commenced.

We generally utilize proceeds from return of capital distributions and proceeds from our Secured Notes to help fund these commitments.

(4) Net of tenant improvement allowances.

Additional Contingent Obligations

As of December 31, 2024 and December 31, 2023, if all investments held by the TPG funds were liquidated at their current unrealized fair value, there would be clawback of $5.5 million and $58.3 million, respectively, related to Asia V and STAR, respectively, for which a performance allocation reserve was recorded within other liabilities in the Consolidated Statements of Financial Condition.

During the year ended December 31, 2024, the general partner made a payment of $58.3 million on the clawback liability related to STAR.

As of December 31, 2025 and December 31, 2024, if all investments held by the TPG funds were liquidated at their current unrealized fair value, there would be clawback of $7.9 million and $5.5 million, respectively, primarily related to Asia V, for which a performance allocation reserve was recorded within other liabilities in the Consolidated Statements of Financial Condition.

During the year ended December 31, 2025, the general partners made no payments on the clawback liability.

Additionally, if all remaining investments were deemed worthless, a possibility management views as remote, the amount of performance allocations subject to potential clawback as of December 31, 2025 and December 31, 2024 would be $2,456.5 million and $2,140.4 million, respectively.

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May 8, 2024 May 20, 2024 June 3, 2024 $ 0.41

August 8, 2023 August 18, 2023 September 1, 2023 0.22

August 6, 2024 August 16, 2024 August 30, 2024 0.42

November 4, 2024 November 14, 2024 December 2, 2024 0.38

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May 7, 2025 May 19, 2025 June 2, 2025 $ 0.41

August 6, 2024 August 16, 2024 August 30, 2024 0.42

August 6, 2025 August 18, 2025 September 2, 2025 0.59

November 4, 2025 November 14, 2025 December 1, 2025 0.45

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November 15, 2024 5,155,425

2023 Exchange

March 30, 2023 1,000,000

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.

These exchanges resulted in an increase in the tax basis of our investment in the TPG Operating Group and are subject to the Tax Receivable Agreement.

We recognized an additional liability associated with the Tax Receivable Agreement in the amount of $308.9 million in connection with the exchanges, which is included in the partners and employees balance in due to affiliates in the Consolidated Statements of Financial Condition.

During the year ended December 31, 2025, we recognized an additional liability associated with the Tax Receivable Agreement in the amount of $476.1 million in connection with the Exchange Agreement.

As of December 31, 2025 and December 31, 2024, Tax Receivable Agreement liability, which is included in due to affiliates in the Consolidated Statements of Financial Condition, was $495.1 million and $308.9 million, respectively.

Net Cash Flows

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Net change in cash, cash equivalents and restricted cash 18,079 142,821

Cash and cash equivalents, beginning of period 678,371 1,120,650

Cash and cash equivalents, end of period $ 821,192 $ 678,371

Cash, cash equivalents and restricted cash, beginning of period 821,192 678,371

Cash, cash equivalents and restricted cash, end of period $ 839,271 $ 821,192

Operating Activities

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Key drivers consisted of performance allocation and co-investment proceeds totaling $2,291.8 million and $1,460.5 million for the years ended December 31, 2025 and 2024, respectively.

This was partially offset by other changes in operating assets and liabilities for the years ended December 31, 2024 and 2023, respectively.

This was partially offset by other changes in operating assets and liabilities for the years ended December 31, 2025 and 2024.

Investing Activities

Investing activities used $264.0 million and $44.5 million of cash during the years ended December 31, 2025 and 2024, respectively.

During the year ended December 31, 2024, cash used in investing activities is primarily related to the payment of cash consideration to the sellers of Angelo Gordon as a result of post close net working capital adjustments and purchases of fixed assets.

Cash used in investing activities during the year ended December 31, 2023 is primarily related to our acquisition of Angelo Gordon.

During the year ended December 31, 2025, cash used in investing activities was primarily related to the acquisition of Peppertree, which was completed in July 2025, and purchases of fixed assets.

Cash used in investing activities during the year ended December 31, 2024 was primarily related to the payment of cash consideration to the sellers of Angelo Gordon as a result of post close net working capital adjustments and purchases of fixed assets.

