Nehal Raj
TPGAbout Nehal Raj
Nehal Raj (age 46) is a Co-Managing Partner of TPG Capital and Co-Managing Partner of TPG Tech Adjacencies, focused on software and enterprise technology investing. He joined TPG in 2006 after roles at Francisco Partners and Morgan Stanley’s Technology M&A group; he has served on TPG’s board since December 2023. Raj holds a BA in Economics (with distinction) and an MS in Industrial Engineering from Stanford (Phi Beta Kappa), and an MBA from Harvard Business School, where he was a Baker Scholar .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TPG Capital | Co-Managing Partner; Co-Managing Partner, TPG Tech Adjacencies | Joined 2006; board since Dec 2023 | Co-leads software and enterprise tech investing |
| Francisco Partners | Investor | Prior to TPG (date not specified) | Technology investing experience |
| Morgan Stanley | Technology M&A Group | Prior to TPG (date not specified) | M&A execution in technology |
| CCC Information Services; Intergraph; IMS Health; Wind River | Director (prior) | Not specified | Prior public/private board experience |
External Roles
| Organization | Role |
|---|---|
| C3.ai, Inc.; Zscaler, Inc. | Director within last five years (public) |
| AfterNext HealthTech Acquisition Corp. | Director (then public SPAC) |
| Boomi; Digital.ai; Kaseya; Lyric; New Relic; Nintex; Planview; WellSky | Director (private companies) |
| Stanford University H&S Council & Undergraduate Cabinet | Member |
| HBS Fund Council | Member |
| San Francisco University High School | Board of Trustees |
| Gasol Foundation | Board member |
Board Governance
- Status: Management director (not independent). TPG is a controlled company; the board will not be majority independent until the governance “Sunset” expected at the 2027 annual meeting .
- Committees: Member of the Executive Committee; Executive Committee chair is CEO Jon Winkelried. Independent directors exclusively populate Audit, Compensation, and Conflicts Committees; Raj is not a member of these .
- Attendance: In 2024, the board held 8 meetings; each incumbent director, except Rhodes and Sarvananthan, attended at least 75% of board and applicable committee meetings—Raj met at least the 75% threshold .
- Independence and oversight: Audit and Compensation Committees are fully independent; Conflicts Committee (Bright—Chair; Cranston) reviews conflicts and related-party transactions .
- Executive sessions: Independent director executive sessions held regularly (at least twice per year) .
Fixed Compensation
| Component | Amount (2024) |
|---|---|
| Base Salary | $500,000 |
| 401(k) employer contribution | $27,600 |
| Umbrella liability insurance premium | $2,164 |
Note: Partners serving on the board (including Raj) receive partner-level benefits and perquisites similar to NEOs; eligibility for separation benefits may apply. Details of Raj’s specific severance not disclosed; governance notes indicate partner arrangements mirror NEO structures in many respects .
Performance Compensation
| Component | Amount (2024) | Notes |
|---|---|---|
| RSUs (grant date fair value for services in 2023) | $1,165,397 | RSUs under Omnibus Plan generally vest in three equal annual installments for annual grants; specific vesting for Raj’s grant not separately disclosed |
| Platform-level performance allocation distributions | $10,124,963 | |
| Pool program performance allocation distributions | $2,000,000 | |
| Reallocated TPG Partner Units (ASC 718 fair value) | $2,599,862 |
Performance Metrics Tied to Compensation (Firm-level design)
| Metric | Usage |
|---|---|
| Assets Under Management (AUM) | Key indicator in annual incentive decisions |
| After-tax distributable EPS | Considered in incentive decisions |
| Fee-Related Earnings (FRE) | Selected company measure in pay-versus-performance; informs incentive outcomes |
| FRE Margin | Considered in incentive decisions |
| Fund performance | Considered in incentive decisions |
Other Directorships & Interlocks
| Company | Type | Role |
|---|---|---|
| C3.ai, Inc. | Public | Director (within last five years) |
| Zscaler, Inc. | Public | Director (within last five years) |
| AfterNext HealthTech Acquisition Corp. | Public (SPAC) | Director (then public) |
| Boomi; Digital.ai; Kaseya; Lyric; New Relic; Nintex; Planview; WellSky | Private | Director |
Potential interlock/conflict consideration: Extensive private-company directorships alongside TPG investment activities elevate conflict management needs. TPG’s Conflicts Committee oversees conflicts and related-person transactions, and independent committees exist to mitigate risks .
Expertise & Qualifications
- Software and enterprise technology investing leadership across TPG’s private equity platforms .
- Prior M&A and technology investing experience (Francisco Partners; Morgan Stanley Technology M&A) .
- Education: BA Economics (with distinction), MS Industrial Engineering, Stanford (Phi Beta Kappa); MBA, Harvard Business School (Baker Scholar) .
Equity Ownership
| Holder | Class A Shares | Class B Shares | % of Class A | Date |
|---|---|---|---|---|
| Nehal Raj | 1,137,437 | — | <1% | As of April 8, 2025 |
- Hedging/pledging: Company policy prohibits hedging and pledging of TPG securities without prior approval; no pledging of Raj’s TPG shares disclosed .
- Side-by-side investments (“skin in the game”): Raj invested $6,067,498 alongside TPG funds in 2024; received $1,764,387 in related distributions—demonstrates personal capital at risk but creates potential alignment versus conflict considerations .
- Director share retention (independent directors): Policy requires independent directors to retain 25% of granted RSUs/shares for two years post-vesting; not applicable to Raj as a management director .
Insider Filings
| Item | Status |
|---|---|
| Delinquent Section 16(a) reports for Raj (2024) | None noted; proxy lists late filings for other individuals, not Raj |
Governance Assessment
-
Strengths:
- Significant domain expertise in software/enterprise tech and deep investing experience; contributes to board’s strategic oversight in tech investing .
- Meaningful personal capital invested via side-by-side commitments, enhancing economic alignment with fund performance .
- Independent Audit, Compensation, and Conflicts Committees with clear mandates; Conflicts Committee chaired by an independent director .
- Regular independent executive sessions; systematic risk oversight across board and committees .
-
Risks/Red Flags:
- Not independent; serves on Executive Committee during controlled-company phase—elevates management influence relative to independent oversight until Sunset in 2027 .
- Compensation heavily variable via performance allocations and RSUs; while aligned to performance, complexity and discretion (pool/program allocations, reallocated Partner Units) can obscure pay-for-performance transparency for investors .
- Extensive external board roles at private companies potentially overlapping with TPG investment activities require robust Conflicts Committee oversight .
- Control Group selects directors pre-Sunset; stockholder influence on board composition is limited during transition .
Overall implication: Raj’s expertise and economic alignment are positives for investment execution, but his non-independent status and Executive Committee role within a controlled-company governance structure heighten the importance of strong independent committee oversight and transparent disclosure of related-party and performance-allocation economics to sustain investor confidence .