#1TPG Reports Fourth Quarter and TPG Full Year 2021 Financial Results Year Ended December 31, 2021 HVE#2TPG Reports Fourth Quarter 2021 Financial Results San Francisco and Fort Worth, TX - March 28, 2022 - TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, reported its unaudited fourth quarter and full year 2021 results. TPG issued a full detailed presentation of its fourth quarter and full year ended December 31, 2021 results, which can be viewed through the Shareholders section of TPG's website at http://shareholders.tpg.com. "Our results for the fourth quarter of 2021 marked the completion of an outstanding year for TPG, driven by significant growth and value creation across our five multi-product platforms," said Jon Winkelried, Chief Executive Officer. "The recent completion of TPG's $1.1 billion initial public offering marks an important milestone in our 30-year history of innovation and organic growth and we continue to demonstrate the tremendous earnings power of our business. The positive momentum across our platforms and funds has positioned us well and I would like to thank our team members, portfolio companies, fund investors, and shareholders, for their continued contributions to drive TPG's long-term growth and investment success." Conference Call TPG will host a conference call and live webcast at 11:00 a.m. ET. It may be accessed by dialing (866) 342-8591 (US toll-free) or (203) 518-9797 (international), using the conference ID TPGQ421. The number should be dialed at least ten minutes prior to the start of the call. A simultaneous webcast can be accessed through the Investor Relations section of TPG's website at http://shareholders.tpg.com. A webcast replay will be made available on the Events page in the Investor Relations section of TPG's website. TPG | 2#3TPG Reports Fourth Quarter 2021 Financial Results About TPG TPG is a leading global alternative asset management firm founded in San Francisco in 1992 with $114 billion of assets under management and investment and operational teams in 12 offices globally. TPG invests across five multi-product platforms: Capital, Growth, Impact, Real Estate, and Market Solutions and our unique strategy is driven by collaboration, innovation, and inclusion. Our teams combine deep product and sector experience with broad capabilities and expertise to develop differentiated insights and add value for our fund investors, portfolio companies, management teams, and communities. Shareholder contact: Gary Stein Tel: +1 212 601 4750 [email protected] Media contact: Luke Barrett Tel: +1 415 743 1550 [email protected] Throughout this presentation, all current period amounts are preliminary and unaudited; totals may not sum due to rounding. TPG | 3#4Forward Looking Statements This presentation contains “forward-looking” statements based on the Company's beliefs and assumptions and on information currently available to the Company. Forward-looking statements can be identified by words such as "anticipates," "intends," "plans," "seeks," "believes," "estimates," "expects" and similar references to future periods, or by the inclusion of forecasts or projections. Examples of forward-looking statements include, but are not limited to, statements we make regarding the outlook for our future business and financial performance, business strategy and plans and objectives of management for future operations, including, among other things, statements regarding expected growth, future capital expenditures, fund performance and debt service obligations. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by any forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions, among various other risks. For the reasons described above, we caution you against relying on any forward-looking statements, which should be read in conjunction with the other cautionary statements included elsewhere in this presentation and risk factors discussed from time to time in the Company's filings with the SEC, which can be found at the SEC's website at http://www.sec.gov. Any forward-looking statement in this presentation speaks only as of the date of this presentation. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to update or revise any forward-looking statement after the date of this presentation, whether as a result of new information, future developments or otherwise, except as may be required by law. No recipient should, therefore, rely on these forward-looking statements as representing the views of the Company or its management as of any date subsequent to the date of the presentation. This presentation does not constitute an offer of any TPG Fund. TPG | 4#5Comparability Statement and Pro Forma Financial Information Prior to and in connection with our initial public offering ("IPO"), we completed certain transactions as part of a corporate reorganization (the "Reorganization"), which concluded with NASDAQ listing our Class A common stock on January 13, 2022. The Reorganization included certain transfers of economic entitlements and investments that were effectuated December 31, 2021, including the transfer of certain limited partner interests in entities that (i) serve as the general partner of certain TPG funds and (ii) are, or historically were, consolidated by TPG Group Holdings (SBS), L.P. ("TPG general partner entities") to Tarrant RemainCo I, L.P., Tarrant RemainCo II, L.P. and Tarrant RemainCo III, L.P. ("RemainCo"). The transfer of certain limited partner interests in TPG general partner entities to RemainCo resulted in the deconsolidation of TPG Funds, as the TPG general partner entities are no longer considered the primary beneficiary as of December 31, 2021. While the Reorganization did not affect, on a GAAP or non-GAAP basis, our income statement activity for the fiscal year ended December 31, 2021 or our financial statements for prior periods, this presentation includes pro forma financial data giving effect to the IPO and the Reorganization as though they had occurred on January 1, 2020. As such, the pro forma information reflects certain reorganization adjustments, including, but not limited to, the exclusion of assets that were transferred to Remain Co, increasing the amount of performance allocations our people will receive, the inclusion of an administrative services fee paid by Remain Co to the Company, additional terest on debt incurred as part of the Reorganization, and the step-up of taxes on a public-company basis. Therefore, comparability of the pro forma information included in this presentation to prior financial data or future periods may be limited. See the Reconciliations and Disclosures section of this presentation for a full comparison of actual to pro forma financial data and adjustment descriptions. TPG | 5#6Fourth Quarter and Full Year 2021 Financial Results#7GAAP Statements of Operations Net income was $4.7 billion and $834 million for the year ended and quarter ended December 31, 2021, respectively, an increase of 224% over FY'20 and decrease of 27% from 4Q'20, respectively ■ ■ Net income attributable to controlling interests was $2.0 billion and $326 million for the year ended and quarter ended December 31, 2021, respectively, an increase of 118% over FY'20 and decrease of 46% from 4Q'20, respectively ($ in thousands) Revenues Fees and other Capital allocation-based income Total revenues Expenses Compensation and benefits General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACs: Interest expense Other Total expenses Investment income Income from investments: Net gains (losses) from investment activities Gain on deconsolidation 19-222 Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACs Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to controlling interests $ $ 4Q'20 See the Definitions and Notes pages in the Reconciliation and Disclosures section of this presentation for definitions of terms used throughout. 224,285 1,326,148 1,550,433 116,074 65,095 1,761 4,449 276 3,951 191,606 25,347 1,955 (197) (239,269) 1,031 (211,133) 1,147,694 3,933 1,143,761 (195,906) 1,402 730,107 608,158 $ $ 4Q'21 292,789 786,538 1,079,327 187,032 95,660 16,086 3,973 167 (3,895) 299,023 14,873 (499) 14,384 20,294 7,350 56,402 836,706 2,948 833,758 21,922 11,096 474,879 325,861 $ $ FY'20 883,366 1,231,472 2,114,838 522,715 260,748 7,137 18,993 722 7,241 817,556 (5,839) 401,695 8,123 (18,691) (239,269) 5,410 151,429 1,448,711 9,779 1,438,932 (195,906) (12,380) 719,640 927,578 $ $ FY'21 977,904 3,998,483 4,976,387 579,698 278,590 21,223 16,291 740 20,024 916,566 353,219 6,460 23,392 211,822 10,321 605,214 4,665,035 9,038 4,655,997 155,131 19,287 2,455,825 2,025,754 TPG | 7#8Pro Forma GAAP Statements of Operations Pro form a net income attributable to TPG Inc. was $231 million for the year ended December 31, 2021, an increase of 175% over FY'20 ■ ■ Pro forma net income attributable to TPG Inc. was $41 million for the quarter ended December 31, 2021, a decrease of 8% compared to 4Q'20 ($ in thousands) Pro Forma Revenues Fees and other Capital allocation-based income Total revenues Pro Forma Expenses Compensation and benefits Performance allocation compensation General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACs: Interest expense Other Total expenses Pro Forma Investment income Income from investments: Net gains (losses) from investment activities Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACs Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to TPG Inc. $ $ 4Q'20 228,579 1,308,342 1,536,921 233,249 747,290 65,095 1,761 5,447 5,189 1,058,031 1,184 (239,269) 11 (238,074) 240,816 16,922 223,894 (195,906) 374,828 44,972 $ $ 4Q'21 296,739 779,091 1,075,830 268,431 502,308 95,660 16,086 4,971 (4,329) 883,127 32,292 (499) 20,294 6,257 58,344 251,047 15,246 235,801 21,922 172,632 41,247 $ $ FY'20 815,368 1,391,312 2,206,680 1,020,972 721,097 246,359 6,740 22,372 5,225 2,022,765 5,009 (239,269) 11 (234,249) (50,334) 33,262 (83,596) (195,906) 28,239 84,071 $ $ FY'21 998,711 3,989,830 4,988,541 940,027 2,538,505 278,590 21,223 20,282 18,395 3,817,022 260,359 6,460 211,822 6,292 484,933 1,656,452 77,979 1,578,473 155,131 1,191,994 231,348 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG 8#9Fourth Quarter and Full Year 2021 Highlights Actual Non-GAAP Financial Measures ($M) Pro Forma Non-GAAP Financial Measures ($M) Operating Metrics ($B) = FY'21 FRE of $179 million increased 76% versus FY'20, and After-Tax DE of $1.24 billion nearly tripled year-over-year 4Q'20 $199 53 197 Fee-Related Revenues ("FRR") Fee-Related Earnings ("FRE") Realized Performance Allocations, Net After-Tax Distributable Earnings I Fee-Related Revenues. Fee-Related Earnings Realized Performance Allocations, Net After-Tax Distributable Earnings Assets Under Management ("AUM") Fee Earning Assets Under Management ("FAUM") Accrued Performance Allocations, Net Pro Forma Accrued Performance Allocations, Net Available Capital 246 Value Creation Capital Raised Capital Invested Realizations 4Q'21 $239 49 251 307 FY'21 Pro Forma FRE of $326 million increased 44% versus FY'20, and Pro Forma After-Tax DE of $538 million more than doubled year- over-year 4Q'20 FY'20 FY'21 $201 $727 $874 76 227 326 41 41 205 102 538 4Q'20 17% $2.2 3.3 3.4 4Q'21 $238 91 54 137 Total AUM of $114 billion, up 27% year-over-year; Fee Earning AUM of $60 billion, up 19% during the same period 4Q'20 $89.5 50.7 1.8 0.4 25.7 4Q'21 7% FY'20 $716 $2.8 7.7 101 7.0 313 441 232 3Q'21 $109.1 59.3 2.4 0.7 29.8 FY'20 18% $7.0 9.9 FY'21 $867 179 1,000 1,240 10.7 4Q'21 $113.6 60.1 1.3 0.8 28.4 FY'21 38% $20.5 21.6 25.4 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG 9#10Non-GAAP Financial Measures Fee-Related Earnings decreased 7% from $53 million in 4Q'20 to $49 million in 4Q'21, and increased 76% from $101 million in FY'20 to $179 million in FY'21 ■ ■ ■ Realized performance allocations, net grew on both a quarter and full-year basis, increasing by 27% in 4Q'21 over 4Q'20 and 219% in FY'21 over FY'20 After-Tax Distributable Earnings saw 25% growth from $246 million in 4Q'20 to $307 million in 4Q'21, and 181% growth from $441 million in FY'20 to $1.24 billion in FY'21 ($ in thousands) Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Fee-Related Revenues Fee-Related Expenses Compensation and benefits, net Operating expenses, net Fee-Related Expenses Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Distributable Earnings Income taxes After-Tax Distributable Earnings 4Q'20 158,816 29,710 10,630 199,156 105,767 40,854 146,621 52,535 197,287 6,282 (1,736) (4,052) 250,316 (3,920) 246,396 See the Reconciliations and Disclosures section of this presentation for a full reconciliation between GAAP and Non-GAAP Financial Measures. $ 4Q'21 201,876 24,666 12,582 239,124 154,474 35,827 190,301 48,823 251,158 15,972 (2,158) (3,683) 310,112 (2,909) 307,203 FY'20 623,658 49,455 42,920 716,033 441,245 173,338 614,583 101,450 313,490 57,231 (6,556) (14,843) 450,772 (9,305) 441,467 $ $ FY'21 718,364 102,041 46,673 867,078 521,413 167,114 688,527 178,551 999,603 92,720 (6,775) (14,928) 1,249,171 (9,308) 1,239,863 TPG | 10#11Pro Forma Non-GAAP Financial Measures Pro Forma Fee-Related Earnings increased 19% from $76 million in 4Q'20 to $91 million in 4Q'21, and increased 44% from $227 million in FY'20 to $326 million in FY'21 ■ ■ ■ Pro forma realized performance allocations, net increased by 32% in 4Q'21 over 4Q'20 and 401% in FY'21 over FY'20 Pro Forma After-Tax Distributable Earnings grew 34% from $102 million in 4Q'20 to $137 million in 4Q'21, and grew 131% from $232 million in FY'20 to $538 million in FY'21 ($ in thousands) Pro Forma Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Pro Forma Fee-Related Revenues Pro Forma Fee-Related Expenses Compensation and benefits, net Operating expenses, net Pro Forma Fee-Related Expenses Pro Forma Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Pro Forma Distributable Earnings Income taxes Pro Forma After-Tax Distributable Earnings 4Q'20 158,816 29,710 12,877 201,403 84,259 40,854 125,113 76,290 40,805 (1,701) (1,736) (5,051) 108,607 (6,398) 102,209 $ 4Q'21 201,876 24,666 11,824 238,366 111,554 35,827 147,381 90,985 53,665 8,167 (2,158) (4,681) 145,978 (8,599) 137,379 FY'20 623,658 49,455 54,339 727,452 327,548 173,338 500,886 226,566 40,817 5,036 (6,556) (18,835) 247,028 (14,552) 232,476 $ $ FY'21 718,364 102,041 53,957 874,362 381,135 167,114 548,249 326,113 204,664 66,720 (6,775) (18,919) 571,803 (33,684) 538,119 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 11#12Fee-Related Earnings Fee-Related Revenues increased 21% in FY'21 over FY'20, driven mainly by growth in Fee Earning AUM for the Growth, Impact, and Market Solutions platforms resulting in management fees growing 15% in FY'21 over FY'20 ■ ■ Fee-Related Expenses increased between FY'20 and FY'21 on both an actual and pro forma basis, with FRE margin increasing from 31% in FY'20 to 37% in FY'21 on a pro forma basis Fee-Related Earnings grew 76% in FY'21 over FY'20, and decreased 7% in 4Q'21 over 4Q'20 $53 4Q $49 Fee-Related Earnings $101 ($M) 2020 2021 $179 FY $76 $91 $227 $326 Pro Forma 4Q Pro Forma FY Management Fees by Platform (1) ($M) Capital Growth Impact Real Estate Market Solutions $159 $12 $18 $17 $27 $85 4Q'20 +27% $202 $19 $18 $42 $34 $88 4Q'21 $624 $44 $70 $64 $111 $335 FY'20 +15% $718 $64 $70 $106 $142 $335 FY'21 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. 1. There are no pro forma adjustments to management fees therefore the by-platform breakdown does not change between historical figures and pro forma. TPG | 12#13After-Tax Distributable Earnings After-Tax Distributable Earnings were $1.24 billion for FY'21 compared to $441 million for FY'20, an increase of 181% driven primarily by realized performance allocations, net from the Capital and Growth platforms, with additional growth in Fee-Related Earnings ■ On a pro forma basis, After-Tax Distributable Earnings more than doubled year-over-year, growing 131% to $538 million in FY'21 compared to $232 million for FY'20 As a percentage of After-Tax Distributable Earnings, Fee-Related Earnings accounted for 14% in FY'21, and 61% on a pro form a basis for the same year $246 $307 4Q $441 After-Tax DE ($M) 2020 2021 $1,240 FY $102 $137 Pro Forma 4Q $232 $538 Pro Forma FY 81% FY'21 5% After-Tax DE Mix 14% 38% Pro Forma FY'21 1% ■FRE Realized Performance Allocations, Net Investment Income and Other 61% Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 13#14Realized Performance Allocations, Net Realized performance allocations, net grew 27% in 4Q'21 over 4Q'20 and 219% in FY'21 over FY'20 In FY'21, realized performance allocations, net were largely driven by TPG VI and TPG VII in the Capital platform and Growth III in the Growth platform ■ ■ ■ Pro forma realized performance allocations, net increased 32% in 4Q'21 over 4Q'20 and 401% in FY'21 over FY'20 FY'21 Realized Performance Allocations, Net ($M) $234 $1. $28 $12 Total $1,000 ■Capital $725 Pro Forma FY'21 Realized Performance Allocations, Net ($M) $4 $2 <$1 Growth ■Impact ■ Real Estate Market Solutions $6 Total $205 $192 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 14#15Pro Forma Net Accrued Performance Allocations Pro Forma Net Accrued Performance Allocations by Vintage ($M) 2016 & Prior 2017 2018 2019 2020 2021 Total $677 3Q'21 $146 3Q'21 $260 Value Creation & Other 219 ($54) 53 123 22 0 $677 Realized Gains 4Q'21 $233 268 Pro Forma Net Accrued Performance Allocations Walk ($M) 62 140 43 23 $769 $769 4Q'21 4Q'21 Pro Forma Net Accrued Performance Allocations ($M) 10% 19% Value Creation Capital Growth Impact Real Estate 4% Capital Growth Impact Real Estate Market Solutions Total 6% Total $769 4Q'21 7.4% 4.6% 9.1% 5.8% 9.3% 6.7% 61% ■Market Solutions FY'21 42.9% 31.7% 33.2% 31.3% 19.1% 37.8% Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 15#16GAAP Balance Sheet (Unaudited) In 4Q'21 we effectuated certain aspects of the Reorganization with respect to assets transferred to Remain Co, including cash and economic entitlements associated with certain other investments, which is reflected in our GAAP actuals; the pro forma column includes the impact