8-K
filed June 12, 2023, 7:59 PM ET
ticker TPG
CIK 0001880661
other
confidence high
sentiment neutral
materiality 0.25
TPG shareholders approve charter amendment, set say-on-pay frequency at 3 years
TPG Inc.
- All 14 director nominees and 8 Executive Committee members elected at June 8 annual meeting.
- Non-binding advisory vote on executive compensation approved (712M for, 17M against).
- Stockholders chose a 3-year frequency for future say-on-pay votes (696M votes for 3 years).
- Ratification of Deloitte & Touche as independent auditor for FY2023 (732M for, 61K against).
- Charter amendment approved to give Board powers previously reserved for Executive Committee.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TPG Inc.: Corresponding amendment and restatement of bylaws effective upon filing of the amended charter (effective 2023-06-08).
- Change
- bylaw amendment
- Effective
- 2023-06-08
Exact text from the filing
The Board of Directors also approved a corresponding amendment and restatement of the Bylaws of the Company (the “Amended and Restated Bylaws”), which became effective immediately upon the filing of the Amended Charter with the Secretary of State of the State of Delaware.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TPG Inc.: Amendment and restatement of certificate of incorporation to provide the Board of Directors with powers currently reserved solely for the Executive Committee (effective 2023-06-08).
- Change
- charter amendment
- Effective
- 2023-06-08
Exact text from the filing
On June 8, 2023, following the approval by stockholders at the 2023 Annual Meeting, the Company filed the Amended Charter with the Secretary of State of the State of Delaware. The Amended Charter became effective upon its filing with the Secretary of State of the State of Delaware.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Election of Directors at the 2023-06-08 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 1. Election of Directors The nominees listed below were elected to serve on the Board of Directors, in each case for a one-year term expiring at the annual meeting of stockholders to be held in 2024. FOR WITHHOLD BROKER NON-VOTES David Bonderman 714,372,071 14,804,598 3,680,745 Gunther Bright 718,641,431 10,535,238 3,680,745 Maya Chorengel 715,107,639 14,069,030 3,680,745 Jonathan Coslet 715,115,337 14,061,332 3,680,745 James Coulter 718,284,791 10,891,878 3,680,745 Mary Cranston 718,056,239 11,120,430 3,680,745 Kelvin Davis 715,114,623 14,062,046 3,680,745 Deborah Messemer 717,896,479 11,280,190 3,680,745 Ganendran Sarvananthan 715,107,768 14,068,901 3,680,745 Todd Sisitsky 718,373,965 10,802,704 3,680,745 David Trujillo 715,073,417 14,103,252 3,680,745 Anilu Vazquez-Ubarri 718,454,965 10,721,704 3,680,745 Jack Weingart 712,632,928 16,543,741 3,680,745 Jon Winkelried 718,767,147 10,409,522 3,680,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Advisory Vote to Approve Executive Compensation (Say-on-Pay) at the 2023-06-08 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 3. Advisory Vote to Approve Executive Compensation (Say-on-Pay) Stockholders approved, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers for the 2022 fiscal year. FOR AGAINST ABSTAIN BROKER NON-VOTES 712,370,113 16,797,420 9,136 3,680,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Election of Executive Committee Members at the 2023-06-08 meeting.
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 2. Election of Executive Committee Members The nominees listed below were elected to serve on the Executive Committee, in each case for a one-year term expiring at the annual meeting of stockholders to be held in 2024. FOR WITHHOLD BROKER NON-VOTES James Coulter 718,236,405 10,940,264 3,680,745 Kelvin Davis 714,769,595 14,407,074 3,680,745 Ganendran Sarvananthan 714,764,929 14,411,740 3,680,745 Todd Sisitsky 718,166,271 11,010,398 3,680,745 David Trujillo 714,728,579 14,448,090 3,680,745 Anilu Vazquez-Ubarri 718,245,917 10,930,752 3,680,745 Jack Weingart 712,073,536 17,103,133 3,680,745 Jon Winkelried 718,254,744 10,921,925 3,680,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Amendment and Restatement of the Amended and Restated Certificate of Incorporation at the 2023-06-08 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 6. Amendment and Restatement of the Amended and Restated Certificate of Incorporation Stockholders approved the amendment and restatement of the Company’s Amended and Restated Certificate of Incorporation (the “Amended Charter”) to provide the Board of Directors with the powers currently reserved solely for the Executive Committee. FOR AGAINST ABSTAIN BROKER NON-VOTES 729,107,592 62,950 6,127 3,680,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation (Say-on-Frequency) at the 2023-06-08 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 4. Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation (Say-on-Frequency) Stockholders approved, on a non-binding advisory basis, a three-year frequency of future advisory votes on the compensation paid to the Company’s named executive officers. Consistent with the Board of Directors’ recommendation, future advisory votes on executive compensation will be held every three years until the next required advisory vote on the frequency of the advisory vote on executive compensation. 1 YEAR 2 YEARS 3 YEARS ABSTAIN BROKER NON-VOTES 32,921,961 18,847 696,232,646 3,215 3,680,745
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
TPG Inc. shareholders approved Ratification of Deloitte as our Independent Registered Public Accounting Firm at the 2023-06-08 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-06-08
Exact text from the filing
Item 5. Ratification of Deloitte as our Independent Registered Public Accounting Firm Stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2023. FOR AGAINST ABSTAIN 732,785,132 61,095 11,187
View on SEC.gov
This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice.
See methodology for how this pipeline works.