If you run winget upgrade --all --include-unknown regularly, you have probably noticed something odd. The packages listed in the upgrade table rarely install in the order they appear. I hit this recently on my ThinkPad X12 Hybrid Tablet, where six packages needed attention: Google Chrome, Microsoft Teams, MiniTool Partition Wizard Free, Oh My Posh, Patch My PC Home Updater, and Windows App. They were listed in one sequence but installed in a noticeably different one. The explanation stems from WinGet’s dependency resolver. It’s worth understanding, and explains why WinGet list and install orders seldom match each other.

Why Do WinGet List/Install Orders Seldom Match?

As you can see in the lead-in screencap, the upgrade table that WinGet displays before installation is sorted alphabetically by package display name — that is the first (Name) column, not the Id column. It’s purely cosmetic: WinGet queries its source index, collects available updates, and orders the results for human readability. The order in that table carries no weight when determining which package installs first. Think of it as a shopping list arranged by aisle label, not a build sequence.

Install Order Shows a Dependency Graph

Before the first installer touches the PC, WinGet’s dependency resolution engine reads every package manifest in the upgrade set. It constructs a directed acyclic graph (DAG) of declared dependencies. Next, it runs a topological sort namedGetInstallationOrder() on the winget source. That produces an install sequence where no package arrives before its pre-reqs are satisfied. This re-ordered queue need not follow name or ID order.

The X12 Hybrid Tablet Run

In the screencap, you see the raw WinGet output from a recent run on the X12 Hybrid Tablet. Six packages are available, listed in alphabetical order by display name — Chrome, Teams, MiniTool, Oh My Posh, Patch My PC, Windows App. The three declared VCLibs and Windows App Runtime dependencies follwing that list reinforce that notion that other elements than those that appear are in the mix. In the end, the actual install order was MiniTool Partition Wizard, Patch My PC…, Chrome, Teams, Windows App, and finally, Oh-My-Posh.

When List Order and Install Order Do Align

Occasionally the two sequences match — but that is coincidence, not design. It happens when none of the packages in the upgrade set declare inter-package dependencies and WinGet’s internal queue order happens to mirror alphabetical sequence. As soon as one package declares a dependency on another — or on a shared runtime — the topological sort reshuffles the queue and the coincidence evaporates.

A Practical Takeaway

No need to manage this manually. Winget’s dependency resolver handles the sequencing reliably. Indeed, fighting it with flags like --skip-dependencies is rarely worth the risk. Tyring to drive this yourself, you might end up with a package that installs against a runtime version it does not actually support. Trust the DAG, watch the dependency notice block that appears before the first installer fires, and you will get a clear picture of why the WinGet upgrade install order looks the way it does.

Next time you notice that WinGet installs packages out of listing order, check the dependency notice block at the top of the install run. That block is where WinGet “shows its work.” That’s where the topological sort result gets laid out in plain text. It is one of those quiet, well-engineered behaviors that rewards users who take a moment to read the output carefully.

Further proof of my earlier contention (see this June 27 post) that “WinGet knows more than it says.” I think so, but you can make  your own judgement. Here in Windows-World, there’s plenty of room for multiple takes on what’s REALLY going on. This is mine…and I’m sticking to it!

By design, the WinGet package manager is pretty conservative about working on apps that are running. With Copilot now active on my desktop most of the time, and even accessible in Windows Terminal (or rather, Intelligent Terminal) this goes double. Yesterday, in fact, my attempt at a WinGet Copilot CLI upgrade gets interesting when it fails with an “access denied” error message. Let’s figure this out, and apply a dead-easy fix.

What to Do When WinGet Copilot CLI Update Gets Interesting

You can see the first Winget failure, the fix, and a successful upgrade in series in the lead-in screencap. That fix provides a way to get Copilot out of the way so WinGet can do its thing without the possibility of messing anything up. Figure that Copilot is nearly always on my systems these days into your consideration and the runtime context.

That fix is:

Stop-Process -Name Copilot -Force -ErrorAction SilentlyContinue

Now, let me explain what’s going on, and this fix does the trick.

Why the First WinGet Upgrade Failed

The root cause is straightforward Windows behavior. The operating system won’t let any process overwrite a running executable. If you had an active terminal session that loaded the Copilot CLI — or any background shell or process that previously invoked it — the old copilot.exe is locked. The installer cannot swap in the new binary, so it fails, and reports explanatory error info.

This is not a WinGet bug. But WinGet could arguably handle it more gracefully. It could detect running processes before the upgrade begins and warn the user. Instead, it downloads everything, then fails at the last step. That may be disconcerting, or perhaps even frustrating, but it’s easily fixed.

The Fix: Kill All Copilot Processes, Then Retry

The fix is a two-step sequence. First, kill any running Copilot processes. Then retry the WinGet upgrade. In PowerShell, do that by running these two commands in sequence:

Stop-Process -Name copilot -Force -ErrorAction SilentlyContinue
winget upgrade GitHub.Copilot

[Note the first two lines are actually a one-liner with a spillover resulting from local formatting; run as a single command.] That’s what the screenshot at the top of this post illustrates. The first command runs cleanly even if no matching process exists. The
-ErrorAction SilentlyContinue flag does that by design and intent.

The second winget upgrade command then finds the package again, verifies the hash, extracts the archive, and this time completes successfully. You will see two confirmations appear: “Overwriting existing file” for the WinGet Links path, and “Command line alias added: ‘copilot’.” Then, finally: “Successfully installed.”

Noteworthy Postscript

A couple of additional observations from this experience deserve mention. First, note that Copilot CLI lists Microsoft.PowerShell (version 7.0.0 or later) as a required dependency. If you have not yet upgraded to PowerShell 7.x, WinGet may attempt to pull that in first. In this case, PowerShell 7.6.2.0 was already current, so that dependency check passed instantly.

Second, if you run WinGet from within VS Code’s integrated terminal, Windows Terminal, or any shell that has previously invoked gh copilot, (gh = GitHub, and is the target for copilot requests in a shell environment) you may hit this exact error. Opening a completely fresh PowerShell window before running the upgrade is often enough to sidestep the issue entirely. In that case, no Stop-Process is needed.

Third, this pattern is not unique to Copilot CLI. Any WinGet-managed package that ships as a standalone executable can run into this same locked-file problem during upgrades. Ditto for Web browsers (e.g. Chrome, Edge, Firefox, etc.) which many users, including your humble correspondent, tend to leave running all the time. For browsers the update may fail, it may not run at all, or you may need to “Relaunch” the browser so the updater applies that change file.

A Predictable Bump in the Road

WinGet is a solid package manager. It delivers smooth, hands-off upgrades nearly all the time. When it stumbles — as it did here — its error messages are descriptive enough for a quick diagnosis and fix.

One command to kill the offending process, a second WinGet command to retry, and you’re done. It is a minor contortion, but now you know that two-step. Here in Windows World, it’s good to keep tools current. To that end, don’t let a transient file lock slow you down. Fixed!