of the IPO and additional Reorganization activities ■ Our investments decreased $556 million, or 8%, from 3Q'21 to 4Q'21 largely due to the Reorganization offset by value creation of 7% in 4Q'21 ($ in thousands) Assets Cash and cash equivalents Investments Other assets Assets of consolidated TPG Funds and public SPACs Total assets Liabilities, redeemable equity and partners' capital Liabilities Debt obligations Due to affiliates Other liabilities Liabilities of consolidated TPG Funds and public SPACs Total liabilities Redeemable equity from consolidated public SPACS Partners' capital Class A common stock Class B common stock Additional paid-in-capital Partners' capital controlling interests Other non-controlling interests Total partners' capital Total liabilities, redeemable equity and equity $ $ 3Q'21 1,783,221 6,664,831 681,430 1,640,551 10,770,033 244,874 1,187,688 564,028 170,011 2,166,601 1,285,021 3,506,720 3,811,691 7,318,411 10,770,033 GAAP $ $ 4Q'21 972,729 6,109,046 855,773 1,024,465 8,962,013 444,444 826,999 372,597 56,532 1,700,572 1,000,027 1,606,593 4,654,821 6,261,414 8,962,013 $ $ 3Q'21 Pro Forma 2,125,738 5,943,421 672,068 1,291,103 10,032,330 444,874 945,056 4,029,966 88,718 5,508,614 1,285,021 79 230 509,424 2,728,962 3,238,695 10,032,330 $ $ 4Q'21 1,376,746 6,109,046 831,785 1,024,465 9,342,042 444,444 634,324 4,196,552 56,532 5,331,852 1,000,027 79 230 498,251 2,511,603 3,010,163 9,342,042 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 16#17Non-GAAP Balance Sheet In 4Q'21 we effectuated certain aspects of the Reorganization with respect to assets transferred to RemainCo, including cash and economic entitlements associated with certain other investments, which is reflected in our Non-GAAP actuals; the pro forma column includes the impact of the IPO and additional Reorganization activities ■ ■ ■ The firm's securitized borrowings, which are backed by $492 million in pledged assets at 4Q'21, have a face value of $250 million and were issued in two tranches between 2018 and 2019 In 4Q'21, we issued a senior unsecured term loan with a face value of $200 million as part of the Reorganization, and our net debt(1) was $208 million at year-end At 4Q'21 we had a $300 million credit facility available with no current draws ($ in thousands) Book Assets Cash and cash equivalents Restricted cash Accrued performance allocations Other investments Other assets, net Total Book Assets Book Liabilities Accounts payable, accrued expenses and other Securitized borrowing, net Senior unsecured term loan Total Book Liabilities Net Book Value 3Q'21 Non-GAAP 335,540 13,135 2,414,330 1,546,471 676,881 4,986,357 581,768 244,873 826,641 4Q'21 242,370 $ 13,135 1,344,348 894,741 398,154 2,892,748 525,267 244,950 199,494 969,711 3Q'21 Pro Forma 678,057 13,135 677,017 793,797 637,070 2,799,076 329,775 244,873 200,000 774,648 $ 4,159,716 $ 1,923,037 $ 2,024,428 $ 4Q'21 646,387 13,135 769,283 894,741 169,713 2,493,259 308,421 244,950 199,494 752,865 1,740,394 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. 1. Net debt comprised of $450 million in face value debt less $242 million of cash and cash equivalents. TPG | 17#18Operating Metrics#19Assets Under Management and Fee Earning AUM 4Q'21 AUM rose 27% over 4Q'20, driven by value creation of 38% for FY'21 and fundraising of $20.5 billion over the same period, which included $6.7 billion in Rise Climate within the Impact platform; this was offset by realizations totaling $25.4 billion for the year FAUM increased 19% in FY'21 over FY'20 driven primarily by the Growth and Impact platforms FAUM has grown 53% over the last four years from 4Q'17 to 4Q'21 ■ ■ ■ Assets Under Management ($B) $90 $7 $10 $6 $16 $50 4Q'20 +27% $114 $10 $13 $14 $22 $55 4Q'21 ■Capital Growth $51 $5 $6 $4 $8 $27 Fee Earning AUM ($B) 4Q'20 Impact Real Estate ■Market Solutions +19% $60 $6 $6 $11 $11 $26 4Q'21 TPG | 19#20Assets Under Management and Fee Earning AUM Duration Approximately 87% of our AUM and 85% of our FAUM is in perpetual or long-dated funds with a duration (1) of 10 or more years (prior to any extensions) ■ ■ Approximately 75% of our FAUM has a remaining lifespan (2) of 5 or more years, with almost 25% in vehicles that have 10 or more years remaining (including those considered perpetual) AUM by Duration at Inception -87% 5% 5% 2% 6% Total $114B 82% FAUM by Duration at Inception -85% 3% 8% 1% 7% Total $60B 82% FAUM by Remaining Duration 22% -75% 3% 8% Total $60B ■ 0-4 Years ■ 5-9 Years 10+ Years ■ Perpetual Note: For the grouping of years on duration, 0-4 Years represents a term equal to 4 years or less; 5-9 Years represents a term greater than 4 and less than or equal to 9; 10+ Years represents a term greater than 9. 1. Defined as the number of years between fund activation and contractual fund wind down, prior to any extensions, as of 12/31/21. 2. Defined as the number of years between 12/31/21 and contractual fund winddown, prior to any extensions. 17% 51% Capital Subject to Periodic Redemption TPG | 20#21AUM Subject to Fee Earning Growth AUM Subject to Fee Earning Growth totaled $9.4 billion at 4Q'21, and represents capital commitments that can grow fees when deployed through earning new management fees (AUM Not Yet Earning Fees) or when invested from a higher rate of management fees (FAUM Subject to Step-Up) ■ ■ ■ AUM Not Yet Earning Fees and FAUM Subject to Step-Up represent 6% and 4% of AUM and FAUM, respectively, for 4Q'21 Potential fee-related revenue opportunity associated with current AUM Subject to Fee Earning Growth is estimated at $50 to $55 million annually at 4Q'21(1) Real Estate $1,201 AUM Not Yet Earning Fees ($M) Market Solutions $1,056 Impact $258 Total $6,848 Capital $1,054 Growth $3,279 FAUM Subject to Step-Up ($M) Real Estate $678 Total $2,543 Capital $1,865 1. Represents the sum of the gross revenue opportunity for each non-legacy fund with unallocated capital, the deployment of which would result in incremental management fees being earned. Revenue opportunity for each fund is calculated as (a) the incremental amount of unallocated capital that would be invested to achieve a range of 90%-100% total deployment of the original commitments of the fund, multiplied by (b) the incremental fee rate that the Company anticipates would be earned on invested capital and (c) the proportion of the fund's commitments that are expected to pay fees based on the amount of invested capital. TPG | 21#22AUM Rollforward ■ ■ ■ AUM increased $4.5 billion in 4Q'21 and $24.1 billion in FY'21 - an increase of 4% and 27%, respectively AUM growth was driven by capital raised of $2.8 billion for 4Q'21 and $20.5 billion for FY'21, including $7.2 billion in the Impact platform and $4.9 billion in the Growth platform on a full-year basis Changes in Investment Value increased on both a quarter and full-year basis largely due to value creation of 7% in 4Q'21 and 38% for FY'21 ($ in millions) AUM Balance as Beginning of Period Capital Raised Realizations Changes in Investment Value (1) AUM as of end of period ($ in millions) AUM Balance as Beginning of Period Capital Raised Realizations Changes in Investment Value (1) AUM as of end of period $ $ Capital $ 52,609 551 (3,950) 6,127 55,337 Capital $ 49,761 4,174 (15,773) 17,175 55,337 Growth $ 22,147 313 (1,315) 815 $ 21,960 Growth Three Months Ended December 31, 2021 Real Estate $ 16,388 4,893 (4,423) 5,102 $ 21,960 Impact 12,622 918 (480) 489 13,549 Impact $ 11,463 750 (805) Year Ended December 31, 2021 Real Estate 5,941 7,172 (1,131) 1,567 13,549 1,270 $ 12,678 $ 10,380 1,970 (3,022) 3,350 $ 12,678 Market Solutions 10,257 221 (444) 60 $ 10,094 Market Solutions 7,056 2,247 (1,040) 1,831 $ 10,094 Total $ 109,098 2,753 (6,994) 8,761 $ 113,618 $ Total 89,526 20,456 (25,389) 29,025 $ 113,618 Note: For Market Solutions, capital raised in our SPAC vehicles represents funds raised in the SPAC IPO, including forward purchase agreements and private investment in public equity (PIPE) commitments, and realizations are considered to occur at business combination with a target, in the amount of capital raised; for our hedge funds, capital raised represents new fund subscriptions. 1. Changes in investment value consists of changes in fair value, Capital Invested and Available Capital and other investment activities, including the change in net asset value of our hedge funds. TPG | 22#23FAUM Rollforward FAUM increased $0.7 billion in 4Q'21 and $9.4 billion in FY'21, an increase of 1% and 19%, respectively Increases over both periods were largely driven by fee earning capital raised, particularly in the Impact platform, with contribution from the Growth platform on a full-year basis ■ ■ ($ in millions) FAUM Balance as of Beginning of Period Fee Earning Capital Raised (1) Net Change in Actively Invested Capital (2) Reduction in Fee Base of Certain Funds (3) FAUM as of end of period ($ in millions) FAUM Balance as of Beginning of Period Fee Earning Capital Raised (1) Net Change in Actively Invested Capital (2) Reduction in Fee Base of Certain Funds (3) FAUM as of end of period $ $ $ Capital 26,563 (355) 26,208 Capital 27,381 1,133 (2,306) 26,208 Growth $ 10,465 49 10,514 Growth 8,397 2,090 27 10,514 Three Months Ended December 31, 2021 Real Estate Impact $ 10,254 682 (135) $ 10,801 Year End December 31, 2021 Real Estate Impact 4,439 6,606 (244) $ 5,790 12 433 10,801 6,235 5,904 63 269 (1) 6,235 Market Solutions 6,275 38 23 6,336 Market Solutions 4,533 553 1,250 6,336 $ $ $ Total 59,347 732 15 60,094 Total 50,655 10,443 (1,003) (1) 60,094 1. Fee Earning Capital Raised represents capital raised by our funds for which management fees calculated based on commitments were activated during the period. 2. Net Change in Actively Invested Capital includes capital invested 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 lower of cost or fair value. 3. 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.. TPG | 23#24Other Operating Metrics Across the investment platform, our various operating metrics saw large increases in 2021, both on a quarter and full-year basis. I (All tables in $M) Capital Raised Capital Growth Impact Real Estate Market Solutions (1) Total Capital Invested Capital Growth Impact Real Estate Market Solutions (2) Total 4Q'20 $851 169 44 1 1,153 4Q'20 $2,166 327 192 643 4Q'21 $2,217 $2,754 $3,329 $551 313 918 750 221 4Q'21 $4,284 788 394 1,720 548 $7,733 FY'20 $1,546 $4,174 1,882 423 29 3,136 $7,016 FY'20 $5,896 1,956 556 1,493 FY'21 $9,901 4,893 7,172 1,970 2,247 $20,456 FY'21 $10,624 3,333 1,711 4,537 1,434 $21,639 Available Capital Capital Growth Impact Real Estate Market Solutions Total Realizations Capital Growth Impact Real Estate Market Solutions (2) Total 4Q'20 $1,999 718 30 657 $3,404 4Q'20 $15,549 2,995 2,441 2,538 2,158 $25,681 4Q'21 1,315 480 805 FY'20 444 1,798 78 1,830 4Q'21 $3,950 $6,967 $15,773 $6,994 $10,673 $10,696 4,943 7,951 2,278 2,552 $28,420 FY'21 4,423 1,131 3,022 1,040 $25,389 1. Within Market Solutions, capital raised at our hedge fund represents new fund subscriptions. 2. Within Market Solutions, capital invested and realizations in our SPAC vehicles represent funds raised in the SPAC IPO, including forward purchase agreements and private investment in public equity (PIPE) commitments, which are considered to occur at business combination with a target. TPG | 24#25Supplemental Details#26GAAP and Non-GAAP Performance Allocations ($ in thousands) Platforms Capital Growth Impact Real Estate Market Solutions Total ($ in thousands) Platforms Capital Growth Impact Real Estate Market Solutions Total ($ in thousands) Platforms Capital Growth Impact Real Estate Market Solutions Total $ $ $ $ $ GAAP Realized 1,398,761 450,608 2,103 74,882 29,804 1,956,158 GAAP Realized 1,398,761 450,608 2,103 74,882 29,804 1,956,158 Non-GAAP Realized, Net 725,171 234,025 568 27,707 12,132 999,603 Year ended December 31, 2021 GAAP Unrealized $ $ Year ended December 31, 2021 Non-GAAP Adjustments $ 1,139,309 338,773 223,819 115,822 18,979 1,836,702 $ $ (673,590) (216,583) Year ended December 31, 2021 Pro Forma Non-GAAP Adjustments (1,535) (47,175) (17,672) (956,555) (533,101) (229,783) (147) (25,995) (5,912) (794,939) $ $ $ GAAP Total Note: Pro forma Non-GAAP adjustments relate to the Reorganization, specifically surrounding how performance allocations will be shared subsequent to the IPO. Refer to the pro forma footnotes for additional details. 2,538,070 789,381 225,922 190,704 48,783 3,792,860 Non-GAAP Realized, Net Pro Forma Non-GAAP Realized, Net 725,171 234,025 568 27,707 12,132 999,603 192,070 4,242 421 1,712 6,220 204,664 TPG | 26#27GAAP and Non-GAAP Realized Performance Allocations ($ in thousands) Capital TPG VII TPG VI Asia VI Asia Other Total Capital Growth Growth III Growth II Biotech III Other Total Growth Impact Rise I Total Impact Real Estate Real Estate II Real Estate III Other Total Real Estate Market Solutions TPEP Total Market Solutions Total $ $ GAAP 953,370 345,144 56,793 23,848 19,606 1,398,761 249,256 71,509 55,502 74,341 450,608 2,103 2,103 66,213 8,559 110 74,882 29,804 29,804 1,956,158 Year ended December 31, 2021 Non-GAAP Adjustments (451,786) (171,655) (28,404) (12,045) (9,700) (673,590) (118,068) (35,754) (27,751) (35,010) (216,583) (1,535) (1,535) (41,679) (5,443) (53) (47,175) (17,672) (17,672) $ (956,555) Non-GAAP $ 501,584 173,489 28,389 11,803 9,906 725,171 131,188 35,755 27,751 39,331 234,025 568 568 24,534 3,116 57 27,707 12,132 12,132 999,603 Pro Forma Non-GAAP Adjustments $ $ (310,910) (173,489) (28,389) (11,803) (8,510) (533,101) (131,188) (35,755) (27,751) (35,089) (229,783) (147) (147) (24,534) (1,404) (57) (25,995) (5,912) (5,912) (794,939) Note: Pro forma Non-GAAP adjustments relate to the Reorganization, specifically surrounding how performance allocations will be shared subsequent to the IPO. Refer to the pro forma footnotes for additional details. Pro Forma Non-GAAP $ 190,674 1,396 192,070 4,242 4,242 421 421 1,712 1,712 6,220 6,220 204,664 TPG | 27#28Pro Forma GAAP Earnings Per Share Pro forma basic earnings per share of $2.91 for FY'21 and $0.52 for 4Q'21 Pro forma diluted earnings per share of $1.80 for FY'21 and $0.25 for 4Q'21 I I ($ in thousands, except share and per share amounts) Pro Forma Net Income Per Share Numerator Net income (loss) Less: Net income (loss) attributable to participating securities Less: Net income (loss) attributable to non-controlling interest Net income (loss) attributable to redeemable interest in Public SPACs Net income (loss) attributable to interests in other non-controlling interest Net income (loss) attributable to Class A common stockholders - Basic Denominator Weighted-average shares of Class A common stock outstanding - Basic Basic net income per share Pro Forma Diluted Net Income Per Share Numerator Net income (loss) attributable to Class A common stockholders - Basic Reallocation of net income assuming exchange of NCI Net income (loss) attributable to Class A common stockholders - Diluted Denominator Weighted-average shares of Class A common stock outstanding - Basic Exchange of Common Units to Class A common stocks Weighted-average shares of Class A common stock outstanding - Diluted Diluted net income per share $ 223,894 4,538 $ 4Q'20 $ (195,906) 370,559 44,703 79,273,285 0.56 44,704 29,702 74,406 79,273,285 229,652,641 308,925,926 0.24 $ 235,801 4,117 $ 4Q'21 $ 21,922 168,583 41,179 79,384,787 0.52 41,179 34,974 76,153 79,384,787 229,652,641 309,037,428 0.25 $ $ $ FY'20 (83,596) 8,513 (195,906) 20,132 83,665 79,254,937 1.06 83,665 (212,355) (128,690) 79,254,937 229,652,641 308,907,578 (0.42) $ $ FY¹21 $ 1,578,473 23,089 155,131 1,169,357 230,896 79,360,700 2.91 230,896 324,052 554,948 79,360,700 229,652,641 309,013,341 1.80 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 28#29Pro Forma After-Tax DE and Dividends Per Share Fully diluted dividend per share of $1.17 for FY'21, compared to $0.51 for FY'20 Fully diluted dividend per share reflects the conversion of operating group units into Class A Common Stock and full vesting of all unvested RSU grants I I ($ in thousands, except share and per share amounts) SI Reconciliation Total Pro Forma GAAP Class A Common Stock from Offering Class A Common Stock Awards Vested Since Issuance Pro Forma Non-GAAP Adjustments: Participating Operating Group Units Unvested RSU Grants Pro Forma Distributable Earnings Shares Outstanding ($ in thousands, except share and per share amounts) Pro Forma Non-GAAP Financial Measures Pro Forma Fee-Related Earnings Pro Forma Distributable Earnings (pre-tax) Pro Forma Distributable Earnings, Net attributable to common stockholders Estimated DE effective tax rate TPG Inc. Taxes TPG Inc. After-Tax DE Shares outstanding TPG Inc. After-Tax DE per share Target dividend policy Pro Forma Dividend per common share $ $ 4Q'20 79,070,565 202,720 229,652,641 10,250,974 319,176,900 4Q'20 76,290 108,607 23% 24,980 83,627 319,176,900 0.26 85% 0.22 $ $ 4Q'21 79,070,565 314,222 229,652,641 10,139,472 319,176,900 4Q'21 90,985 145,978 23% 33,575 112,403 319,176,900 0.35 85% 0.30 $ $ FY¹20 79,070,565 202,720 229,652,641 10,250,974 319,176,900 FY'20 226,566 247,028 23% 56,816 190,212 319,176,900 0.60 85% 0.51 $ $ FY'21 79,070,565 314,222 229,652,641 10,139,472 319,176,900 FY'21 326,113 571,803 23% 131,515 440,288 319,176,900 1.38 85% 1.17 Note: Pro forma financial measures are on an adjusted basis, assuming the Reorganization and IPO occurred on January 1, 2020; see the Reconciliations and Disclosures section of this presentation for a full reconciliation and description of adjustments. TPG | 29#30Fund Performance Metrics ($ in millions, as of 12/31/21) Fund Platform: Capital Capital Funds Air Partners TPG I TPG II TPG III TPG IV TPG V TPG VI TPG VII TPG VIII Capital Funds Asia Funds Asia I Asia II Asia III Asia IV Asia V Asia VI Asia VII Asia Funds THP Continuation Vehicles AAF AION Continuation Vehicles Platform: Capital (excl-Legacy(15)) Legacy Funds TES I Platform: Capital Vintage Year(1) 1993 1994 1997 1999 2003 2006 2008 2015 2019 1994 1998 2000 2005 2007 2012 2017 2019 2021 2021 2016 Capital Committed (2) S Note: Past performance is not indicative of future results. $ 64 721 2,500 4,497 5,800 15,372 18,873 10,495 11,505 69,827 96 392 724 1,561 3,841 3.270 4,630 14,514 2,704 1,317 207 1,524 88,569 303 88,872 Capital Invested (3) $ 64 696 2,554 3,718 6,157 15,564 19,220 10,000 7,949 65,922 78 764 623 1,603 3,257 3.136. 