TPG Private Equity Opportunities Files 8-K

TL;DR

TPG Private Equity Opportunities filed an 8-K on 10/27, reporting equity sales & exec changes.

AI Summary

TPG Private Equity Opportunities, L.P. filed an 8-K on October 27, 2025, reporting on unregistered sales of equity securities, director/officer changes, and other events as of October 24, 2025. The filing indicates a change in the company's board or officer composition and potentially new equity issuances.

Why It Matters

This filing signals potential changes in the company's leadership or equity structure, which could impact its strategic direction and investor relations.

Risk Assessment

Risk Level: medium — The filing mentions unregistered sales of equity securities and changes in directors/officers, which can indicate significant corporate events or potential regulatory scrutiny.

Key Players & Entities

• TPG Private Equity Opportunities, L.P. (company) — Registrant
• October 24, 2025 (date) — Earliest event reported
• October 27, 2025 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation
• 301 Commerce Street, Suite 3300, Fort Worth, TX 76102 (address) — Principal executive offices

FAQ

Key Financial Figures

• $83.9 million — offering for aggregate consideration of $83.9 million. The following table details the Units
• $248.2 million — ggregate consideration of approximately $248.2 million. Item 5.02 - Departure of Directors o
• $150,000 — irectors, which currently consists of a $150,000 annual retainer (prorated for any parti
• $469,330 — strant Investments at Fair Value (Cost $469,330) $ 523,291 $ (2,054) $ 521,237 Invest
• $57,239 — ated Investee Funds at Fair Value (Cost $57,239) 70,360 (276) 70,084 Cash and Cash Eq

Filing Documents

• tpop-20251024.htm (8-K) — 68KB
• 0002050260-25-000087.txt ( ) — 181KB
• tpop-20251024.xsd (EX-101.SCH) — 2KB
• tpop-20251024_lab.xml (EX-101.LAB) — 20KB
• tpop-20251024_pre.xml (EX-101.PRE) — 12KB
• tpop-20251024_htm.xml (XML) — 3KB

02 - Unregistered Sales of Equity Securities

Item 3.02 - Unregistered Sales of Equity Securities. On October 1, 2025, TPG Private Equity Opportunities, L.P., a Delaware limited partnership (the "Fund" or "T-POP"), sold unregistered limited partnership units (the "Units") of the Fund as part of its continuous private offering for aggregate consideration of $83.9 million. The following table details the Units sold: Class Number of Units Sold Aggregate Consideration Class R-I 1,571,396 $ 44,051,278 Class R-S 1,426,788 $ 39,881,750 The offer and sale of the Units were made as part of the Fund's continuous private offering and were exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and Regulation D thereunder. Units were sold to third-party investors, including through TPG Private Equity Opportunities (TE), L.P. ("Feeder TE"), a Delaware limited partnership, for certain investors with particular tax characteristics, such as tax-exempt investors and non-U.S. investors, and that invests all or substantially all of its assets indirectly in the Fund's Class R-I Units. Feeder TE issued to third party investors 771,514 of Class R-S_TE and 272,675 of Class R-I_TE, which are included in the Class R-I Units presented in the table above. The Fund, alongside certain parallel investment entities, invest substantially all of their assets in T-POP US Aggregator (CYM), L.P. (the "Aggregator", and collectively with the Fund, Feeder TE and such parallel investment entities, the "T-POP Fund Complex." On October 1, 2025, the T-POP Fund Complex (inclusive of the Fund) issued interests for aggregate consideration of approximately $248.2 million. Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 24, 2025, the Fund's general partner and the Fund's board of directors (the "Board") appointed Gary Pinkus to the Board as an independent director. The Boa

01 - Other Events

Item 8.01 - Other Events. Transactional Net Asset Value The Fund calculates the transactional net asset value ("Transactional NAV") for purposes of establishing the price at which transactions in the respective Units are made. A description of the Fund's valuation process was included under "Calculation of Net Asset Value" within Item 9. Market Price of and Dividends on the Registrant's Common Equity and Related Limited Partner Matters of the Fund's Amendment No. 1 to the Registration Statement on Form 10, filed with the Securities and Exchange Commission on February 19, 2025. Transactional NAV is based on the month-end values of the Fund's investments and other assets and the deduction of any respective liabilities, including certain fees and expenses, in all cases as determined in accordance with the valuation policy that has been approved by the Fund's board of directors. Organizational and offering expenses advanced on the Fund's behalf by its investment manager will be recognized as a reduction to Transactional NAV ratably over 60 months beginning in June 2026, and servicing fees, as applicable, are recognized as a reduction to Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to Transactional NAV if the Fund's general partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment. Transactional NAV per Unit may differ from the Fund's net asset value as determined in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The following table provides a breakdown of the major components of the Fund's Transactional Net Asset Value as of September 30, 2025 ($ in thousands): Components of T-POP's Transactional Net Asset Value Consolidated Net Asset Value Less: Non-Controlling Interests (b) Registrant Investments at Fair Value (Cost $469,330) $ 523,291 $ (2,054) $ 521,237 Investments

View Full Filing

View this 8-K filing on SEC EDGAR