Director at Carlyle Group (CG) receives 4,450 restricted stock units

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

FITT LAWTON W reported acquisition or exercise transactions in this Form 4 filing.

Carlyle Group Inc. director Lawton W. Fitt received a grant of 4,450 shares of Common Stock in the form of a restricted stock unit award under The Carlyle Group Inc. Amended & Restated 2012 Equity Incentive Plan. These units will vest on May 1, 2027, subject to her continued service on the board, and receipt of the shares is deferred to a future date under her deferral election. After this award, she directly holds 78,093 shares of Carlyle common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider FITT LAWTON W

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,450	$0.00	--

Holdings After Transaction: Common Stock — 78,093 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU award size: 4,450 shares Vesting date: May 1, 2027 Post-award holdings: 78,093 shares +1 more

4 metrics

RSU award size 4,450 shares Restricted stock unit grant to director Lawton W. Fitt

Vesting date May 1, 2027 RSUs vest subject to continued board service

Post-award holdings 78,093 shares Common Stock directly held after the award

Grant price per share $0.00 per share Compensation grant, not an open-market purchase

Key Terms

restricted stock unit, Equity Incentive Plan, vest, deferral election

4 terms

restricted stock unit financial

"These securities are a restricted stock unit award granted under The Carlyle Group Inc. Amended & Restated 2012 Equity Incentive Plan."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Equity Incentive Plan financial

"granted under The Carlyle Group Inc. Amended & Restated 2012 Equity Incentive Plan."

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

vest financial

"These securities will vest on May 1, 2027, subject to the reporting person's continued service"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

deferral election financial

"receipt of such shares shall be deferred to a future date pursuant to a deferral election made by the reporting person."

Form 4 Insider Transactions: What Each Field Means →

05/01/2026 - 06:27 PM

SEC Form 4

FORM 4

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
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^*

FITT LAWTON W

(Last)

(First)

(Middle)

C/O THE CARLYLE GROUP INC.

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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/01/2026		A⁽¹⁾		4,450	A	$0	78,093	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These securities are a restricted stock unit award granted under The Carlyle Group Inc. Amended & Restated 2012 Equity Incentive Plan. These securities will vest on May 1, 2027, subject to the reporting person's continued service on the Issuer's Board of Directors on such vesting date, and receipt of such shares shall be deferred to a future date pursuant to a deferral election made by the reporting person.

Remarks:

	/s/ Anne K. Frederick, by Power of Attorney for Lawton W. Fitt	05/01/2026
	** 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 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Carlyle Group (CG) report for Lawton W. Fitt?

Carlyle Group reported that director Lawton W. Fitt received 4,450 shares of Common Stock as a restricted stock unit award. The grant was made under the company’s Amended & Restated 2012 Equity Incentive Plan as part of her board compensation.

When do Lawton W. Fitt’s Carlyle (CG) restricted stock units vest?

The restricted stock units granted to Lawton W. Fitt vest on May 1, 2027. Vesting is conditioned on her continued service on Carlyle Group’s Board of Directors through that date, aligning the award with long-term board tenure.

How many Carlyle (CG) shares does Lawton W. Fitt hold after this award?

After this restricted stock unit grant, Lawton W. Fitt holds 78,093 shares of Carlyle Group common stock directly. This figure reflects her position following the 4,450-share award reported in the Form 4 insider transaction filing.

Is Lawton W. Fitt’s Carlyle (CG) stock award immediately paid in shares?

No, receipt of the shares from this restricted stock unit award is deferred to a future date. The deferral follows an election made by Lawton W. Fitt, meaning she will receive the vested shares later instead of immediately at vesting.

Under what plan was the Carlyle (CG) restricted stock unit award granted?

The restricted stock unit award to Lawton W. Fitt was granted under The Carlyle Group Inc. Amended & Restated 2012 Equity Incentive Plan. This plan governs equity-based compensation, including RSU grants, for eligible participants such as directors.