4,066 13,527 1,540 1,167 207 1,374 82,363 206 $ 82,569 $ Realized Value (4) $ 697 3,095 5,010 12,360 13,728 22,060 32,613 13,785 1,659 105,007 71 1,669 3,316 4,089 4,977 2,263 1,045 17,430 262 24 24 122,723 70 122,793 Unrealized Value (5) $ 6 17 1,144 8,853 9,847 19,867 642 4,936 6.251 11,829 2,240 1,370 207 1,577 35,513 230 $ 35,743 $ Total Value (6) 697 3,095 5,010 12,360 13,734 22,077 33,757 22,638 11,506 124,874 71 1,669 3,316 4,089 5,619 7,199 7,296 29,259 2,502 1,394 207 1,601 158,236 300 $ 158,536 Gross IRR (7) 81% 47% 13% 34% 20% 6% 14% 28% 86% 23% (3%) 17% 46% 23% 10% 20% 39% 21% 90% NM NM NM 23% 22% 23% Gross MOM (7) 10.9x 4.4x 2.0x 3.3x 2.2x 1.4x 1.8x 2.2x 1.6x 1.9x 0.9x 2.2x 5.3x 2.6x 1.7x 2,3x 1.9x 2.2x 1.9x NM NM NM 2.0x 1.4x 2.0x Net IRR (8) 73% 36% 10% 26% 15% 5% 10% 21% 50% 15% (10%) 14% 31% 17% 6% 15% 26% 15% 52% NM NM NM 15% 13% 15% Investor Net MOM (⁹) 8.9x 3.5x 1.7x 2.6x 1.9x 1.4x 1.5x 1.9x 1.4x 1.7x 0.7x 1.9x 3.8x 2.1x 1.4x 1.9x 1.6x 1.8x 1.5x NM NM NM 1.7x 1.3x 1.7x TPG | 30#31Fund Performance Metrics (Cont'd) ($ in millions, as of 12/31/21) Fund Platform: Growth Growth Funds STAR Growth II Growth III Growth IV Growth II (Gator) Growth V Growth Funds TDM TTAD I TTAD II Platform: Growth (Excl-Legacy(15)) Legacy Funds Biotech III Biotech IV Biotech V ART Platform: Growth Platform: Impact The Rise Funds Rise I Rise II The Rise Funds. TSI Evercare Rise Climate Platform: Impact Vintage Year(1) 2007 2011 2015 2017 2019 2020 2017 2018 2021 2008 2012 2016 2013 2017 2020 2018 2019 2021 Capital Committed (2) $ Note: Past performance is not indicative of future results. $ 1,264 2,041 3,128 3,739 726 3,558 14,456 510 1,574 2,501 19,041 510 106 88 258 20,003 2,106 2,176 4.282 333 621 6,731 11,967 $ Capital Invested (3) $ 1,259 2,184 3,085 3,156 685 1,907 12,276 406 1,497 518 14,697 468 99 78 239 15,581 1,775 1,284 3,059 133 407 137 3,736 $ Realized Value (4) $ 1,851 4,651 4,178 1,088 581 12,349 259 12,608 934 121 19 27 13.709 846 12 858 368 7 1,233 $ Unrealized Value (5) $ 72 617 2,715 4,762 613 2,475 11,254 815 2.431 518 15,018 577 5 69 260 15,929 2,799 1,737 4,536 535 139 5,210 $ Total Value (6) $ 1,923 5,268 6,893 5,850 1,194 2,475 23,603 815 2,690 518 27,626 1,511 126 88 287 29,638 3,645 1,749 5,394 368 542 139 6,443 Gross IRR (7) 13% 22% 32% 33% 47% NM 22% 30% 60% NM 23% 18% 8% 5% 4% 22% 32% 164% 37% 35% 14% NM 34% Gross MOM (7) 1.5x 2.5x 2.2x 1.8x 1.7x NM 2.0x 2.0x 1.9x NM 2.0x 3.2x 1.3x 1.1x 1.2x 2.0x 2.1x 1.6x 1.9x 2.8x 1.3x NM 1.9x Net IRR (8) 6% 16% 23% 22% 35% NM 15% 24% 49% NM 16% 13% 3% 1% 0% 16% 22% 82% 25% 25% 7% NM 23% Investor Net MOM (⁹) 1.3x 2.0x 1.8x 1.5x 1.5x NM 1.7x 1.8x 1.7x NM 1.7x 2.5x 1.1x 1.0x 1.0x 1.7x 1.7x 1.3x 1.6x 2.1x 1.1x NM 1.5x TPG | 31#32Fund Performance Metrics (Cont'd) ($ in millions, as of 12/31/21) Fund Platform: Real Estate TPG Real Estate Partners DASA RE TPG RE II TPG RE III TPG Real Estate Partners TRTX TAC+ Platform: Real Estate Platform: Market Solutions TPEP Long/Short TPEP Long Only TSCF NewQuestl New Quest II NewQuest III NewQuest IV Platform: Market Solutions (12) Discontinued Funds (16) Total Vintage Year(1) 2012 2014 2018 2014 2021 NM NM 2021 2011 2013 2016 2020 Total (excl-Legacy (15) and Discontinued Funds (16)) Capital Committed (2) $ Note: Past performance is not indicative of future results. 1,078 2,065 3,722 6,865 1,916 1,540 10,321 NM NM 1,108 234 310 541 1,000 3,193 5,870 133,091 $ 140,226 (14) Capital Invested (3) $ 576 2,186 3,601 6,363 NM 595 6,958 NM NM 100 291 337 498 611 1,837 4,103 109,591 $ 114,784 $ Realized Value (4) $ 1,068 2,970 1,078 5,116 NM 24 5,140 NM NM 767 544 267 5 1,583 5,302 143,287 149,760 $ Unrealized Value (5) 11 695 3,537 4,243 NM 571 4,814 3,030 2,102 109 228 664 846 6,979 67,534 $ 68,675 $ Total Value (6) 1,079 3,665 4,615 9,359 NM 595 9,954 NM NM 109 767 772 931 851 3,430 5,302 205,689 $ 213,303 Gross IRR (7) 21% 31% 41% 27% NM NM 27% NM (13) NM (13) NM 48% 27% 23% 112% 40% 7% 23% 22% Gross MOM (7) 1.9x 1.8x 1.4x 1.6x NM NM 1.6x NM NM NM 3.2x 2.3x 1.8x 1.5x 2.0x 1.3x 2.0x 1.9x Net IRR (8) 16% 21% 30% 20% NM NM 20% NM (13) NM (13) NM 37% 21% 15% 56% 28% 3% 15% 14% Investor Net MOM (⁹) 1.6x 1.6x 1.3x 1.4x NM NM 1.4x NM NM NM 2.3x 1.9x 1.5x 1.3x 1.6x 1.1x 1.7x 1.6x TPG | 32#33Fund Performance Metrics Notes Vintage Year, with respect to an investment or group of investments, as applicable, represents the year such investment, or the first investment in such a group, was initially consummated by the fund. For follow-on investments, Vintage Year represents the year that the fund's first investment in the relevant company was initially consummated. Vintage Year, with respect to a fund, represents the year in which the fund consummated its first investment (or, if earlier, received its first capital contributions from investors). We recently adopted this standard for fund Vintage Year to better align with current market and investor benchmarking practices. For consistency with prior reporting, however, the Vintage Year classification of any fund that held its initial closing before 2018 remains unchanged and 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. 3) Capital Invested, with respect to an investment or group of investments, as applicable, represents cash outlays by the fund for such investment or investments (whether funded through investor capital contributions or borrowing under the fund's credit facility), including capitalized expenses and unrealized bridge loans allocated to such investment or investments. Capital Invested may be reduced after the date of initial investment as a result of sell-downs. This does not include proceeds eligible for recycling under fund limited partnership agreements. Capital Invested does not include interest expense on borrowing under the fund's credit facility. 1) 4) 6) 7) Realized Value, with respect to an investment or group of investments, as applicable, represents total cash received or earned by the fund in respect of such investment or investments through the quarter end, including all interest, dividends and other proceeds. Receipts are recognized when cash proceeds are received or earned. Proceeds from an investment that is subject to pending disposition are not included in Realized Value and remain in Unrealized Value until the disposition has been completed and cash has been received. Similarly, any proceeds from an investment that is pending liquidation, or a similar event are not included in Realized Value until the liquidation or similar event has been completed. In addition, monitoring, transaction and other fees are not included in Realized Value but are applied to offset management fees to the extent provided in the fund's partnership agreement. 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 quarter 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, assuming a reasonable period of time for liquidation of the investment, and taking into consideration the financial condition and operating results of the portfolio company, the nature of the investment, applicable restrictions on marketability, market conditions, foreign currency exposures and other factors the general partner may deem appropriate. Where applicable, such estimate has been adjusted from cost to reflect (i) company performance relative to internal performance markers and the performance of comparable companies; (ii) market performance of comparable companies; and (iii) recent, pending or proposed transactions involving us, such as recapitalizations, initial public offerings or mergers and acquisitions. Given the nature of private investments, valuations necessarily entail a degree of uncertainty and/or subjectivity. There can be no assurance that expected transactions will actually occur or that performance markers will be achieved, and therefore actual value may differ from such estimated value and these differences may be material and adverse. Except as otherwise noted, valuations are as of the quarte end. Total Value, with respect to an investment or group of investments, as applicable, is the sum of Realized Value and Unrealized Value of such investment or investments. Gross IRR and Gross MoM are calculated by adjusting Net IRR and Investor 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. With respect to interest expense and other fees arising from amounts borrowed under the fund's credit facility to fund investments, we have assumed that investor capital contributions were made in respect thereof as of the midpoint of each relevant quarter in which such amounts were incurred. We have further assumed that distributions to investors occurred in the middle of the month in which the related proceeds were received by the fund. Like the Net IRR, Gross IRR and Gross MoM (i) do not reflect the effect of taxes borne, or to be borne, by investors and (ii) excludes amounts attributable to the fund's general partner, its affiliated entities and "friends of the firm" entities that generally pay no or reduced management fees and performance allocations. Such Gross IRR and Gross MoM represent an average of returns for all included investors and does not necessarily reflect the actual return of any particular investor. Gross IRR and Gross MoM are an approximation calculated by adjusting historical data using estimates and assumptions that we believe are appropriate for the relevant fund, but that inherently involve significant judgment. For funds that engaged in de minimis or no fund-level borrowing, 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. In this scenario, Gross IRR, with respect to an investment or investments, has been calculated based on the time that capital was invested by the fund in such investment or investments and that distributions were received by the fund in respect of such investment or investments, regardless of when capital was contributed to or distributed from the fund. Gross IRR does not reflect the effect of management fees, fund expenses, performance allocations or taxes borne, or to be borne, borne, by investors in the fund and would be lower if it did. For funds that engaged in de minimis or no fund-level borrowing, Gross MoM represents the multiple-of-money on capital invested by the fund for an investment or investments and is calculated as Total Value divided by Capital Invested (i.e., cash outlays by the fund for such investment or investments, whether funded through investor capital contributions or borrowing under the fund's credit facility). Gross MoM is calculated on a gross basis and does not reflect the effect of management fees, fund expenses, performance allocations or taxes borne, or to be borne, by investors in the fund, and would be lower if it did. TPG | 33#34Fund Performance Metrics Notes (Cont'd) 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 quarter end. Net IRR is the discount rate at which (i) the present value of all capital contributed by investors to the fund (which excludes, for the avoidance of doubt, any amounts borrowed by the fund in lieu of calling capital) is equal to (ii) the present value of all cash distributed to investors and the investors' ending capital balances. Net IRR reflects the impact of management fees, fund expenses (including interest expense arising from amounts borrowed under the fund's credit facility) and performance allocations, but does not reflect the effect of taxes borne, or to be borne, by investors. The Net IRR calculation assumes that investor contributions and distributions occurred in the middle of the month in which they were made. The Net IRR calculation excludes amounts attributable to the general partner, its affiliated entities and "friends of the firm" entities that generally pay no or reduced management fees and performance allocations. Net IRR represents an average return for all included investors and does not necessarily reflect the actual return of any particular investor. Net IRR for a platform does not include the cash flows for funds that are not currently presenting a Net IRR to their investors. 9) Investor Net MoM, with respect to a fund, represents the multiple-of-money on contributions to the fund by investors. Investor Net MoM is calculated as the sum of cash distributed to investors and the investors' ending capital balances as of the quarter end, divided by the amount of capital contributed to the fund by investors (which amount excludes, for the avoidance of doubt, any amounts borrowed by the fund in lieu of calling capital). Investor Net MoM reflects the impact of management fees, fund expenses (including interest expense arising from amounts borrowed under the fund's credit facility) and performance allocations, but does not reflect the effect of taxes borne, or to be borne, by investors. The Investor Net MoM calculation excludes amounts attributable to the fund's general partner, its affiliated entities and "friends of the firm" entities that generally pay no or reduced management fees and performance allocations. Investor Net MoM represents an average multiple-of-money for all included investors and does not necessarily reflect the actual return of any particular investor. 10) "NM" signifies that the relevant data would not be meaningful. Gross IRR and Gross MoM generally deemed "NM" during its initial period of operation, but in no event for more than two years after the date of the fund's first investment; in this period, we believe that these metrics do not accurately represent a fund's overall performance given the impact of organizational costs and other fees and expenses that are typically incurred early in the life of a fund. NM can also be used when the presented metric is not applicable to the product being shown. Net IRR and Investor Net MoM for a fund are generally deemed "NM" during its initial period of operation, but in no event for more than two years after the date of the fund's first investment; in this period, TPG believes that these metrics do not accurately represent a fund's overall performance given the impact of organizational costs and other fees and expenses that are typically incurred early in the life of a fund. 11) Amounts shown are in US dollars. When an investment is made in another currency, (i) Capital Invested is calculated using the exchange rate at the time of the investment, (ii) Unrealized Value is calculated using the exchange rate at the quarter end and (iii) Realized Value reflects actual US dollar proceeds to the fund. A fund may enter into foreign currency hedges in connection with an investment made in a currency other than US dollars. Capital Invested with respect to such investment includes the cost of establishing foreign currency es. For he ges entered into to facilitate payment of the purchase price for an investment, gains or losses on such hedges are applied, respectively, to reduce or increase Capital Invested with respect to such investment. Thereafter during the life of such investment, (i) Capital Invested includes any inception-to-date net realized losses on such hedges, (ii) Unrealized Value includes the unrealized fair value of such hedges as estimated by the general partner and (iii) Realized Value includes any inception-to-date net realized gain on such hedges. For hedges entered into in anticipation of receipt of exit proceeds, (i) losses on such hedges are first applied to offset exit proceeds, with any remaining losses applied to increase Capital Invested and (ii) gains on such hedges are first applied to reverse any inception-to-date net realized losses that were previously included in Capital Invested, with any remaining gains applied to increase Realized Value. Where a foreign currency hedge is implemented as part of the investment structure below the fund, such hedge is similarly reflected in Capital Invested and Realized Value to the extent that there are corresponding cash outflows from and inflows to the fund in respect of such hedge, and otherwise is included in Unrealized Value. 12) Our special purpose acquisition companies ("SPACs") which include Pace Holdings Corp., TPG Pace Holdings Corp., TPG Pace Tech Opportunities Corp., TPG Pace Beneficial Finance Corp., TPG Pace Energy Holdings Corp., TPG Pace Solutions Corp., TPG Pace Beneficial II Corp. and AfterNext Health Tech Acquisition Corp. within the Market Solutions platform are not reflected. Gross IRR, Gross MoM and Net IRR are not meaningful for SPAC products as they are designed to identify an investment and merge to become a public company. 13) As of December 31, 2021, TPEP Long/Short had estimated inception-to-date gross returns of 147% and net returns of 108%. 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." 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. Net performance assumes a 20% performance allocation. Performance results for a particular investor may vary from the performance stated as a result of, among other things, the timing of its investment(s) in TPEP, different performance allocation terms, different management fees, the feeder through which the investor invests and the investor's eligibility to participate in gains and losses from "new issue" securities. Unrealized Value represents net asset value before redemptions. (continued on next page) TPG | 34#35Fund Performance Metrics Notes (Cont'd) 13) (continued) As of December 31, 2021, TPEP Long Only had estimated inception-to-date gross returns of 34% and net returns of 34%. 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." 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. Net performance assumes a 20% performance allocation, with the performance allocation only received upon outperforming the relevant benchmark. Performance results for a particular investor may vary from the performance stated as a result of, among other things, the timing of its investment(s) in TPEP Long Only, different performance allocation terms, different management fees, the feeder through which the investor invests and the investor's eligibility to participate in gains and losses from "new issue" securities. Unrealized Value represents net asset value before redemptions. 