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N-PX: Filer Information

Filer CIK

0001527166

Filer CCC

********

Date of Report

06/30/2024

Are you a Registered Management Investment Company or an Institutional Manager?

Institutional Manager

Is this a LIVE or TEST Filing?

LIVE

TEST

Is this an electronic copy of an official filing submitted in paper format?

Submission Contact Information

Name

Phone Number

E-mail Address

Notification Information

Notify via Filing Website only?

N-PX: Cover Page

Name and address of reporting person:

Name of reporting person (For registered management investment companies, provide exact name of registrant as specified in charter)

Carlyle Group Inc.

Street 1

C/O THE CARLYLE GROUP

Street 2

1001 PENNSYLVANIA AVENUE, N.W.

City

WASHINGTON

State/Country

DISTRICT OF COLUMBIA

Zip code and zip code extension or foreign postal code

20004

Telephone number of reporting person, including area code:

202-729-5626

Name and address of agent for service:

Name of agent for service

Street 1

Street 2

City

State/Country

Zip code and zip code extension or foreign postal code

Reporting Period:

Report for the year ended June 30, 2024

SEC Investment Company Act or Form 13F File Number:

028-15646

CRD Number (if any):

000159215

Other SEC File Number (if any):

801-72890

Legal Entity Identifier (if any):

Report Type (check only one):

Registered Management Investment Company.

Fund Voting Report (Check here if the registered management investment company held one or more securities it was entitled to vote.)

Fund Notice Report (Check here if the registered management investment company did not hold any securities it was entitled to vote.)

Institutional Manager.

Institutional Manager Voting Report (Check here if all proxy votes of this reporting manager are reported in this report.)

Institutional Manager Notice Report (Check here if no proxy votes are reported in this report and complete the notice report filing explanation section below)

Institutional Manager Combination Report (Check here if a portion of the proxy votes for this reporting manager are reported in this report and a portion are reported by other reporting person(s).)

Other Persons Reporting for this Manager:1

Investment Company Act or Form 13F File Number:

028-15646

CRD Number (if any):

000159215

Other SEC File Number (if any):

801-72890

LEI (if any):

Name:

AlpInvest Partners B.V.

Do you wish to provide explanatory information pursuant to Special Instruction B.4?:

Yes

Additional information:

Explanatory Note 1 AlpInvest Partners B.V. is an indirectly wholly owned investment adviser of The Carlyle Group Inc. However, The Carlyle Group Inc. does not excercise any voting power over the shares held by AlpInvest Partners B.V. --- Explanatory Note 2 In August 2022, The Carlyle Group Inc. completed its acquisition of the Abingworth group, a life sciences investment firm. As a result of the acquisition, Abingworth LLP became a relying advisor of Carlyle Investment Management L.L.C.

N-PX: Summary - Included Managers

Number of Included Institutional Managers:

Included Institutional Managers:1

No.:

Form 13F File Number [028-]:

028-14285

CRD Number (if any):

000163213

SEC File Number (if any):

802-75741

LEI (if any):

Name:

Abingworth LLP

Included Institutional Managers:2

No.:

Form 13F File Number [028-]:

028-12429

CRD Number (if any):

000111128

SEC File Number (if any):

801-52462

LEI (if any):

Name:

Carlyle Investment Management LLC

Included Institutional Managers:3

No.:

Form 13F File Number [028-]:

028-15024

CRD Number (if any):

000114795

SEC File Number (if any):

LEI (if any):

Name:

CIM Global, L.L.C.

N-PX: Signature Block

Reporting Person:

Carlyle Group Inc.

By (Signature):

Jeffrey W. Ferguson

By (Printed Signature):

Jeffrey W. Ferguson

By (Title):

General Counsel

Date:

08/30/2024

FORM N-PX PROXY VOTING RECORD

COLUMN 1	COLUMN 2	COLUMN 3	COLUMN 4	COLUMN 5	COLUMN 6	COLUMN 7	COLUMN 8	COLUMN 9	COLUMN 10	COLUMN 11	COLUMN 12			COLUMN 13	COLUMN 14	COLUMN 15
NAME OF ISSUER	CUSIP	ISIN	FIGI	MEETING DATE	VOTE DESCRIPTION	VOTE CATEGORY	DESCRIPTION OF OTHER CATEGORY	VOTE SOURCE	SHARES VOTED	SHARES ON LOAN	DETAILS OF VOTE			MANAGER NUMBER	SERIES ID	OTHER INFO
NAME OF ISSUER	CUSIP	ISIN	FIGI	MEETING DATE	VOTE DESCRIPTION	VOTE CATEGORY	DESCRIPTION OF OTHER CATEGORY	VOTE SOURCE	SHARES VOTED	SHARES ON LOAN	HOW VOTED	SHARES VOTED	FOR OR AGAINST MANAGEMENT	MANAGER NUMBER	SERIES ID	OTHER INFO
Adicet Bio, Inc.	7002108	-	-	6/5/2024	To ratify, on a non-binding advisory basis, the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	2948718	0	FOR	2948718	FOR	1	-	-
Adicet Bio, Inc.	7002108	-	-	6/5/2024	To ratify, on a non-binding advisory basis, the frequency of future advisory votes on the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	2948718	0	ONE YEAR	2948718	FOR	1	-	-
Broadcom Inc.	11135F101	-	-	4/22/2024	Advisory vote to approve the named executive officer compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	755	0	ABSTAIN	755	NONE		-	-
Confluent, Inc.	20717M103	-	-	6/12/2024	Approval, on a non-binding advisory basis, to approve the compensation of our named executive officers, as disclosed in the Proxy Statement.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	7683	0	ABSTAIN	7683	NONE	2	-	-
CubeSmart	229663109	-	-	5/21/2024	To cast an advisory vote to approve our executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	220500	0	ABSTAIN	220500	NONE		-	-
DoorDash Inc	25809K105	-	-	6/20/2024	The approval, on an advisory basis, of the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	4156	0	ABSTAIN	4156	NONE		-	-
Exicure, Inc.	30205M200	-	-	6/28/2024	To approve, on an advisory basis, the compensation of the Company's named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	281636	0	FOR	281636	FOR	1	-	-
Exicure, Inc.	30205M200	-	-	6/28/2024	To recommend, on an advisory basis, the frequency of future votes regarding executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	281636	0	ONE YEAR	281636	FOR	1	-	-
Invitation Homes Inc.	46187W107	-	-	5/15/2024	To approve, in a non-binding advisory vote, the compensation paid to our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	477500	0	ABSTAIN	477500	NONE	2	-	-
Krispy Kreme, Inc.	471871202	-	-	6/18/2024	?To approve an advisory resolution regarding KKI?s executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	340748	0	ABSTAIN	340748	NONE		-	-
MKS Instruments, Inc.	55306N104	-	-	5/7/2024	The approval, on an advisory basis, of executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	1355981	0	FOR FOR	1355981 1355981	FOR FOR	2 3	-	-
MKS Instruments, Inc.	55306N104	-	-	5/7/2024	The approval, on an advisory basis, of executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	2126751	0	FOR	2126751	FOR	2	-	-
Molecular Templates, Inc.	608550208	-	-	10/27/2023	To approve, on an advisory basis, the compensation of the Company?s named executive officers, as disclosed in the accompanying proxy statement.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	13333	0	FOR	13333	FOR	1	-	-
N-able, Inc.	62878D100	-	-	5/22/2024	Non-binding advisory vote to approve the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	93732	0	ABSTAIN	93732	NONE		-	-
N-able, Inc.	62878D100	-	-	5/22/2024	Advisory vote on the frequency of future advisory votes on executive compensation.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	93732	0	ABSTAIN	93732	NONE		-	-
QuidelOrtho Corporation	219798105	-	-	5/14/2024	Approval of, on an advisory basis, the compensation of QuidelOrtho?s named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	12460183	0	FOR	12460183	FOR	2	-	-
SEACOR Marine Holdings Inc.	78413P101	-	-	6/4/2024	Advisory vote to approve Named Executive Officer compensation (Say on Pay).	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	1314164	0	FOR	1314164	FOR	2	-	-
SolarWinds Corporation	83417Q204	-	-	5/23/2024	Non-binding advisory vote to approve the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	93735	0	ABSTAIN	93735	NONE		-	-
Spyre Therapeutics, Inc.	00773J202	-	-	5/13/2024	To approve, on a non-binding, advisory basis, the compensation of the Company?s named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	9620	0	FOR	9620	FOR	1	-	-
Verona Pharma Plc	925050106	-	-	4/26/2024	To approve, on an advisory (non-binding) basis, the compensation of the Company?s named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	2457500	0	FOR	2457500	FOR	1	-	-
ZoomInfo Technologies Inc.	98980F104	-	-	5/15/2024	To approve, on an advisory, non-binding basis, the compensation of our named executive officers.	SECTION 14A SAY-ON-PAY VOTES	-	ISSUER	26244474	0	FOR	26244474	FOR	2	-	-

[Repeat as Necessary]