SCHEDULE: TPG Entities Report 25.7% Stake in LifeStance Health

TPG GP A, LLC, along with James G. Coulter and Jon Winkelried, have jointly filed an amendment to Schedule 13G, reporting a combined beneficial ownership of 98,101,407 shares of LifeStance Health Group, Inc. common stock, representing 25.7% of the outstanding shares.

Summary

• TPG GP A, LLC, James G. Coulter, and Jon Winkelried have filed Amendment No. 3 to Schedule 13G for LifeStance Health Group, Inc.
• The filing reports a combined beneficial ownership of 98,101,407 shares of LifeStance Health Group, Inc. common stock.
• This ownership stake represents 25.7% of the class of securities.
• The reporting persons are TPG GP A, LLC (a Delaware limited liability company), James G. Coulter (United States citizen), and Jon Winkelried (United States citizen).
• The shares are held through TPG VIII Lynnwood Holdings Aggregation, L.P.
• The filing is based on 382,055,609 shares of Common Stock outstanding as of July 29, 2026, as reported in LifeStance Health's Form 10-Q filed on August 6, 2026.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a neutral filing, primarily an update on beneficial ownership rather than a performance report.

Positives

• Significant ownership stake of 25.7% by TPG entities and individuals, indicating substantial investment and potential influence.
• Clear disclosure of beneficial ownership, providing transparency to the market.

Negatives

• The filing does not contain financial performance data or operational updates, limiting insight into the company's current health.
• The nature of the filing (Schedule 13G) is primarily informational regarding ownership, not a strategic announcement.

Risks

• Potential for future changes in ownership or voting power by the reporting persons, which could impact corporate strategy or governance.
• The existence of a Stockholders Agreement among TPG VIII Lynnwood and other Holders could lead to coordinated actions affecting the company.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance. It is an update on beneficial ownership.

Management Comments

• TPG GP A disclaims beneficial ownership of shares except to the extent of its pecuniary interest.
• Messrs. Coulter and Winkelried disclaim beneficial ownership of shares except to the extent of their pecuniary interest.
• Reporting persons may be deemed to constitute a 'group' with other Holders due to a Stockholders Agreement.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are common for institutional investors and investment firms like TPG when their ownership stake crosses certain thresholds. This filing indicates a significant, passive investment in the healthcare services sector, specifically within a company focused on behavioral health.

Corporate Governance

Stakeholder Impact

• Shareholders: Increased transparency regarding significant ownership concentration, potentially influencing market perception and trading activity.
• Board of Directors: The Stockholders Agreement may impact the election of directors and subsequent governance decisions.
• Management: May need to consider the interests and potential influence of TPG entities in strategic planning.

Next Steps

• Continued monitoring of TPG's ownership and potential influence on LifeStance Health's strategic decisions.
• Observation of any future amendments to Schedule 13G filings by the reporting persons.

Key Dates

Keywords

LifeStance Health, TPG, Schedule 13G, Beneficial Ownership, Shareholder Agreement, Investment, Equity Stake