Financing Activities

Financing activities used $750.4 million and $344.9 million of cash during the years ended December 31, 2025 and 2024, respectively.

During the year ended December 31, 2024, cash used by financing activities is primarily related to the repayment of our outstanding borrowings under our Senior Unsecured Revolving Credit Facility and Senior Unsecured Term Loan and by the payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries, partially offset by the proceeds from the Senior Notes and Subordinated Notes offerings.

Cash used in financing activities during the year ended December 31, 2023 primarily reflects the payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries and the redemptions of the outstanding shares of the Public SPACs, which were funded by our Assets held in Trust Account.

This was partially offset by net proceeds from our credit facilities.

During the year ended December 31, 2025, cash used by financing activities was primarily related to the payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries and withholding taxes paid on net settlement of equity-based awards, partially offset by net proceeds from the issuance of the 2036 Senior Notes in August 2025 and proceeds, net of repayment from the Senior Unsecured Revolving Credit Facility.

During the year ended December 31, 2024, cash used by financing activities is primarily related to the 2034 Senior Notes and Subordinated Notes offerings, partially offset by repayment of our outstanding borrowings under our Senior Unsecured Revolving Credit Facility and senior unsecured term loan and by the payments of dividends and distributions to our Class A common stockholders and to holders of non-controlling interests in subsidiaries.

Supplemental Guarantor Financial Information

The Subordinated Notes issued by the Notes Issuer are guaranteed on a junior, unsecured basis by the Guarantors, and the Senior Notes issued by the Notes Issuer are guaranteed on a senior, unsecured basis by the Guarantors.

As used herein, “Obligor Group” means the Notes Issuer and the Guarantors on a combined basis.

The Guarantors fully and unconditionally guarantee payments of principal, premium, if any, and interest (i) on the Subordinated Notes on a subordinated, unsecured basis and (ii) on the Senior Notes on a senior, unsecured basis.

See Note 11 of the Consolidated Financial Statements for further discussion on these debt obligations.

The Obligor Group entities are holding companies in which the primary assets are the ownership interests in certain consolidated subsidiaries.

Accordingly, the Obligor Group has no independent means of generating revenue or cash flow, and its ability to service its debt and guarantee obligations depends upon the results of operations and cash flows of its consolidated subsidiaries.

As of December 31, 2025 and December 31, 2024, the Obligor Group held investments in its non-guarantor subsidiaries of $3.4 billion and $3.1 billion, respectively, and recognized income from investments in its non-guarantor subsidiaries of $1.4 billion for the year ended December 31, 2025.

In addition, in connection with any distribution by the consolidated subsidiaries, the Obligor Group would only receive its proportionate share of such distribution.

The following summarized financial information is provided in accordance with the reporting requirements of Rule 13-01 under SEC Regulation S-X for the Obligor Group and is not intended to present the financial position or results of operations of the Obligor Group in accordance with U.S.

The tables present summarized financial information of the Obligor Group on a combined basis after elimination of intercompany transactions and balances within the Obligor Group as of December 31, 2025 and December 31, 2024 and for the year ended December 31, 2025.

($ in thousands)

Summarized Obligor Group Assets and Liabilities

Assets, less receivables from non-guarantor subsidiaries $ 1,250,242 $ 448,271

Due from related parties, excluding non-guarantor subsidiaries 459 3,006

Due from non-guarantor subsidiaries 157,758 173,709

Liabilities, less payables to non-guarantor subsidiaries 1,964,844 1,265,061

Due to related parties, excluding non-guarantor subsidiaries 511,968 318,952

Due to non-guarantor subsidiaries 27,508 27,119

Non-controlling interests in Obligor Group Assets and Liabilities (633,381) (669,389)

Year Ended December 31, 2025

($ in thousands)

Summarized Obligor Group Revenues, Net Income (Loss) and Non-Controlling Interests

Revenues from Obligor Group $ (30,264)

Net loss from Obligor Group's revenues and expenses (200,544)

Net loss attributable to non-controlling interests associated with Obligor Group's revenues and expenses (72,756)

Off-Balance Sheet Arrangements

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We recognize revenue in accordance with ASC 606.

Revenue is recognized in a manner that depicts the transfer of promised goods or services to customers and for an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services.

