UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~February~~March 25, 2026

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TPG Private Equity Opportunities, L.P.

(Exact name of registrant as specified in its charter)

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Delaware

000-56717

99-4755034

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification Number)

301 Commerce Street, Suite 3300

Fort Worth, TX 76102

(Address of principal executive offices and zip code)

(817) 871-4000

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.02 - Unregistered Sales of Equity Securities.

On ~~February~~March 1, 2026, 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 $99132.76 million. The following table details the Units sold:

Class

Number of Units Sold

Aggregate Consideration

Class R-I

2,~~193~~813,~~608~~636

6886,~~143~~548,~~703~~970

Class R-S

~~923~~1,~~165~~439,863

2844,~~511~~003,~~800~~421

Class R-D

9665,~~731~~163

32,000,000

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 ~~511~~1,~~456~~100,007 of Class R-S_TE, ~~865~~501,~~663~~680 of Class R-I_TE, and ~~312~~157,~~309~~761 of Class F_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 ~~February~~March 1, 2026, the T-POP Fund Complex (inclusive of the Fund) issued interests for aggregate consideration of approximately $~~107~~149.90 million.

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 95. Market ~~Price~~for ~~of and Dividends on the~~ Registrant’'s Common Equity, ~~and~~ Related ~~Limited~~Stockholder ~~Partner~~ Matters and Issuer Purchases of Equity Securities” in the Fund’s ~~Amendment~~Annual ~~No.~~Report 1on toForm ~~the~~10-K ~~Registration~~for ~~Statement~~the onyear ~~Form~~ended 10December 31, 2025 filed with the Securities and Exchange Commission on ~~February~~March 1923, ~~2025~~2026. 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 ~~January~~February 3128, 2026 ($ in thousands):

Components of T-POP’s Transactional Net Asset Value	~~January~~February 3128, 2026
Investment in the Aggregator (cost of $985,226)	$	1,150,106
Investment in the Aggregator (cost of $1,071,196)	$	1,227,591
Other Assets	~~146~~121
Accrued Performance Participation Allocation	(3,986)
Management Fee Payable	(989)
Management Fee Payable	(917)
Servicing Fee Payable (a)	(317)
Servicing Fees Payable (a)	(300)
Other Liabilities	(1,066)
Other Liabilities	(9,556)
Transactional Net Asset Value	$	1,225,340
Transactional Net Asset Value	$	1,135,493

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(a)Servicing Fees Payable only apply to Class R-S and Class R-D Units. For purposes of T-POP’s Transactional NAV, the fees are recognized as a reduction of T-POP’s Transactional NAV on a monthly basis. For purposes of calculating net asset value in accordance with GAAP, the Fund accrues the cost of the servicing fees, as applicable, for the estimated life of the shares as an offering cost at the time the Fund sells Class R-S Units and Class R-D Units.

The following table provides a breakdown of the Fund’s Transactional Net Asset Value per Unit by class as of ~~January~~February 3128, 2026:

January 31, 2026

February 28, 2026

Class

Transactional NAV per Unit

Number of Units

Transactional NAV ($ in thousands)

Class R-I (a)

3130.0676

2123,~~551~~829,~~089~~804

~~669~~733,~~477~~018

Class R-S

30.8856

1314,~~636~~559,~~678~~843

~~421~~444,~~167~~961

Class R-D

3130.0169

~~170~~267,~~356~~087

58,~~283~~197

Class F

3231.0370

1,235,417

39,~~566~~164

Total

3639,~~593~~892,~~540~~151

1,~~135~~225,~~493~~340

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(a)Transactional NAV per Unit for Class R-I does not reflect Feeder TE specific expenses and other net assets and liabilities. In addition, it does not reflect Class F_TE units which are not subject to management fees or performance participation allocations.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	TPG Private Equity Opportunities, L.P.
Dated: February 25, 2026	By:	/s/ Matt White
Dated: March 25, 2026	By:	/s/ Matt White
	Name:	Matt White
	Title:	Chief Financial Officer

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