| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 07/01/2024 |
3. Issuer Name and Ticker or Trading Symbol
Carlyle Group Inc. [ CG ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 126,012(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. 761 of these securities are a time-vesting restricted stock unit award (including dividend equivalent units accrued thereon to date), of which 253 will vest on February 1, 2025, 253 will vest on February 1, 2026, and 255 will vest on February 1, 2027, in each case, subject to the reporting person's continued service at the company on the applicable vesting date. 125,251 of these securities are a restricted stock unit award that is eligible to vest in three equal tranches, with each tranche subject to a performance-based vesting condition that requires achievement of an absolute stock price hurdle ($48.05, $56.06 and $64.06, respectively), as well as a time-based vesting condition generally requiring minimum service periods of one year, two years and three years, respectively. The period for measuring the achievement of the stock price hurdles ends on February 6, 2027 and any restricted stock units that have not vested as of February 7, 2027 will be forfeited. |
| Remarks: |
| Exhibit 24.1 - Power of Attorney |
| /s/ Anne K. Frederick by Power of Attorney for Lindsay LoBue | 07/01/2024 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (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. | ||
Exhibit 24.1
POWER OF ATTORNEY AND CONFIRMING STATEMENT
This Power of Attorney and Confirming Statement (this “Statement”) confirms that the undersigned has authorized and designated each of Harvey Schwartz, John Redett, Jeffrey Ferguson, and Anne Frederick to execute and file on the undersigned’s behalf all Forms 3, 4, and 5 (including any amendments thereto) that the undersigned may be required to file with the U.S. Securities and Exchange Commission as a result of the undersigned’s ownership of or transactions in securities of The Carlyle Group Inc. (the “Company”). The authority of Harvey Schwartz, John Redett, Jeffrey Ferguson, and Anne Frederick under this Statement shall continue until the undersigned is no longer required to file Forms 3, 4, and 5 with regard to her ownership of or transactions in securities of The Carlyle Group Inc., unless earlier revoked in writing. The undersigned acknowledges that Harvey Schwartz, John Redett, Jeffrey Ferguson, and Anne Frederick are not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.
In witness whereof, this Statement is signed and dated as of the date set forth below.
Date: June 13, 2024 |
By: |
/s/ Lindsay LoBue |
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Name: Lindsay LoBue |
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