We are required to identify our contracts with customers, identify the performance obligations in a contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when (or as) the entity satisfies a performance obligation.

We are required to 1) identify our contracts with customers, 2) identify the performance obligations in a contract, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract and 5) recognize revenue when (or as) we satisfy a performance obligation.

In determining the transaction price, variable consideration is included only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved.

The guidance requires us to assess whether we are the principal versus the agent in the arrangement based on the notion of control, which affects recognition of revenue on a gross or net basis.

When another party is involved in providing goods or services to the customer, the guidance requires us to assess whether we are the principal versus the agent in the arrangement based on the notion of control, which affects recognition of revenue on a gross or net basis.

Essentially all of our revenue and operations are directly or indirectly supporting affiliated investment funds and are derived from or related to their underlying investments.

Management fees related to our funds are generally based on a fixed percentage of the committed capital, invested capital, cost of investments or Net Asset Value (“NAV”).

The corresponding fee calculations are both objective in nature and therefore do not require the use of significant estimates or assumptions.

Management fees related to our funds are generally based on a fixed percentage of the committed capital, net funded capital commitments, cost of investments or Net Asset Value (“NAV”), or actively invested capital.

The corresponding fee calculations are primarily objective in nature and therefore do not require the use of significant estimates or assumptions.

Management fee calculations based on NAV depend on the fair value of the underlying investments within the respective investment vehicle.

Estimates and assumptions are made when determining the fair value of the underlying investments and could vary depending on the valuation methodology that is used.

See “Fair Value Measurements” below for further discussion on the judgment required for determining the fair value of underlying investments.

Incentive fees within the scope of the revenue guidance are generally calculated as a percentage of the profits earned in respect of certain accounts for which we are the investment adviser, subject to the achievement of minimum return levels or performance benchmarks.

Incentive fees are typically subject to reversal until the end of a defined performance period, as these fees are affected by changes in the fair value of the AUM or advisement over such performance period.

Incentive fees are typically subject to reversal until the end of a defined performance period, as these fees are affected by changes in the fair value of the AUM over such performance period.

Moreover, incentive fees that are received prior to the end of the defined performance period are typically subject to clawback, net of tax.

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These performance allocations are subject to limited partner preferred returns or high watermarks, where applicable, in accordance with the terms set forth in each respective fund’s governing documents.

We recognize income attributable to performance allocations from a fund based on the amount that would be due to us pursuant to the fund’s governing documents, assuming the fund was liquidated based on the current fair value of its underlying investments as of that date.

We recognize income attributable to performance allocations from a fund based on the

amount that would be due to us pursuant to the fund’s governing documents, assuming the fund was liquidated based on the current fair value of its underlying investments as of that date.

Accordingly, the amount recognized as performance allocation income reflects our share of the gains and losses of the associated fund’s underlying investments measured at their then-fair values, relative to the fair values as of the end of the prior period.

Performance allocations are generally

realized when an underlying investment is profitably disposed of and the fund’s cumulative returns are in excess of the specific hurdle rates, as defined in the applicable governing documents.

Performance allocations are generally realized when an underlying investment is profitably disposed of and the fund’s cumulative returns are in excess of the specific hurdle rates, as defined in the applicable governing documents.

For any given period, performance allocations on our consolidated statements of operations may include reversals of previously recognized amounts due to a decrease in the value of a particular fund that results in a decrease of cumulative performance allocations earned to date.

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Approval by any member of the Valuation Committee is related to such member’s role in the Committee, such that control function members’ (i.e., those members who do not participate in the process of making or disposing of investments) approval, for example, represents their confirmation that the process was run appropriately and that the deliberations were on the merits.

Additionally, we will generally engage an independent valuation firm to assist with valuations of certain Level III valuations.

The valuation firm will either perform certain procedures in order to assess the reasonableness of our valuation or provide a valuation range from which we will select a point in the range to determine the final valuation.

Additionally, we will generally engage independent valuation firms to assist with valuations of certain Level III valuations.

The respective valuation firm will either perform certain procedures in order to assess the reasonableness of our valuation or provide a valuation range from which we will select a point in the range to determine the final valuation.

Business Combinations

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis