Sec Form 4 Filing - STARWOOD CAPITAL GROUP GLOBAL II, L.P. @ TPG RE Finance Trust, Inc. - 2024-05-08

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person STARWOOD CAPITAL GROUP GLOBAL II, L.P. 2. Issuer Name and Ticker or Trading Symbol TPG RE Finance Trust, Inc. [ TRTX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2340 COLLINS AVENUE, 3. Date of Earliest Transaction (MM/DD/YY) 05/08/2024 (Street) MIAMI BEACH, FL33139 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/08/2024 X 12,000,000 A $ 6.89 12,000,000 D ( 1 ) Common Stock 05/08/2024 S( 2 ) 9,352,941 D $ 8.84 2,647,059 D ( 1 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrants (right to buy) $ 6.89 05/08/2024 X 12,000,000 05/28/2020 05/28/2025 Common Stock 12,000,000 $ 0 0 D ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other STARWOOD CAPITAL GROUP GLOBAL II, L.P. 2340 COLLINS AVENUE MIAMI BEACH, FL33139 X SCGG II GP, L.L.C. 2340 COLLINS AVENUE MIAMI BEACH, FL33139 X Starwood Capital Group Holdings GP, L.L.C. 2340 COLLINS AVENUE MIAMI BEACH, FL33139 X BSS SCG GP Holdings, LLC 2340 COLLINS AVENUE MIAMI BEACH, FL33139 X STERNLICHT BARRY S STARWOOD CAPITAL GROUP GLOBAL LP 2340 COLLINS AVENUE MIAMI BEACH, FL33139 X Signatures STARWOOD CAPITAL GROUP GLOBAL II, L.P., By: SCGG II GP, L.L.C., its General Partner, By: /s/ Ethan Bing, Managing Director 05/10/2024 Signature of Reporting Person Date SCGG II GP, L.L.C., By: /s/ Ethan Bing, Managing Director 05/10/2024 Signature of Reporting Person Date STARWOOD CAPITAL GROUP HOLDINGS GP, L.L.C., By: /s/ Ethan Bing, Managing Director 05/10/2024 Signature of Reporting Person Date BSS SCG GP HOLDINGS, LLC., By: /s/ Ethan Bing, Managing Director 05/10/2024 Signature of Reporting Person Date /s/ Barry S. Sternlicht 05/10/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents securities held by PE Holder, L.L.C. PE Holdings, L.L.C. is the sole member of PE Holder, L.L.C. SOF-XI U.S. Public MAR Holdings L.P. is the sole member of PE Holdings, L.L.C. Starwood XI Management Holdings GP, L.L.C. is the general partner of SOF-XI U.S. Public MAR Holdings L.P. Starwood XI Management, L.P. is the sole member of Starwood XI Management Holdings GP, L.L.C. Starwood XI Management GP, L.L.C. is the general partner of Starwood XI Management, L.P. Starwood Capital Group Global II, L.P. is the sole member of Starwood XI Management GP, L.L.C. SCGG II GP, L.L.C. is the general partner of Starwood Capital Group Global II, L.P. Starwood Capital Group Holdings GP, L.L.C. is the sole member of SCGG II GP, L.L.C. BSS SCG GP Holdings, LLC is the sole member of Starwood Capital Group Holdings GP, L.L.C. Barry S. Sternlicht is the managing member of BSS SCG GP Holdings, LLC. ( 2 )On May 8, 2024, PE Holder, L.L.C. exercised a warrant to purchase 12,000,000 shares of the Issuer's common stock at an adjusted exercise price of $6.89 per share. PE Holder, L.L.C. paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 9,352,941 of the warrant shares to pay the exercise price and issuing to PE Holder, L.L.C. the remaining 2,647,059 shares.

Remarks: This Form 4 is being filed in conjunction with the Form 4 filed simultaneously by: PE Holder, L.L.C.; PE Holdings, L.L.C.; SOF-XI U.S. Public MAR Holdings L.P.; Starwood XI Management Holdings GP, L.L.C.; Starwood XI Management, L.P.; and Starwood XI Management GP, L.L.C. These Forms 4 are being filed separately due to a 10-reporting-person limit imposed on Forms 4 by the SEC EDGAR filing system.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.