14) Capital Committed for TRTX includes $1,201 million of private capital raised prior to TRTX's initial public offering and $716 million issued during and subsequent to TRTX's initial public offering. 15) Legacy funds represent funds whose strategies are not expected to have successor funds but that have not yet been substantially wound down. 16) Discontinued funds represent legacy funds that have substantially been wound down or are fully liquidated. The following TPG funds are considered discontinued: Latin America, Aqua I, Aqua II, Ventures, Biotech I, Biotech II, TPG TFP, TAC 2007 and DASA PE. 17) Total TPG track record amounts do not include results from RMB - Shanghai and RMB - Chongqing or China Ventures, a joint venture partnership. TPG | 35#36Reconciliations and Disclosures#37GAAP to Non-GAAP Financial Measures Reconciliation ($ in thousands) GAAP Revenue Capital-allocation Income Deconsolidation of former affiliate Expense Reimbursements Investment income and other Fee-Related Revenue GAAP Expense Depreciation and amortization expense Interest expense Expense related to consolidated TPG Funds and Public SPACs Deconsolidation of former affiliate Expense Reimbursements Non-core expenses and other Fee-Related Expenses ($ in thousands) Net Income Net (income) loss attributable to redeemable interests in Public SPACs Net (income) loss attributable to non-controlling interests in consolidated TPG Funds Net (income) loss attributable to other non-controlling interests Gain on deconsolidation Amortization expense Unrealized performance allocations, net Unrealized investment income Unrealized (gain) loss on derivatives Proceeds from sale of non-controlling interests Non-recurring items and other After-tax Distributable Earnings Income taxes Distributable Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Fee-Related Earnings $ $ $ $ $ 4Q'20 1,550,433 (1,326,148) (34,240) 9,111 199,156 191,606 (1,761) (4,449) (4,227) (34,240) (308) 146,621 4Q'20 1,143,761 195,906 (1,402) (617,697) (429,728) (65,500) 21,056 246,396 3,920 250,316 (197,287) (6,283) 1,736 4,053 52,535 $ $ $ $ $ $ 4Q'21 1,079,327 (786,538) (50,109) (3,556) 239,124 299,023 (16,086) (3,973) 3,728 (50,109) (42,282) 190,301 4Q'21 833,758 (21,922) (11,096) (414,406) 7,098 (96,417) 16,315 (3,907) (2,220) 307,203 2,909 310,112 (251,158) (15,972) 2,158 3,683 48,823 $ $ $ $ $ FY'20 2,114,838 (1,231,472) (87,235) (110,457) 30,359 716,033 817,556 (7,137) (18,993) (7,963) (96,324) (110,457) 37,901 614,583 FY'20 1,438,932 195,906 12,380 (548,504) (401,695) (267,432) (20,009) 21,056 10,833 441,467 9,305 450,772 (313,490) (57,231) 6,556 14,843 101,450 $ $ $ $ $ FY'21 4,976,387 (3,998,483) (132,810) 21,984 867,078 916,566 (21,223) (16,291) (20,764) (132,810) (36,951) 688,527 FY'21 4,655,997 (155,131) (19,287) (2,081,170) 14,195 (856,505) (295,390) (20,626) (2,220) 1,239,863 9,308 1,249,171 (999,603) (92,720) 6,775 14,928 178,551 TPG | 37#38GAAP to Non-GAAP Balance Sheet Reconciliation ($ in thousands) Total GAAP Assets Impact of consolidated TPG Funds and Public SPACS Cash and cash equivalents Assets held in Trust Accounts Investments Due from affiliates Due from counterparty Other assets Subtotal for impact of consolidated TPG Funds and Public SPACs Impact of other consolidated entities Cash and cash equivalents Due from affiliates Investments Right-of-use assets Other assets Subtotal for impact of other consolidated entities Reclassification adjustments Due from affiliates Investments Accrued performance fees Other investments Other assets Subtotal for reclassification adjustments Total Book Assets 3Q'21 $ 10,770,033 (4,211) (1,285,021) (250,162) (1,927) (96,164) (3,066) (1,640,551) (1,447,681) (133,042) (2,088,077) (161,927) (296,853) (4,127,580) (13,473) (4,576,754) 2,414,330 1,546,471 613,881 (15,545) $ 4,986,357 4Q'21 $ 8,962,013 (5,371) (1,000,027) (74) (18,993) (1,024,465) (730,359) 81,557 (3,841,372) (157,467) (459,736) (5,107,377) (13,930) (2,267,673) 1,344,347 894,741 105,092 62,577 $ 2,892,748 ($ in thousands) Total GAAP Liabilities Impact of consolidated TPG Funds and Public SPACs Accounts payable and accrued expenses Securities sold, not yet purchased Due to affiliates Due to counterparty Derivative liabilities of Public SPACs Deferred underwriting Subtotal for impact of consolidated TPG Funds and Public SPACs Impact of other consolidated entities. Accounts payable and accrued expenses Due to affiliates Operating lease liability Other liabilities Subtotal for impact of other consolidated entities Reclassification adjustments Accounts payable and accrued expenses Due to affiliates. Other liabilities Subtotal for reclassification adjustments Total Book Liabilities 3Q'21 $ 2,166,601 $ (11,387) (70,630) (368) (9,308) (33,343) (44,975) (170,011) (317,097) (596,235) (180,570) (60,502) (1,154,404) 579,358 (591,453) (3,450) (15,545) 826,641 4Q'21 $ 1,700,572 $ (8,484) (13,048) (35,000) (56,532) (131,737) (820,998) (177,003) (61,052) (1,190,790) 522,653 (6,002) (190) 516,461 969,711 TPG | 38#394Q'20 Pro Forma GAAP Statements of Operations ($ in thousands) Revenues Fees and other Capital allocation-based income Total revenues Expenses Compensation and benefits Performance allocation compensation General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACs: Interest expense Other Total expenses Investment income Income from investments: Net gains from investment activities Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACS Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to TPG Inc. See footnotes on the following pages. GAAP 4Q'20 $ 224,285 1,326,148 1,550,433 116,074 65,095 1,761 4,449 276 3,951 191,606 25,347 1,955 (197) (239,269) 1,031 (211,133) 1,147,694 3,933 1,143,761 (195,906) 1,402 730,107 608,158 Reorganization and Other Transaction Adjustments $ 4,294 (17,806) (13,512) (21,509) 747,290 998 (276) 1,238 727,741 (25,347) (771) 197 (1,020) (26,941) (768,194) 1,487 (769,681) (1,402) (258,641) (509,638) $ Offering Transaction Adjustments $ 138,684 138,684 (138,684) 11,502 (150,186) (96,638) (53,548) Pro Forma 4Q'20 $ $ 228,579 1,308,342 1,536,921 233,249 747,290 65,095 1,761 5,447 (239,269) (1) 5,189 (1) 1,058,031 (3) (1) (1) 1,184 (1) (238,074) 240,816 16,922 223,894 (5-7) (5) (195,906) (4) 374,828 44,972 11 (1) (1) (1), (8) (1) (1-5), (9) TPG | 39#404Q'21 Pro Forma GAAP Statements of Operations ($ in thousands) Revenues Fees and other Capital allocation-based income Total revenues Expenses Compensation and benefits Performance allocation compensation General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACs: Interest expense Other Total expenses Investment income Income from investments: Net gains from investment activities Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACS Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to TPG Inc. See footnotes on the following pages. GAAP 4Q'21 $ $ 292,789 786,538 1,079,327 187,032 95,660 16,086 3,973 167 (3,895) 299,023 14,873 (499) 14,384 20,294 7,350 56,402 836,706 2,948 833,758 21,922 11,096 474,879 325,861 Reorganization and Other Transaction Adjustments $ $ 3,950 (7,447) (3,497) (42,920) 502,308 998 (167) (434) 459,785 17,419 (14,384) (1,093) 1,942 (461,340) (461,340) (11,096) (316,063) (134,181) $ Offering Transaction Adjustments $ 124,319 124,319 (124,319) 12,298 (136,617) Pro Forma 4Q'21 $ 13,816 (150,433) $ 296,739 779,091 1,075,830 268,431 502,308 (5) 95,660 16,086 4,971 32,292 (499) 20,294 6,257 58,344 251,047 15,246 235,801 (3) (1) (1) (4,329) (1) 883,127 21,922 (5-7) 172,632 41,247 (4) (1) (1) (1) (8) (1) (1-5), (9) TPG | 40#41Quarterly Pro Forma GAAP Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data 1) This adjustment relates to Excluded Assets and is made up of the following components: Impact of changes in economics of certain TPG general partner interests in TPG Funds: The TPG Operating Group transferred to Remain Co certain performance allocation economic entitlements from certain of the TPG general partner entities that are defined as Excluded Assets, as well as certain cash and amounts due to affiliates at the TPG Operating Group that relate to these TPG general partner entities' economic entitlements. We continue to consolidate these TPG general partner entities because we maintain control and have an implicit variable interest. This adjustment results in a transfer of $4.8 million and $165.3 million from net income attributable to controlling interests to non-controlling interests for the quarters ended December 31, 2021 and 2020, respectively. Transfer of other investments: The TPG Operating Group also transferred the economic entitlements associated with certain other investments, including our investment in our former affiliate. For the quarter ended December 31, 2021, the impact results in the exclusion of total revenues of $7.4 million and investment loss of $17.4 million with an increase to net income attributable to controlling interests of $8.4 million and non-controlling interest of $1.6 million. For the quarter ended December 31, 2020, the impact results in the exclusion of total revenues of $17.8 million and investment income of $26.1 million with a reduction to net income attributable to controlling interests of $37.0 million and non-controlling interest of $6.9 million. This does not include certain of our strategic equity method investments, including Harlem Capital Partners, Vamos Ventures and LandSpire Group, as the economics of these investments continue to be part of the TPG Operating Group after the Reorganization. Deconsolidation of consolidated TPG Funds: We transferred the TPG Operating Group's co-investment interests in certain TPG Funds to Remain Co. These TPG Funds were historically consolidated and as a result of the transfer to Remain Co, are deconsolidated because we no longer hold a more than insignificant economic interest. For the quarter ended December 31, 2021, this results in a reduction of $0.6 million of expenses and $15.5 million of investment income, and associated impacts to income attributable to controlling interests, non-controlling interest in consolidated TPG Funds, and non-controlling interests. For the quarter ended December 31, 2020, this results in an increase in net expenses of $1.0 million, a reduction of $0.8 million of investment income, and associated impacts to income attributable to controlling, non-controlling interest in consolidated TPG Funds and non-controlling interests. 2) This adjustment relates to the changes in economic entitlements that the holders of TPG Operating Group Common Units will retain, and the associated reallocation of interests after the Reorganization. Specified Company Assets include certain TPG general partner entities to which the TPG Operating Group retained an economic entitlement and that are consolidated both before and after the Reorganization. As part of the Reorganization, the sharing percentage of the associated performance allocation income was reallocated between controlling and non-controlling interests. Subject to certain exceptions, we expect RemainCo to be entitled to between 10% and 15% of these Specified Company Assets' related performance allocations, which we will treat as non-controlling interests, and to allocate generally between 65% and 70% indirectly to our partners and professionals through performance allocation vehicles and Promote Units, with the remaining 20% available for distribution to the TPG Operating Group Common Unit holders. RemainCo's entitlement to performance allocations associated with future funds will step down over time. In conjunction with allocating between 65% and 70% of performance allocations associated with the Specified Company Assets to our partners and professionals, we will reduce the amount of cash-based bonuses historically paid to these individuals as further described in Note 5 below. The primary impact of this is a reallocation from income attributable to controlling interests to income attributable to non-controlling interests. Specifically, this adjustment reflects reclassifications of $173.3 million and $297.1 million, for the quarters ended December 31, 2021 and 2020, respectively, from net income attributable to controlling interests to net income attributable to other non-controlling interests. TPG | 41#42Quarterly Pro Forma GAAP Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data continued 3) This amount reflects an administrative services fee that we will receive for managing the Excluded Assets to be transferred to RemainCo that will not be part of the TPG Operating Group. The fee is based on 1% of the net asset value of Remain Co. 4) This adjustment reflects incremental interest expense related to additional financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non- controlling interest holders prior to the Reorganization and the IPO. The distribution was made with $200.0 million of proceeds from the senior unsecured term loan issuance. The Senior Unsecured Term Loan carries an interest rate of LIBOR plus 1.00% and matures in December 2024. The impact of the adjustment is an increase to interest expense of $1.0 million with a corresponding impact to net income attributable to controlling interests and non-controlling interest holders, for the quarters ended December 31, 2021 and 2020. 5) Reflects the reclassification of performance allocation amounts owed to senior professionals from other non-controlling interests to performance allocation compensation. Following the IPO, we account for partnership distributions to our partners and professionals as performance allocation compensation expense. As described in Note 2 above, we have adjusted our performance allocation sharing percentage and in conjunction with allocating between 65% and 70% of performance allocations associated with the Specified Company Assets to certain of our people, we are reducing the amounts of cash-based bonuses and increasing the performance allocation compensation expense. For the quarter ended December 31, 2021, the impact to the unaudited pro forma condensed consolidated statement of operations included additional performance allocation compensation of $459.4 million with a corresponding reduction to net income attributable to non-controlling interest and a reduction of $42.9 million from compensation and benefits with a corresponding increase to net income attributable to controlling and non-controlling interest of $36.2 million and $6.7 million, respectively. Amounts have been derived based upon our historical results. For the quarter ended December 31, 2020, the impact to the unaudited pro forma condensed consolidated statement of operations included additional increase to performance allocation compensation of $725.8 million with a corresponding reduction to net income attributable to non-controlling interest and a reduction of $21.5 million from compensation with a corresponding increase to net income attributable to controlling and non-controlling interest of $18.1 million and $3.4 million, respectively. Amounts have been derived based upon our historical results. 6) Our current partners hold restricted indirect interests in Common Units through TPG Partner Holdings and indirect economic interests in RemainCo as a result of the Reorganization and the IPO. The number of TPG Partner Holdings units outstanding at the time of the IPO total 245,397,431, of which 73,849,986 are unvested. The number of units outstanding related to our existing partners' indirect economic interests in RemainCo at the time of the IPO total 198,040,459, of which 26,922,374 are unvested. In conjunction with the Reorganization, TPG Partner Holdings distributed its interest in RemainCo and the underlying assets as part of a common control transaction to its existing owners, which are our current and former partners. No changes were made to the terms of the unvested units. TPG Partner Holdings and RemainCo will both be presented as non-controlling interest holders within our consolidated financial statements. We intend to account for the TPG Partner Holdings units and indirect economic interests in RemainCo as compensation expense in accordance with Accounting Standards Codification Topic 718 Compensation - Stock Compensation. The unvested TPG Partner Holdings units and unvested indirect economic interests in RemainCo will be charged to compensation and benefits as they vest over the remaining requisite service period on a straight-line basis. The vesting periods range from immediate vesting up to six years. Expense amounts for TPG Partner Holdings units have been derived utilizing a per unit value of $29.50 (the IPO price) and adjusting for factors unique to those units, multiplied by the number of unvested units, and will be expensed over the remaining requisite service period. Expense amounts for the unvested indirect interests in RemainCo have been derived based on the fair value of RemainCo, utilizing a discounted cash flow valuation approach, multiplied by the number of unvested interests, and will be expensed over the remaining requisite service period. These adjustments resulted in expenses for the quarters ended December 31, 2021 and 2020 totaling $106.1 million and $121.1 million, respectively. There is no additional dilution to our stockholders, contractually these units are only related to our non-controlling interest holders, and there is no impact to the allocation of income and distributions to our stockholders. Therefore, we have allocated these expense amounts to our non-controlling interest holders. TPG | 42#43Quarterly Pro Forma GAAP Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data continued 7) In connection with the IPO, we granted to certain of our people RSUS with respect to approximately 9,280,000 shares of Class A common stock (although we are authorized to grant up to 4% of our shares of Class A common stock, measured on a fully-diluted, as converted basis, which would be 12,277,912 shares of Class A common stock). Of these RSUS, we granted 8,229,960 shares of Class A common stock immediately following the completion of the IPO. These RSUS generally vest over four years in three equal installments on the second through fourth anniversaries of the grant date (with some grants vesting on shorter alternate vesting schedules), subject to the recipient's continued provision of services to the Company or its affiliates through the vesting date. In addition, under the TPG Inc. Omnibus Equity Incentive Plan, which was approved by our board of directors on December 7, 2021 and our shareholders on December 20, 2021 (the "Omnibus Plan"), we granted immediately following the IPO long-term performance incentive awards to certain of our key executives in the form of RSUS (certain of which have performance-vesting criteria) with respect to a total of 2,203,390 shares of Class A common stock. Furthermore, we have currently named two of our three independent directors, and granted RSUS to the two named independent directors with respect to 20,340 shares of Class A common stock, immediately following the IPO. This adjustment reflects compensation expense associated with the grants described above had they occurred at the beginning of the period presented. The grants of such RSUS results in recognition of compensation expense for the quarters ended December 31, 2021 and 2020 in the amount of $18.3 million and $17.6 million, respectively. These expenses are non-cash in nature and allocated to the Common Unit holders. Not included in the above Offering Transaction Adjustment are RSUS (which are part of the RSUS with respect to approximately 9,280,000 shares of Class A common stock referred to above) with respect to 1,050,040 shares that will be granted in 2022 after the IPO, including those to people hired for new roles created in connection with the IPO. In addition, we plan to grant RSUS of 10,170 shares to our third independent director when named. These additional grants will have similar vesting terms and conditions as the RSUS mentioned above. 8) The TPG Operating Group partnerships have been and are expected to continue to be treated as partnerships for U.S. federal and state income tax purposes. Following the IPO, we are subject to U.S. federal income taxes, in addition to state, local and foreign income taxes with respect to our allocable share of any taxable income generated by the TPG Operating Group that flows through to its interest holders, including us. As a result, the unaudited pro forma condensed consolidated statement of operations reflects adjustments to our income tax expense to reflect a blended statutory tax rate of 23.0% at TPG, which was calculated assuming the U.S. federal rates currently in effect and the statutory rates applicable to each state, local and foreign jurisdiction where we estimate our income will be apportioned. 9) Prior to the IPO, TPG held Common Units representing 78.1% of the Common Units and 100% of the interests in certain intermediate holding companies. 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. As a result, we consolidate the financial results of the TPG Operating Group and its consolidated subsidiaries and report non-controlling interests related to the interests held by the other partners of the TPG Operating Group and its consolidated subsidiaries in our consolidated statements of operations. Following the IPO, TPG owns 25.6% of the Common Units, and the other partners of the TPG Operating Group own the remaining 74.4%, excluding the equity-based compensation expense related to our partners' unvested TPG Partner Holdings units and indirect economic interests in RemainCo, which has been allocated only to non-controlling interest holders. Net income attributable to non-controlling interests will represents 74.4% of the consolidated income before taxes of the TPG Operating Group. Promote Units are not included in this calculation of ownership interest. TPG | 43#44FY'20 Pro Forma GAAP Statements of Operations ($ in thousands) Revenues Fees and other Capital allocation-based income Total revenues Expenses Compensation and benefits Performance allocation compensation General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACs: Interest expense Other Total expenses Investment income Income from investments: Net gains (losses) from investment activities Gain on deconsolidation Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACS Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to TPG Inc. See footnotes on the following pages. GAAP FY'20 $ $ 883,366 1,231,472 2,114,838 522,715 260,748 7,137 18,993 722 7,241 817,556 (5,839) 401,695 8,123 (18,691) (239,269) 5,410 151,429 1,448,711 9,779 1,438,932 (195,906) (12,380) 719,640 927,578 Reorganization and Other Transaction Adjustments $ $ (67,998) 159,840 91,842 (158,785) 721,097 (33,885) (397) 3,379 (722) (2,016) 528,671 5,839 (401,695) (3,114) 18,691 (5,399) (385,678) (822,507) 303 (822,810) 12,380 (332,094) (503,096) $ Offering Transaction Adjustments $ 657,042 19,496 676,538 (676,538) 23,180 (699,718) (359,307) (340,411) Pro Forma FY'20 $ $ 815,368 (1), (3) (1) 1,391,312 2,206,680 1,020,972 (1), (5-7) (5) (1), (8) (1) 721,097 246,359 6,740 22,372 (1), (4) 5,225 2,022,765 (239,269) 11 (234,249) (50,334) 33,262 (83,596) (195,906) (1) (1) 5,009 (1) 28,239 84,071 (1) € E (1) (1) (1), (9) (1) (1-5), (10) TPG | 44#45FY'21 Pro Forma GAAP Statements of Operations ($ in thousands) Revenues Fees and other Capital allocation-based income Total revenues Expenses Compensation and benefits Performance allocation compensation General, administrative and other Depreciation and amortization Interest expense Expenses of consolidated TPG Funds and Public SPACS: Interest expense Other Total expenses Investment income Income from investments: Net gains from investment activities Interest, dividends and other Investment income of consolidated TPG Funds and Public SPACs: Net gains (losses) from investment activities Unrealized gains (losses) on derivative liabilities Interest, dividends and other Total investment income Income before income taxes Income tax expense Net income Less: Net (loss) income attributable to redeemable equity in Public SPACS Net (loss) income attributable to non-controlling interests in consolidated TPG Funds Net (loss) income attributable to other non-controlling interests Net income attributable to TPG Inc. See footnotes on the following pages. GAAP FY'21 $ $ 977,904 $ 3,998,483 4,976,387 579,698 278,590 21,223 16,291 740 20,024 916,566 353,219 6,460 23,392 211,822 10,321 605,214 4,665,035 9,038 4,655,997 155,131 19,287 Reorganization and Other Transaction Adjustments 2,455,825 2,025,754 20,807 (8,653) 12,154 (140,278) 2,538,505 3,991 (740) (1,629) 2,399,849 (92,860) (23,392) (4,029) (120,281) (2,507,976) (2,507,976) (19,287) (1,490,481) $ (998,208) $ Offering Transaction Adjustments $ 500,607 500,607 (500,607) 68,941 (569,548) 226,650 (796,198) Pro Forma FY'21 $ 998,711 3,989,830 4,988,541 940,027 2,538,505 278,590 21,223 18,395 3,817,022 20,282 (4) 260,359 6,460 211,822 6,292 484,933 1,656,452 1,578,473 (3) (1) 155,131 (5-7) (5) 1,191,994 231,348 (1) (1) (1) 77,979 (9) (1) (1) (1) (1-5), (10) TPG | 45#46Annual Pro Forma GAAP Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data 1) This adjustment relates to Excluded Assets and is made up of the following components: Impact of changes in economics of certain TPG general partner interests in TPG Funds: The TPG Operating Group transferred to Remain Co certain performance allocation economic entitlements from certain of the TPG general partner entities that are defined as Excluded Assets, as well as certain cash and amounts due to affiliates at the TPG Operating Group that relate to these TPG general partner entities' economic entitlements. We continue to consolidate these TPG general partner entities because we maintain control and have an implicit variable interest. This adjustment results in a transfer of $127.1 million and $22.0 million from net income attributable to controlling interests to non-controlling interests for the years ended December 31, 2021 and 2020, respectively, and is reflected in the table below. Transfer of other investments: The TPG Operating Group also transferred the economic entitlements associated with certain other investments, including our investment in our former affiliate. For the year ended December 31, 2021, the impact results in the exclusion of total revenues of $8.7 million and investment income of $92.9 million with a reduction to net income attributable to controlling interests of $85.6 million and non-controlling interest of $16.0 million. For the year ended December 31, 2020, the impact results in the exclusion of total revenues of $74.7 million, expenses of $80.0 million and investment income of $399.0 million with a reduction to net income attributable to controlling interests of $231.2 million and non-controlling interest of $13.4 million. This does not include certain of our strategic equity method investments, including Harlem Capital Partners, Vamos Ventures and LandSpire Group, as the economics of these investments continue to be part of the TPG Operating Group after the Reorganization. Deconsolidation of consolidated TPG Funds: We transferred the TPG Operating Group's co-investment interests in certain TPG Funds to RemainCo. These TPG Funds were historically consolidated and as a result of the transfer to Remain Co, are deconsolidated because we no longer hold a more than insignificant economic interest. For the year ended December 31, 2021, this results in a reduction of $2.4 million of expenses and $27.4 million of investment income, and associated impacts to income attributable to controlling, non-controlling interest in consolidated TPG Funds, and non-controlling interests. For the year ended December 31, 2020, this results in a reduction of $2.7 million of expenses, an increase of $13.3 million of investment income, and associated impacts to income attributable to controlling, non-controlling interest in consolidated TPG Funds and non-controlling interests. This adjustment relates to the changes in economic entitlements that the holders of TPG Operating Group Common Units will retain, and the associated reallocation of interests after the Reorganization. Specified Company Assets include certain TPG general partner entities to which the TPG Operating Group retained an economic entitlement and that are consolidated both before and after the Reorganization. As part of the Reorganization, the sharing percentage of the associated performance allocation income was reallocated between controlling and non-controlling interests. Subject to certain exceptions, we expect RemainCo to be entitled to between 10% and 15% of these Specified Company Assets' related performance allocations, which we will treat as non-controlling interests, and to allocate generally between 65% and 70% indirectly to our partners and professionals through performance allocation vehicles and Promote Units, with the remaining 20% available for distribution to the TPG Operating Group Common Unit holders. RemainCo's entitlement to performance allocations associated with future funds will step down over time. In conjunction with allocating between 65% and 70% of performance allocations associated with the Specified Company Assets to our partners and professionals, we will reduce the amount of cash-based bonuses historically paid to these individuals as further described in Note 5 below. The primary impact of this is a reallocation from income attributable to controlling interests to income attributable to non-controlling interests. Specifically, this adjustment reflects reclassifications of $896.3 million and $360.6 million, for the years ended December 31, 2021 and 2020, respectively, from net income attributable to controlling interests to net income attributable to other non-controlling interests. TPG | 46#47Annual Pro Forma GAAP Forma GAAP Statements. Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data continued 3) This amount reflects an administrative services fee that we will receive for managing the Excluded Assets to be transferred to RemainCo that will not be part of the TPG Operating Group. The fee is based on 1% of the net asset value of Remain Co. 4) This adjustment reflects incremental interest expense related to additional financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non- controlling interest holders prior to the Reorganization and the IPO. The distribution was made with $200.0 million of proceeds from the senior unsecured term loan issuance. The Senior Unsecured Term Loan carries an interest rate of LIBOR plus 1.00% and matures in December 2024. The impact of the adjustment is an increase to interest expense of $4.0 million with a corresponding impact to net income attributable to controlling interests and non-controlling interest holders, for the years ended December 31, 2021 and 2020. 5) Reflects the reclassification of performance allocation amounts owed to senior professionals from other non-controlling interests to performance allocation compensation. Following the IPO, we account for partnership distributions to our partners and professionals as performance allocation compensation expense. As described in Note 2 above, we have adjusted our performance allocation sharing percentage and in conjunction with allocating between 65% and 70% of performance allocations associated with the Specified Company Assets to certain of our people, we are reducing the amounts of cash-based bonuses and increasing the performance allocation compensation expense. For the year ended December 31, 2021, the impact to the unaudited pro forma condensed consolidated statement of operations included additional performance allocation compensation of $2,398.2 million with a corresponding reduction to net income attributable to non-controlling interest and a reduction of $140.3 million from compensation and benefits with a corresponding increase to net income attributable to controlling and non-controlling interest of $118.3 million and $22.0 million, respectively. Amounts have been derived based upon our historical results. For the year ended December 31, 2020, the impact to the unaudited pro forma condensed consolidated statement of operations included additional increase to performance allocation compensation of $607.4 million with a corresponding reduction to net income attributable to non-controlling interest and a reduction of $113.7 million from compensation with a corresponding increase to net income attributable to controlling and non-controlling interest of $96.0 million and $17.7 million, respectively. Amounts have been derived based upon our historical results. 6) Our current partners hold restricted indirect interests in Common Units through TPG Partner Holdings and indirect economic interests in RemainCo as a result of the Reorganization and the IPO. The number of TPG Partner Holdings units outstanding at the time of the IPO total 245,397,431, of which 73,849,986 are unvested. The number of units outstanding related to our existing partners' indirect economic interests in RemainCo at the time of the IPO total 198,040,459, of which 26,922,374 are unvested. In conjunction with the Reorganization, TPG Partner Holdings distributed its interest in RemainCo and the underlying assets as part of a common control transaction to its existing owners, which are our current and former partners. No changes were made to the terms of the unvested units. TPG Partner Holdings and RemainCo will both be presented as non-controlling interest holders within our consolidated financial statements. We intend to account for the TPG Partner Holdings units and indirect economic interests in RemainCo as compensation expense in accordance with Accounting Standards Codification Topic 718 Compensation - Stock Compensation. The unvested TPG Partner Holdings units and unvested indirect economic interests in RemainCo will be charged to compensation and benefits as they vest over the remaining requisite service period on a straight-line basis. The vesting periods range from immediate vesting up to six years. Expense amounts for TPG Partner Holdings units have been derived utilizing a per unit value of $29.50 (the IPO price) and adjusting for factors unique to those units, multiplied by the number of unvested units, and will be expensed over the remaining requisite service period. Expense amounts for the unvested indirect interests in RemainCo have been derived based on the fair value of RemainCo, utilizing a discounted cash flow valuation approach, multiplied by the number of unvested interests, and will be expensed over the remaining requisite service period. These adjustments resulted in expenses for the years ended December 31, 2021 and 2020 totaling $428.7 million and $579.2 million, respectively. There is no additional dilution to our stockholders, contractually these units are only related to our non-controlling interest holders, and there is no impact to the allocation of income and distributions to our stockholders. Therefore, we have allocated these expense amounts to our non-controlling interest holders. TPG | 47#48Annual Pro Forma GAAP Statements of Operations Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Statement of Operations and Other Data continued 7) In connection with the IPO, we granted to certain of our people RSUS with respect to approximately 9,280,000 shares of Class A common stock (although we are authorized to grant up to 4% of our shares of Class A common stock, measured on a fully-diluted, as converted basis, which would be 12,277,912 shares of Class A common stock). Of these RSUS, we granted 8,229,960 shares of Class A common stock immediately following the completion of the IPO. These RSUS generally vest over four years in three equal installments on the second through fourth anniversaries of the grant date (with some grants vesting on shorter alternate vesting schedules), subject to the recipient's continued provision of services to the Company or its affiliates through the vesting date. In addition, under the Omnibus Plan, we granted immediately following the IPO long-term performance incentive awards to certain of our key executives in the form of RSUS (certain of which have performance-vesting criteria) with respect to a total of 2,203,390 shares of Class A common stock. Furthermore, we have currently named two of our three independent directors, and granted RSUS to the two named independent directors with respect to 20,340 shares of Class A common stock, immediately following the IPO. This adjustment reflects compensation expense associated with the grants described above had they occurred at the beginning of the period presented. The grants of such RSUS results in recognition of compensation expense for the years ended December 31, 2021 and 2020 in the amount of $71.9 million and $77.8 million, respectively. These expenses are non-cash in nature and allocated to the Common Unit holders. Not included in the above Offering Transaction Adjustment are RSUS (which are part of the RSUs with respect to approximately 9,280,000 shares of Class A common stock referred to above) with respect to 1,050,040 shares that will be granted in 2022 after the IPO, including those to people hired for new roles created in connection with the IPO. In addition, we plan to grant RSUS of 10,170 shares to our third independent director when named. These additional grants will have similar vesting terms and conditions as the RSUS mentioned above. 8) We have estimated we will incur approximately $19.5 million in additional non-recurring transaction and Reorganization related costs in connection with the IPO. These amounts are not directly related to the issuance of securities in the IPO but are related to the Reorganization and have been reflected as an adjustment in the unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2020. 9) The TPG Operating Group partnerships have been and are expected to continue to be treated as partnerships for U.S. federal and state income tax purposes. Following the IPO, we are subject to U.S. federal income taxes, in addition to state, local and foreign income taxes with respect to our allocable share of any taxable income generated by the TPG Operating Group that will flow through to its interest holders, including us. As a result, the unaudited pro forma condensed consolidated statement of operations reflects adjustments to our income tax expense to reflect a blended statutory tax rate of 23.0% at TPG, which was calculated assuming the U.S. federal rates currently in effect and the statutory rates applicable to each state, local and foreign jurisdiction where we estimate our income will be apportioned. 10) Prior to the IPO, TPG held Common Units representing 78.1% of the Common Units and 100% of the interests in certain intermediate holding companies. 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. As a result, we consolidate the financial results of the TPG Operating Group and its consolidated subsidiaries and report non-controlling interests related to the interests held by the other partners of the TPG Operating Group and its consolidated subsidiaries in our consolidated statements of operations. Following the IPO, TPG owns 25.6% of the Common Units, and the other partners of the TPG Operating Group own the remaining 74.4%, excluding the equity-based compensation expense related to our partners' unvested TPG Partner Holdings units and indirect economic interests in RemainCo, which has been allocated only to non-controlling interest holders. Net income attributable to non-controlling interests will represents 74.4% of the consolidated income before taxes of the TPG Operating Group. Promote Units are not included in this calculation of ownership interest. TPG | 48#494Q Pro Forma Non-GAAP Financial Measures Reorganization and Other Transaction Adjustments ($ in thousands) Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Fee-Related Revenues Fee-Related Expenses Compensation and benefits, net Operating expenses, net Fee-Related Expenses Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Distributable Earnings Income taxes After-Tax Distributable Earnings ($ in thousands) Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Fee-Related Revenues Fee-Related Expenses Compensation and benefits, net Operating expenses, net Fee-Related Expenses Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, Distributable Earnings Income taxes After-Tax Distributable Earnings See footnotes on the following pages. Non-GAAP 4Q'20 $ $ $ 158,816 29,710 10,630 199,156 $ 105,767 40,854 146,621 52,535 197,287 6,282 (1,736) (4,052) 250,316 Non-GAAP 4Q'21 (3,920) 246,396 201,876 24,666 12,582 239,124 154,474 35,827 190,301 48,823 251,158 15,972 (2,158) 3,683) 310,112 (2,909) 307,203 $ $ $ 2,247 2,247 $ (21,508) (21,508) 23,755 (156,482) (7,983) (999) (141,709) Reorganization and Other Transaction Adjustments (141,709) (758) (758) (42,920) (42,920) 42,162 (197,493) (7,805) (998) (164,134) (164,134) $ $ Offering Transaction Adjustments $ (2,478) (2,478) Offering Transaction Adjustments $ (5,690) (5,690) Pro Forma Non- GAAP 4Q'20 $ $ $ 158,816 29,710 12,877 (1) 201,403 $ 84,259 (2) 40,854 125,113 76,290 40,805 (2), (3) Pro Forma Non- GAAP 4Q'21 (1,701) (4) (1,736) (5,051) (5) 108,607 (6,398) (6) 102,209 201,876 24,666 11,824 (1) 238,366 111,554 (2) 35,827 147,381 90,985 53,665 (2), (3) 8,167 (4) (2,158) (4,681) (5) 145,978 (8,599) (6) 137,379 TPG | 49#50Quarterly Pro Forma Non-GAAP Financial Measures Footnotes Notes to the Unaudited Quarterly Pro Forma Non-GAAP Financial Measures 1) The difference in other income between non-GAAP and pro form a non-GAAP financial measures is attributable to: (i) removing the other income associated with the other investments that were transferred to Remain Co and (ii) an administrative services fee that we will receive for managing the Excluded Assets transferred to RemainCo that are not part of the TPG Operating Group. The fee is based on 1% of the net asset value of Remain Co. 2) 3) 5) This adjustment reflects the reduction of our cash-based bonuses we historically paid to our partners and professionals within compensation and benefits, net. Through the Reorganization, we have increased certain of our people's share of performance allocations associated with the Specified Company Assets from approximately 50% to between 65% and 70%. The impact of this is a decrease in compensation and benefits, net of $42.9 million and $21.5 million for the quarters ended December 31, 2021 and 2020, respectively. 4) The difference in realized investment income and other, net is related to the transfer to RemainCo of certain other investments that make up the Excluded Assets. The TPG Operating Group retained its interests in our strategic investments in NewQuest, Harlem Capital Partners, VamosVentures and LandSpire Group. This resulted in a decrease to realized investment income and other, net of $7.8 million and $8.0 million for the quarters ended December 31, 2021 and 2020, respectively. 6) Realized performance allocations, net only include the amounts the TPG Operating Group is entitled to after gross realized performance allocations has been reduced by realized performance allocation compensation and non-controlling interests. Following the Reorganization, the TPG Operating Group will receive approximately 20% of the future performance allocations associated with the general partner entities that we retained an economic interest in. This adjustment to our sharing percentage was made to allow us to reduce cash-based bonuses paid to our partners. The impact of this adjustment is a decrease in realized performance allocations, net of $197.5 million and $156.5 million for the quarters ended December 31, 2021 and 2020, respectively. This difference relates to additional interest expense from new financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non-controlling interest holders prior to the Reorganization and the IPO. The distribution was made with $200.0 million proceeds from the senior unsecured term loan issuance. The Senior Unsecured Term Loan carries an interest rate of LIBOR plus 1.00% and matures in December 2024. The impact of the adjustment is an increase to interest expense of $1.0 million for the quarters ended December 31, 2021 and 2020. The difference in income tax expense is attributable to the Corporate Conversion. The income tax expense adjustment reflects TPG Inc.'s share of pro forma pre-tax distributable earnings, which equals 25.6%, multiplied by TPG Inc.'s effective tax rate of 23.0%. TPG | 50#51FY Pro Forma Non-GAAP Financial Measures Reorganization and Other Transaction Adjustments ($ in thousands) Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Fee-Related Revenues Fee-Related Expenses Compensation and benefits, net Operating expenses, net Fee-Related Expenses Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Distributable Earnings Income taxes After-Tax Distributable Earnings ($ in thousands) Fee-Related Revenues Management Fees Transaction, monitoring and other fees, net Other Income Fee-Related Revenues Fee-Related Expenses Compensation and benefits, net Operating expenses, net Fee-Related Expenses Fee-Related Earnings Realized performance allocations, net Realized investment income and other, net Depreciation expense Interest expense, net Distributable Earnings Income taxes After-Tax Distributable Earnings See footnotes on the following pages. Non-GAAP FY'20 $ $ $ 623,658 49,455 42,920 716,033 $ 441,245 173,338 614,583 101,450 313,490 57,231 (6,556) (14,843) 450,772 Non-GAAP FY'21 (9,305) 441,467 718,364 102,041 46,673 867,078 521,413 167,114 688,527 178,551 999,603 92,720 (6,775) (14,928) 1,249,171 (9,308) 1,239,863 $ $ $ 11,419 11,419 $ (113,697) (113,697) 125,116 (272,673) (32,700) (3,992) (184,249) Reorganization and Other Transaction Adjustments (184,249) 7,284 7,284 (140,278) (140,278) 147,562 (794,939) (26,000) (3,991) (677,368) (677,368) $ $ Offering Transaction Adjustments $ (19,495) $ (19,495) (5,247) (24,742) Offering Transaction Adjustments (24,376) (24,376) Pro Forma Non- GAAP FY'20 $ $ $ 623,658 49,455 54,339 (1) $ 727,452 327,548 (2) 173,338 500,886 226,566 40,817 (2), (3) 5,036 (4) Pro Forma Non- GAAP FY'21 (6,556) (18,835) (5) 247,028 (14,552) (6) 232,476 718,364 102,041 53,957 (1) 874,362 381,135 (2) 167,114 548,249 326,113 204,664 (2), (3) 66,720 (4) (6,775) (18,919) (5) 571,803 (33,684) (6) 538,119 TPG | 51#52Annual Pro Forma Non-GAAP Financial Measures Footnotes Notes to the Unaudited Annual Pro Forma Non-GAAP Financial Measures 1) 2) 3) 5) The difference in other income between non-GAAP and pro form a non-GAAP financial measures is attributable to: (i) removing the other income associated with the other investments that were transferred to Remain Co and (ii) an administrative services fee that we will receive for managing the Excluded Assets transferred to RemainCo that are not part of the TPG Operating Group. The fee is based on 1% of the net asset value of Remain Co. 6) This adjustment reflects the reduction of our cash-based bonuses we historically paid to our partners and professionals within compensation and benefits, net. Through the Reorganization, we have increased certain of our people's share of performance allocations associated with the Specified Company Assets from approximately 50% to between 65% and 70%. The impact of this is a decrease in compensation and benefits, net of $140.3 million and $113.7 million for the years ended December 31, 2021 and 2020, respectively. 4) The difference in realized investment income and other, net is related to the transfer to RemainCo of certain other investments that make up the Excluded Assets. The TPG Operating Group retained its interests in our strategic investments in New Quest, Harlem Capital Partners, VamosVentures and LandSpire Group. This resulted in a decrease to realized investment income and other, net of $26.0 million and $32.7 million for the years ended December 31, 2021 and 2020, respectively. Also, $19.5 million of additional non-recurring transaction and reorganization related costs are reflected as if incurred during the year ended December 31, 2020. Realized performance allocations, net only include the amounts the TPG Operating Group is entitled to after gross realized performance allocations has been reduced by realized performance allocation compensation and non-controlling interests. Following the Reorganization, the TPG Operating Group will receive approximately 20% of the future performance allocations associated with the general partner entities that we retained an economic interest in. This adjustment to our sharing percentage was made to allow us to reduce cash-based bonuses paid to our partners. The impact of this adjustment is a decrease in realized performance allocations, net of $794.9 million and $272.7 million for the years ended December 31, 2021 and 2020, respectively. This difference relates to additional interest expense from new financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non-controlling interest holders prior to the Reorganization and the IPO. The distribution was made with $200.0 million proceeds from the senior unsecured term loan issuance. The Senior Unsecured Term Loan carries an interest rate of LIBOR plus 1.00% and matures in December 2024. The impact of the adjustment is an increase to interest expense of $4.0 million for the years ended December 31, 2021 and 2020. The difference in income tax expense is attributable to the Corporate Conversion. The income tax expense adjustment reflects TPG Inc.'s share of pro forma pre-tax distributable earnings, which equals 25.6%, multiplied by TPG Inc.'s effective tax rate of 23.0%. TPG | 52#533Q'21 Pro Forma GAAP Balance Sheet ($ in thousands) Assets Cash and cash equivalents Restricted cash Due from affiliates Investments Right-of-use assets Other assets Assets of consolidated TPG Funds and Public SPACs: Cash and cash equivalents Investments held in Trust Accounts Investments Due from affiliates Due from counterparty Other assets Total assets Liabilities, redeemable equity and partners' capital Accounts payable and accrued expenses Due to affiliates Secured borrowings, net Senior unsecured term loan Revolving credit facility to affiliate Accrued performance allocations compensation Operating lease liabilities. Other liabilities Liabilities of consolidated TPG Funds and Public SPACs: Accounts payable and accrued expenses Securities sold, not yet purchased Due to affiliates Due to counterparty Derivative liabilities of Public SPACs Deferred underwriting Total liabilities Commitments and contingencies Redeemable equity from consolidated Public SPACS Equity Class A common stock Class B common stock Additional paid-in-capital Partners' capital controlling interests Retained earnings Total partners' / stockholders' equity attributable to TPG Inc. Non-controlling interests in consolidated TPG Funds Other non-controlling interests Total equity Total liabilities, redeemable equity and equity See footnotes on the following pages. TPG Group Holdings Historical 3Q'21 $ $ 1,783,221 13,136 146,515 6,664,831 161,927 359,852 4,211 1,285,021 250,162 1,927 96,164 3,066 10,770,033 319,507 1,187,688 244,874 180,570 63,951 11,387 70,630 368 9,308 33,343 44,975 2,166,601 1,285,021 3,506,720 3,506,720 204,254 3,607,437 7,318,411 10,770,033 Reorganization and Other Transaction Adjustments $ $ (88,700) (721,410) (834) (250,162) (1,927) (96,164) (361) (1,159,559) (254,417) 200,000 3,475,299 (987) (70,630) (368) (9,308) 3,339,589 (2,155,229) (2,155,229) (204,254) (2,139,665) (4,499,148) (1,159,559) Offering Transaction Adjustments $ $ 431,217 (9,361) 421,856 11,785 (9,361) 2,424 79 230 509,424 (1,351,491) (841,758) 1,261,190 419,432 421,856 TPG Inc. Pro Forma 3Q'21 $ $ 2,125,738 (1), (5), (8) 13,136 146,515 5,943,421 (1) 161,927 350,491 (8) 3,377 (1) 1,285,021 - (1) - (1) - (1) 2,705 (1) 10,032,330 319,507 945,056 (1), (9) 244,874 200,000 (3) 3,475,299 (4) 180,570 54,590 (8) 10,400 (1) (1) (1) - (1) 33,343 44,975 5,508,614 1,285,021 79 (6) 230 (7) 509,424 (10) 509,733 (1), (11) - (1) 2,728,962 (1-4), (11) 3,238,695 10,032,330 TPG | 53#54Pro Forma GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated GAAP Balance Sheet Measures as of September 30, 2021 1) The TPG Operating Group transferred to RemainCo certain performance allocation economic entitlements from certain of the TPG general partner entities that are defined as Excluded Assets, as well as certain cash and due to affiliate amounts at the TPG Operating Group that relate to these TPG general partner entities' economic entitlements. We continue to consolidate these TPG general partner entities because we maintain control and have an implicit variable interest. These transfers resulted in the reduction of cash of $13.7 million and due to affiliate amounts of $254.4 million, which increased partners' capital by $203.2 million and non-controlling interests of $37.5 million. In addition, the transfer of performance allocation economic entitlements resulted in a transfer of $320.9 million from partners' capital to non-controlling interests. In conjunction with the Reorganization, the TPG Operating Group transferred $75.0 million of cash on hand to RemainCo as a pre-IPO transaction, with an impact to partners' capital of $63.3 million and non-controlling interests of $11.7 million. The TPG Operating Group also transferred the economic entitlements associated with certain other investments, including our investment in our former affiliate. The impact results in the transfer of $721.4 million of investments with an offsetting impact to partners' capital totaling $609.0 million and non-controlling interest of $112.4 million. As part of the transfer of certain other investments, we transferred our co-investment interests in our historically consolidated TPG Funds to Remain Co. This resulted in the deconsolidation of those funds and resulted in the exclusion of $349.9 million of assets, $81.3 million of liabilities, $53.9 million of partners' capital, $204.3 million on non-controlling interests in consolidated TPG Funds and $10.0 million in non-controlling interest. 3) 4) This adjustment relates to the economic entitlements that the TPG Operating Group retained, and the associated reallocation after the Reorganization. Specified Company Assets include certain TPG general partner entities to which the TPG Operating Group retained an economic entitlement and that are consolidated both before and after the Reorganization. As part of the Reorganization, the sharing percentage of the associated performance allocation income was reallocated between controlling and non-controlling interests. Subject to certain exceptions, we expect RemainCo to be entitled to between 10% and 15% of these Specified Company Assets' related performance allocations, which we will treat as non-controlling interests, and to allocate generally between 65% and 70% indirectly to our partners and professionals through performance allocation vehicles and Promote Units, with the remaining 20% available for distribution to the TPG Operating Group Common Unit holders. RemainCo's entitlement to performance allocations associated with future funds will step down over time. The primary impact of this is a reallocation from controlling interests to non-controlling interests. Specifically, this adjustment reflects a reclassification of $1,142.5 million from partners' capital to other non-controlling interest. Reflects additional financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non-controlling interest holders prior to the Reorganization and the IPO. The distribution was made with the $200.0 million of proceeds from the senior unsecured term loan issuance. This adjustment relates to accrued performance allocation amounts owed to our partners and professionals. Prior to the Reorganization and the IPO, the entities that comprise the consolidated financial statements of TPG Group Holdings have been partnerships or limited liability companies, and our senior professionals were part of the ownership group of those entities. As such, their share of accrued performance allocations was reflected within "other non-controlling interests" on the TPG Group Holdings consolidated statement of financial condition, as these interests existed through the individuals' ownership interests, and the income attributable to these performance allocation rights were included in "net income attributable to other non-controlling interests" on the TPG Group Holdings consolidated statement of operations. Additionally, we have adjusted the sharing percentages associated with certain performance allocations between our controlling and non-controlling interest holders, which resulted in an increase to amounts attributable to our historic non-controlling interest holders and a further increase to accrued performance allocation compensation. As of September 30, 2021, the carrying value of these performance allocations totaled approximately $3,457.3 million. An adjustment has been recorded to reclassify this balance from other non-controlling interests to a liability on the unaudited pro forma condensed consolidated statement of financial condition. Subsequent to the Reorganization, the amounts owed to our senior professionals will be treated as compensatory profit-sharing arrangements and reflected as a liability on our unaudited pro forma condensed consolidated statement of financial condition. TPG | 54#55Pro Forma GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated GAAP Balance Sheet Measures as of September 30, 2021 continued 5) The adjustment reflects i) proceeds, net of estimated underwriting discounts, of $820.7 million from the IPO based on the issuance of 30,085,604 shares of Class A common stock at the IPO price of $29.50 per share, with a corresponding increase to additional paid-in capital and (ii) of the proceeds noted above, we used approximately $380.1 million to purchase Common Units from certain existing owners of the TPG Operating Group (none of whom is an active TPG partner or Founder), at the IPO price of $29.50 per share paid by the public for shares of our Class A common stock in the IPO. 6) Reflects 70,811,664 shares of Class A common stock and 8,258,901 shares of nonvoting Class A common stock with a par value of $0.001 outstanding immediately after the IPO. This includes 30,085,604 shares of our Class A common stock issued in the IPO to new investors and 40,726,060 shares of Class A common stock and 8,258,901 shares of nonvoting Class A common stock received in exchange for Common Units by the holders of Common Units (other than TPG Inc.). 7) In connection with the IPO, we issued 229,652,641 shares of Class B common stock with a par value of $0.001 to the TPG Operating Group owners, other than us or our wholly-owned subsidiaries, on a one-to-one basis with the number of Common Units they own across each of the three TPG Operating Group entities. Each share of our Class B common stock entitles its holder to ten votes. As part of the IPO and pursuant to the Exchange Agreement, each Common Unit that is not held by us or our wholly-owned subsidiaries is exchangeable for either (i) cash equal to the value of one share of Class A common stock from a substantially concurrent public offering or private sale based on the closing price per share of the Class A common stock on the day before the pricing of such public offering or private sale (taking into account customary brokerage commissions or underwriting discounts actually incurred); or (ii) at our election, for one share of our Class A common stock (or, in certain cases, for shares of nonvoting Class A common stock). We are reflecting the TPG Operating Group Common Units held by our affiliates as non-controlling interests on the unaudited pro forma GAAP balance sheet since they relate to equity in the TPG Operating Group that is not attributable to us. 8) We are deferring certain costs associated with this offering, including certain legal, accounting and other related expenses, which have been recorded in other assets, net in our unaudited pro forma condensed consolidated statement of financial condition. Upon completion of the IPO, we have incurred approximately $31.8 million of offering costs that are reflected as a reduction to additional paid-in capital, of which $9.4 million was recorded to other assets, net as of September 30, 2021. The remaining $22.4 million of offering costs are presented as an offset to proceeds from the IPO. We may incur additional costs related to the IPO which we expect to be settled in cash with the proceeds from the IPO. In connection with the IPO, we entered into the Tax Receivable Agreement with certain of our pre-IPO owners that provides for the payment by us (or our subsidiary) to such pre-IPO owners of 85% of cash tax savings, if any, that we actually realize, or we are deemed to realize (calculated using certain assumptions) as a result of the Covered Tax Items. We will retain the benefit of the remaining 15% of these net cash tax savings under the Tax Receivable Agreement. Pursuant to the corporate conversion and this offering, $11.8 million was recognized in due to affiliates for the Tax Receivable Agreement, which assumes: (i) only exchanges associated with this offering, (ii) a share price equal to $29.50 per share less any underwriting discounts and commissions, (iii) a constant U.S. federal and state income tax rate of 23.0%, (iv) no material changes in tax law, (v) the ability to utilize tax attributes, (vi) no adjustment for potential remedial allocations and (vii) future Tax Receivable Agreement payments. The impact of the Tax Receivable Agreement liability is reflected within additional paid-in capital. 10) Reflects adjustments to additional paid-in capital as a result of: (i) proceeds from offering, net of underwriting discounts and unpaid offering costs, (ii) exchange of common units, (iii) reclassifying partners' capital to additional paid-in capital, (iv) tax receivable agreement, (v) payment of offering costs, (vi) par value of common stock, and (vii) transfer to non-controlling interest holders. 11) Following the IPO, we hold approximately 25.6% of the Common Units and 100% of the interests in certain intermediate holding companies. In our capacity as the sole indirect owner of the entities serving as the general partner of the TPG Operating Group partnerships, we indirectly control all of the TPG Operating Group's business and affairs. As a result, we continue to consolidate the financial results of the TPG Operating Group and report non-controlling interests related to the interests held by the other partners of the TPG Operating Group, which represents a majority of the economic interest in the TPG Operating Group on our consolidated statement of financial condition. TPG | 55#564Q'21 Pro Forma GAAP Balance Sheet ($ in thousands) Assets Cash and cash equivalents Restricted cash. Due from affiliates Investments Right-of-use assets Other assets Assets of consolidated TPG Funds and Public SPACs: Cash and cash equivalents Investments held in Trust Accounts Investments Due from affiliates Due from counterparty Other assets Total assets Liabilities, redeemable equity and partners' capital Accounts payable and accrued expenses Due to affiliates Secured borrowings, net Revolving credit facility to affiliate Accrued performance allocation compensation Operating lease liabilities Other liabilities Liabilities of consolidated TPG Funds and Public SPACs: Accounts payable and accrued expenses Derivative liabilities of Public SPACs Deferred underwriting Total liabilities Commitments and contingencies Redeemable equity from consolidated Public SPACs Equity Class A common stock Class B common stock Additional paid-in-capital Partners' capital controlling interests Retained earnings Total partners' / stockholders' equity attributable to TPG Inc. Non-Controlling interests in consolidated TPG Funds Other non-controlling interests Total Equity Total liabilities, redeemable equity and equity See footnotes on the following pages. TPG Group Holdings Historical 4Q'21 $ $ 972,729 13,135 185,321 6,109,046 157,467 499,850 5,371 1,000,027 74 18,993 8,962,013 134,351 826,999 244,950 199,494 177,003 61,243 8,484 13,048 35,000 1,700,572 1,000,027 1,606,593 1,606,593 4,654,821 6,261,414 8,962,013 Reorganization and Other Transaction Adjustments $ $ (27,200) (27,200) (203,286) 3,848,126 3,644,840 (439,196) (439,196) (3,232,844) (3,672,040) (27,200) Offering Transaction Adjustments $ $ 431,217 (23,988) 407,229 10,611 (24,171) (13,560) 79 230 498,251 (1,167,397) (668,837) 1,089,626 420,789 407,229 TPG Inc. Pro Forma 4Q'21 $ $ 1,376,746 (1), (3), (8) 13,135 185,321 6,109,046 157,467 475,862 (8) 5,371 1,000,027 74 18,993 9,342,042 134,351 634,324 (1). (6) 244,950 199,494 3,848,126 (2) 177,003 37,072 (8) 8,484 13,048 35,000 5,331,852 1,000,027 79 (4) 230 (5) 498,251 (7) 498,560 (1), (9) 2,511,603 (1), (2), (9) 3,010,163 9,342,042 TPG | 56#57Pro Forma GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated GAAP Balance Sheet Measures as of December 31, 2021 1) The TPG Operating Group transferred to RemainCo certain performance allocation economic entitlements from certain of the TPG general partner entities that are defined as Excluded Assets, as well as certain cash and due to affiliate amounts at the TPG Operating Group that relate to these TPG general partner entities' economic entitlements. We continue to consolidate these TPG general partner entities because we maintain control and have an implicit variable interest. These transfers resulted in the reduction of cash of $27.2 million and due to affiliate amounts of $203.3 million, which increased partners' capital by $148.5 million and non-controlling interests of $27.6 million. In addition, the transfer of performance allocation economic entitlements resulted in a transfer of $587.7 million from partners' capital to non-controlling interests. 2) This adjustment relates to accrued performance allocation amounts owed to our partners and professionals. Prior to the Reorganization and the IPO, the entities that comprise the consolidated financial statements of TPG Group Holdings have been partnerships or limited liability companies, and our senior professionals were part of the ownership group of those entities. As such, their share of accrued performance allocations was reflected within "other non-controlling interests" on the TPG Group Holdings consolidated statement of financial condition, as these interests existed through the individuals' ownership interests, and the income attributable to these performance allocation rights were included in "net income attributable to other non-controlling interests" on the TPG Group Holdings consolidated statement of operations. Additionally, we have adjusted the sharing percentages associated with certain performance allocations between our controlling and non-controlling interest holders, which resulted in an increase to amounts attributable to our historic non-controlling interest holders and a further increase to accrued performance allocation compensation. As of December 31, 2021, the carrying value of these performance allocations totaled approximately $3,848.1 million. An adjustment has been recorded to reclassify this balance from other non-controlling interests to a liability on the unaudited pro forma condensed consolidated statement of financial condition. Subsequent to the Reorganization, the amounts owed to our senior professionals will be treated as compensatory profit-sharing arrangements and reflected as a liability on our unaudited pro forma condensed consolidated statement of financial condition. 3) The adjustment reflects i) proceeds, net of estimated underwriting discounts, of $820.7 million from the IPO based on the issuance of 30,085,604 shares of Class A common stock at the IPO price of $29.50 per share, with a corresponding increase to additional paid-in capital and (ii) of the proceeds noted above, we used approximately $380.1 million to purchase Common Units from certain existing owners of the TPG Operating Group (none of whom is an active TPG partner or Founder), at the IPO price of $29.50 per share paid by the underwriters for shares of our Class A common stock in the IPO. 4) Reflects 70,811,664 shares of Class A common stock and 8,258,901 shares of nonvoting Class A common stock with a par value of $0.001 outstanding immediately after the IPO. This includes 30,085,604 shares of our Class A common stock issued in the IPO to new investors and 40,726,060 shares of Class A common stock and 8,258,901 shares of nonvoting Class A common stock received in exchange for Common Units by the holders of Common Units (other than TPG Inc.). 5) In connection with the IPO, we issued 229,652,641 shares of Class B common stock with a par value of $0.001 to the TPG Operating Group owners, other than us or our wholly-owned subsidiaries, on a one-to-one basis with the number of Common Units they own across each of the three TPG Operating Group entities. Each share of our Class B common stock entitles its holder to ten votes. As part of the IPO and pursuant to the Exchange Agreement, each Common Unit that is not held by us or our wholly-owned subsidiaries is exchangeable for either (i) cash equal to the value of one share of Class A common stock from a substantially concurrent public offering or private sale based on the closing price per share of the Class A common stock on the day before the pricing of such public offering or private sale (taking into account customary brokerage commissions or underwriting discounts actually incurred); or (ii) at our election, for one share of our Class A common stock (or, in certain cases, for shares of nonvoting Class A common stock). We are reflecting the TPG Operating Group Common Units held by our affiliates as non-controlling interests on the unaudited pro forma GAAP balance sheet since they relate to equity in the TPG Operating Group that is not attributable to us. TPG | 57#58Pro Forma GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated GAAP Balance Sheet Measures as of December 31, 2021 continued 6) In connection with the IPO, we entered into the Tax Receivable Agreement with certain of our pre-IPO owners that provides for the payment by us (or our subsidiary) to such pre-IPO owners of 85% of cash tax savings, if any, that we actually realize, or we are deemed to realize (calculated using certain assumptions) as a result of the Covered Tax Items. We will retain the benefit of the remaining 15% of these net cash tax savings under the Tax Receivable Agreement. Pursuant to the Corporate Conversion and the IPO, $10.6 million was recognized in due to affiliates for the Tax Receivable Agreement, which assumes: (i) only exchanges associated with the IPO, (ii) a share price equal to $29.50 per share less any underwriting discounts and commissions, (iii) a constant U.S. federal and state income tax rate of 23.0% (iv) no material changes in tax law, (v) the ability to utilize tax attributes, (vi) no adjustment for potential remedial allocations and (vii) future Tax Receivable Agreement payments. The impact of the Tax Receivable Agreement liability is reflected within additional paid-in capital. 7) Reflects adjustments to additional paid-in capital as a result of: (i) proceeds from offering, net of underwriting discounts and unpaid offering costs, (ii) exchange of common units, (iii) reclassifying partners' capital to additional paid-in capital, (iv) tax receivable agreement, (v) payment of offering costs, (vi) par value of common stock, and (vii) transfer to non-controlling interest holders. 8) We are deferring certain costs associated with this offering, including certain legal, accounting and other related expenses, which have been recorded in other assets, net in our unaudited pro forma condensed consolidated statement of financial condition. Upon completion of the IPO, we incurred approximately $31.8 million of offering costs that will be reflected as a reduction to additional paid-in capital, of which $24.2 million was recorded to other assets, net as of December 31, 2021. The remaining $9.4 million of offering costs are presented as an offset to proceeds from the IPO. We may incur additional costs through the completion of this offering which we expect to be settled in cash with the proceeds from this offering. 9) Following the IPO, we hold approximately 25.6% of the Common Units and 100% of the interests in certain intermediate holding companies. In our capacity as the sole indirect owner of the entities serving as the general partner of the TPG Operating Group partnerships, we indirectly control all of the TPG Operating Group's business and affairs. As a result, we continue to consolidate the financial results of the TPG Operating Group and report non-controlling interests related to the interests held by the other partners of the TPG Operating Group, which represents a majority of the economic interest in the TPG Operating Group on our consolidated statement of financial condition. TPG | 58#59Pro Forma Non-GAAP Balance Sheet ($ in thousands) Book Assets Cash and cash equivalents Restricted Cash Accrued performance allocations Other investments. Other assets, net Total Book Assets Book Liabilities Accounts payable, accrued expenses and other Securitized borrowing, net Senior unsecured term loan Total Book Liabilities. Net Book Value ($ in thousands) Book Assets Cash and cash equivalents Restricted Cash Accrued performance allocations Other investments Other assets, net Total Book Assets Book Liabilities Accounts payable, accrued expenses and other Securitized borrowing, net Senior unsecured term loan Total Book Liabilities Net Book Value See footnotes on the following pages. Non-GAAP 3Q'21 $ $ $ $ 335,540 13,135 2,414,330 1,546,471 ,881 4,986,357 581,768 244,873 826,641 Non-GAAP 4Q'21 4,159,716 242,370 13,135 1,344,348 894,741 398,154 2,892,748 525,267 244,950 199,494 969,711 1,923,037 Reorganization and Other Transaction Adjustments $ $ $ $ (88,700) (1,737,313) (752,674) (30,450) (2,609,137) (254,417) 200,000 (54,417) Reorganization and Other Transaction Adjustments (2,554,720) (27,200) (575,065) (204,453) (806,718) (203,286) (203,286) (603,432) $ $ $ $ Offering Transaction Adjustments 431,217 (9,361) 421,856 2,424 2,424 419,432 Offering Transaction Adjustments 431,217 (23,988) 407,229 (13,560) (13,560) 420,789 $ $ Pro Forma Non- GAAP 3Q'21 $ $ 678,057 (1), (2) 13,135 677,017 (1), (3) 793,797 (1) 7,07 (1), (2) 2,799,076 329,775 (1), (2), (4) 244,873 200,000 (5) 774,648 2,024,428 (6) Pro Forma Non- GAAP 4Q'21 646,387 (1), (2) 13,135 769,283 (3) 894,741 169,713 (1), (2) 2,493,259 308,421 244,950 199,494 752,865 1,740,394 (1), (2), (4) (5) TPG | 59#60Pro Forma Non-GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Non-GAAP Balance Sheet Measures as of September 30, 2021 1) The difference between non-GAAP and pro form a non-GAAP balance sheet measures relates to the transfer of Excluded Assets, which consist of rights to future performance allocations related to certain general partner entities. Additionally, certain of our other investments and investments into TPG Funds have been excluded, because such interests are not part of the TPG Operating Group. Our share of accrued performance allocations would have been reduced by $363.9 million and we also would have transferred (i) $88.7 million of cash; (ii) $752.7 million in investments; (iii) $30.5 million of other assets, net; and (iv) $254.4 million of other liabilities to Remain Co. 2) 3) Following the Reorganization, the TPG Operating Group and Common Unit holders are expected to receive approximately 20% of the future performance allocations associated with the general partner entities that we retain an economic interest in as described in Note 2 above. This adjustment reduces our share of accrued performance allocations by $1,373.4 million. 4) 5) Includes $431.2 million of proceeds, net of estimated underwriting discounts and unpaid offering costs of $31.8 million, of which $9.4 million was previously capitalized and accrued in Other Assets, net and Accounts payable, accrued expenses and other, respectively. 6) Reflects a Tax Receivable Agreement liability of $11.8 million related to the Reorganization of TPG into a corporation and associated offering transactions. Reflects additional financing the TPG Operating Group used to declare a distribution of $200.0 million to our controlling and non-controlling interest holders prior to the Reorganization and this offering. The distribution was made with $200.0 million of proceeds from the senior unsecured term loan issuance. The Senior Unsecured Term Loan carries an interest rate of LIBOR plus 1.00% and matures in December 2024. The impact of this to our pro form a Non-GAAP assets and liabilities is an increase to debt of $200.0 million. Represents the impact to the net book value of the TPG Operating Group after the offering transaction adjustments. TPG | 60#61Pro Forma Non-GAAP Balance Sheet Footnotes Notes to the Unaudited Pro Forma Condensed Consolidated Non-GAAP Balance Sheet Measures as of December 31, 2021 1) The difference between non-GAAP and pro form a non-GAAP balance sheet measures relates to the transfer of Excluded Assets, which consist of rights to future performance allocations related to certain general partner entities. Additionally, certain of our other investments and investments into TPG Funds have been excluded, because such interests are not part of the TPG Operating Group. We would have transferred (i) $27.2 million of cash; (ii) $204.5 million of other assets; and (iii) $203.3 million of other liabilities to Remain Co. 2) Includes $431.2 million of proceeds, net of estimated underwriting discounts and unpaid offering costs of $31.8 million, of which $24.0 million was previously capitalized and accrued in Other Assets, net and Accounts payable, accrued expenses and other, respectively. 3) Following the Reorganization, the TPG Operating Group and Common Unit holders are expected to receive approximately 20% of the future performance allocations associated with the general partner entities that we retain an economic interest in as described in Note 2 above. This adjustment reduces our share of accrued performance allocations by $575.1 million. 4) Reflects a Tax Receivable Agreement liability of $10.4 million related to the Reorganization of TPG into a corporation and associated offering transactions. 5) Represents the impact to the net book value of the TPG Operating Group after the IPO transaction adjustments. TPG | 61#62Notes Dividend Policy Our current intention is to pay holders of our Class A common stock and nonvoting Class A common stock a quarterly dividend representing at least 85% of TPG Inc.'s share of distributable earnings attributable to the TPG Operating Group, subject to adjustment as determined by the Executive Committee of our board of directors to be necessary or appropriate to provide for the conduct of our business, to make appropriate investments in our business and funds, to comply with applicable law, any of our debt instruments or other agreements, or to provide for future cash requirements such as tax-related payments and clawback obligations. Although we expect to pay at least 85% of our DE as a dividend, the percentage of our DE paid out as a dividend could fall below that target minimum. We expect that our first quarterly distribution will be paid in the second quarter of 2022 in respect of the prior quarter. All of the foregoing is subject to the further qualification that the declaration and payment of any dividends are at the sole discretion of the Executive Committee prior to the Sunset and the Executive Committee may change our dividend policy at any time, including, without limitation, to reduce such dividends or even to eliminate such dividends entirely. Any future determination as to the declaration and payment of dividends, if any, will be at the discretion of the Executive Committee after taking into account various factors, including our business, operating results and financial condition, current and anticipated cash needs, plans for expansion and any legal or contractual limitations on our ability to pay dividends. Certain of our existing credit facilities include, and any financing arrangement that we enter into in the future may include restrictive covenants that limit our ability to pay dividends. In addition, the TPG Operating Group is generally prohibited under Delaware law from making a distribution a limited partner to the extent that, at the time of the distribution, after giving effect to the distribution, liabilities of the TPG Operating Group (with certain exceptions) exceed the fair value of its assets. Subsidiaries of the TPG Operating Group are generally subject to similar legal limitations on their ability to make distributions to the TPG Operating Group. Non-GAAP Financial Measures In this press release, we disclose non-GAAP financial measures, including distributable earnings ("DE"), after-tax DE, fee-related earnings ("FRE"), fee-related revenues ("FRR"), and fee- related expenses. These measures are not financial measures under GAAP and should not be considered as substitutes for net income, revenues or total expenses, and they may not be comparable to similarly titled measures reported by other companies. These measures should be considered in addition to GAAP measures. We use these measures to assess the core operating performance of our business, and further definitions can be found on the following pages. TPG | 62#63Definitions After-tax Distributable Earnings ("After-tax DE") is a non-GAAP performance measure of our distributable earnings after reflecting the impact of income tax expense. We use it to assess how income tax expense effects amounts available to be distributed to our partners. After-tax DE differs from GAAP net income computed in accordance with GAAP in that it does not include the items described in the definition of DE herein; however, unlike DE it does reflect the impact of income tax expense. Assets Under Management ("AUM") represents the sum of (i) fair value of the investments and financial instruments held by our TPG funds managed by us, plus the capital that we are entitled to call from investors in those funds and co-investors, pursuant to the terms of their respective capital commitments, net of outstanding leverage, including capital commitments to funds that have yet to commence their investment periods; (ii) the net asset value of our hedge funds and funds of hedge funds; (iii) the gross amount of assets (including leverage) for our mortgage REITs; and (iv) IPO proceeds held in trust, excluding interest, as well as forward purchase agreements and proceeds associated with the private investment in public equity related to our SPACs upon the consummation of a business combination. Our definition of AUM is not based on any definition of AUM that may be set forth in the agreements governing the investment funds that we manage or calculated pursuant to any regulatory definitions. AUM Not Yet Earning Fees represents the amount of capital commitments to TPG investment funds and co-investment vehicles that has not yet been invested or considered active, and as this capital is invested or activated, the fee-paying portion will be included in FAUM. FAUM Subject to Step-Up represents capital raised within certain funds where the management fee rate increases once capital is invested. Subject to certain limitations, limited partners in these funds pay a lower fee on committed and undrawn capital. As capital is drawn down for investments, the fees paid on that capital increases. FAUM Subject to Step-Up is included within FAUM. AUM Subject to Fee Earning Growth represents capital commitments that can grow fees when deployed through earning new management fees (AUM Not Yet Earning Fees) or when invested from a higher rate of management fees (FAUM Subject to Step-Up). Available capital is the aggregate amount of unfunded capital commitments that partners have committed to our funds and co-invest vehicles to fund future investments, as well as IPO and forward purchase agreement proceeds associated with our Public SPACs, and private investment in public equity commitments by investors upon the consummation of a business combination associated with our Public SPACS. Available capital is reduced for investments completed using fund-level financing arrangements; however, it is not reduced for investments that we have committed to make yet remain unfunded at the reporting date. We believe this measure is useful to investors as it provides additional insight into the amount of capital that is available to our investment funds and co-investment vehicles to make future investments. Capital invested is the aggregate amount of capital invested during a given period by TPG's investment funds, co-investment vehicles and SPACs in conjunction with the completion of a business combination. It excludes hedge fund activity. We believe this measure is useful to investors as it measures capital deployment across TPG. Capital invested includes investments made using investment financing arrangements like credit facilities, as applicable. Capital raised is the aggregate amount of capital commitments raised by TPG's investment funds and co-investment vehicles during a given period, as well as IPO and forward purchase agreements associated with our Public SPACs and private investment in public equity upon the consummation of a business combination associated with one of our Public SPACs. We believe this measure is useful to investors as it measures access to capital across TPG and our ability to grow our management fee base. Distributable Earnings ("DE") is used to assess performance and amounts potentially available for distributions to partners. DE is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure of net income. DE differs from GAAP net income computed in accordance with GAAP in that it does not include (i) unrealized performance allocations and related compensation and benefit 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 non-cash items, such as contingent reserves. TPG | 63#64Definitions (Cont'd) Fee-Related Earnings ("FRE") is a supplemental performance measure and is used to evaluate our business and make resource deployment and other operational decisions. FRE differs from net income computed in accordance with 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-recurring income and expenses. We use FRE to measure the ability of our business to cover compensation and operating expenses from fee revenues other than capital allocation-based income. The use of FRE without consideration of the related GAAP measures is not adequate due to the adjustments described herein. Fee-related revenues ("FRR") is comprised of (i) management fees, (ii) transaction, monitoring and other fees, net, and (iii) other income. Fee-related revenue differs from revenue computed in accordance with GAAP in that it excludes certain reimbursement expense arrangements. Refer to "-Reconciliation to GAAP Measures" to the comparable line items on the combined statements of operations. Fee-related expenses differs from expenses computed in accordance with GAAP in that it is net of certain reimbursement arrangements. Fee-related expenses is used in management's review of the business. Fee earning AUM or "FAUM" represents only the AUM from which we are entitled to receive management fees. FAUM is the sum of all the individual fee bases that are used to calculate our management fees and differs from AUM in the following respects: (i) assets and commitments from which we are not entitled to receive a management fee are excluded (e.g., assets and commitments with respect to which we are entitled to receive only performance allocations or are otherwise not currently entitled to receive a management fee) and (ii) certain assets, primarily in our private equity funds, are reflected based on capital commitments and invested capital as opposed to fair value because fees are generally not impacted by changes in the fair value of underlying investments. We believe this measure is useful to investors as it provides additional insight into the capital base upon which we earn management fees. Our definition of FAUM is not based on any definition of AUM or FAUM that is set forth in the agreements governing the investment funds and products that we manage. Net accrued performance allocations represents both unrealized and undistributed performance allocations resulting from our general partner interests in our TPG funds. We believe this measure is useful to investors as it provides additional insight into the accrued performance allocations to which the TPG Operating Group Common Unit holders are expected to receive. Non-GAAP Financial Measures represent financial measures that are calculated and presented on the basis of methodologies other than in accordance with generally accepted accounting principles in the United States of America. These non-GAAP financial measures should be considered in addition to and not as a substitute for, or superior to, financial measures presented in accordance with U.S. GAAP. We use these measures to assess the core operating performance of our business. Realizations represent the aggregate investment proceeds generated by our TPG investment funds and co-investment vehicles and Public SPACs in conjunction with the completion of a business combination. We believe this measure is useful to investors as it drives investment gains and performance allocations. Value creation, with respect to an investment or group of investments, represents the appreciation or depreciation of value during a given measurement period, with the numerator being the total change in value reduced by capital invested during the measurement period, and the denominator being the sum of (i) the unrealized value at the beginning of the measurement period plus (ii) capital invested in follow-on investments made during the measurement period plus (iii) capital invested in new investments made during the measurement period if the new investment had a change in value. TPG | 64