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Carlyle Group Inc. (CG) withholds shares to cover tax obligations

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carlyle Group Inc. Chief Accounting Officer Andrews Charles Elliott Jr. reported a tax-withholding disposition of 12,364 common shares on August 1, 2026. The shares were withheld by the issuer at $46.02 per share to cover taxes on vested RSUs, leaving 135,364 shares directly owned; no shares were sold by him.

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Insider Andrews Charles Elliott Jr.
Role Chief Accounting Officer
Type Security Shares Price Value
Tax Withholding Common Stock F1 12,364 $46.02 $569K
Holdings After Transaction: Common Stock — 135,364 shares (Direct)
Footnotes (1)
  1. F1. Represents shares of common stock that have been withheld by the Issuer in connection with the payment of taxes resulting from the vesting of previously reported restricted stock unit awards (including previously reported dividend equivalent units accrued thereon, as applicable). No shares of common stock were sold by the reporting person.
Shares withheld for taxes 12,364 shares Common stock withheld to satisfy tax liability on RSU vesting
Per-share value for withholding $46.02 per share Valuation applied to shares withheld in tax-withholding disposition
Shares owned after transaction 135,364 shares Direct common stock holdings following the tax-withholding transaction
restricted stock unit awards financial
"resulting from the vesting of previously reported restricted stock unit awards"
Restricted stock unit awards are company promises to deliver a specific number of shares to employees or service providers in the future once conditions—such as staying with the company for a set time or meeting performance targets—are met. They matter to investors because when the promises convert into actual shares they increase the total share count and can reduce earnings per share, while also aligning recipients’ interests with stock performance much like deferred pay that turns into ownership if goals are met.
dividend equivalent units financial
"including previously reported dividend equivalent units accrued thereon, as applicable"
Dividend equivalent units are bookkeeping credits that mirror cash dividends paid on actual shares, granted to holders of stock-based awards such as restricted stock units or deferred compensation. They matter to investors because they increase a company’s reported employee compensation cost and can lead to issuance of more shares or cash payouts over time, similar to extra pay linked to ownership that affects shareholder dilution and corporate cash flow.
withheld by the Issuer financial
"shares of common stock that have been withheld by the Issuer in connection with the payment of taxes"

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FAQ

What insider transaction did Carlyle Group (CG) report on this Form 4?

Carlyle Group’s Chief Accounting Officer Andrews Charles Elliott Jr. reported a tax-withholding disposition of 12,364 common shares on August 1, 2026. The issuer withheld these shares to pay taxes arising from the vesting of previously reported restricted stock unit awards.

How many Carlyle Group (CG) shares were withheld to cover taxes?

A total of 12,364 Carlyle Group common shares were withheld by the issuer to cover the reporting person’s tax liability. The withholding related to the vesting of previously reported restricted stock unit awards and associated dividend equivalent units.

At what price were Carlyle Group (CG) shares valued for the tax withholding?

The withheld shares were valued at $46.02 per share for the tax-withholding transaction. This per-share amount applies to the 12,364 common shares withheld in connection with taxes on the vesting of restricted stock unit awards.

How many Carlyle Group (CG) shares does the officer hold after this transaction?

After the tax-withholding disposition, the Chief Accounting Officer directly owns 135,364 Carlyle Group common shares. This figure reflects his holdings following the issuer’s withholding of 12,364 shares to satisfy tax obligations tied to vested restricted stock units.

Did the Carlyle Group (CG) officer sell any shares in this Form 4 transaction?

No. A footnote states that no shares of common stock were sold by the reporting person. Instead, the issuer withheld 12,364 shares solely to pay taxes resulting from the vesting of previously reported restricted stock unit awards and related dividend equivalent units.
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Andrews Charles Elliott Jr.

(Last)(First)(Middle)
1001 PENNSYLVANIA AVENUE, NW

(Street)
WASHINGTON DISTRICT OF COLUMBIA 20004

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Carlyle Group Inc. [ CG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
Common Stock08/01/2026F(1)12,364D$46.02135,364D
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock that have been withheld by the Issuer in connection with the payment of taxes resulting from the vesting of previously reported restricted stock unit awards (including previously reported dividend equivalent units accrued thereon, as applicable). No shares of common stock were sold by the reporting person.
Remarks:
/s/ Anne K. Frederick by Power of Attorney for Charles E. Andrews, Jr.08/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)