Harvey Schwartz Increases Carlyle Stake by 22,884 Dividend Equivalent Shares

Rhea-AI Filing Summary

Harvey M. Schwartz, who serves as both a director and the Chief Executive Officer of The Carlyle Group Inc. (CG), reported an acquisition of 22,884 common shares on 08/28/2025. The filing shows these shares were granted at a $0 price and represent dividend equivalent units accrued on previously granted time-based and performance-based restricted stock units from the February 15, 2023 awards; they will vest according to the underlying awards' schedules and terms. Following this transaction, Mr. Schwartz beneficially owns 6,211,773 shares. The Form 4 was signed via power of attorney by Anne K. Frederick on 08/29/2025.

Positive

• Increase in beneficial ownership to 6,211,773 shares reinforces executive alignment with shareholders
• Acquisition via dividend equivalents required no cash outlay and follows existing award terms

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider ownership increased modestly through dividend-equivalent units; no cash spent and vesting tied to existing RSU schedules.

The reported 22,884-share increase stems from dividend equivalent units credited to existing February 15, 2023 RSU awards, not an open-market purchase. Because these units vest according to the underlying awards, the transaction does not change immediate liquidity or introduce new dilution beyond the previously disclosed grant. The resulting beneficial ownership of 6,211,773 shares reconfirms continued alignment of the CEO's equity stake with long-term compensation arrangements.

Corporate Governance Expert

TL;DR: Transaction is a routine reporting of compensation-related equity accruals; governance implications are limited.

The Form 4 documents dividend equivalents credited on time- and performance-based RSUs. Because these follow the terms of an earlier grant, this is an administrative accrual rather than a discretionary award or exceptional benefit requiring separate disclosure. The filing was executed by power of attorney, consistent with standard insider reporting practices.

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
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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^*

SCHWARTZ HARVEY M

(Last) (First) (Middle)

1001 PENNSYLVANIA AVENUE, NW

(Street)

WASHINGTON DC 20004

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/28/2025		A(1)		22,884	A	$0	6,211,773	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalent units accrued on existing time-based and performance-based restricted stock unit awards granted on February 15, 2023, the grant of which was previously reported, in connection with the issuer's quarterly dividend. Such dividend equivalent units will vest on the same schedule and subject to the same terms and conditions as the underlying awards.

Remarks:

	/s/ Anne K. Frederick by power of attorney for Harvey M. Schwartz	08/29/2025
	** 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.

FAQ

What transaction did Harvey M. Schwartz report on Form 4 for CG?

He reported the acquisition of 22,884 common shares on 08/28/2025 recorded as dividend equivalent units from prior RSU awards.

Were the shares purchased on the open market and at what price?

No. The shares were recorded at a $0 price as dividend equivalent units tied to existing restricted stock unit awards.

How many shares does Harvey M. Schwartz beneficially own after this transaction?

The filing shows he beneficially owns 6,211,773 shares following the reported transaction.

What is the origin of the dividend equivalent units?

They accrued on time-based and performance-based restricted stock unit awards granted on February 15, 2023 and will vest on the same schedule as the underlying awards.

Who signed the Form 4 filing on behalf of the reporting person?

The Form 4 was signed by Anne K. Frederick by power of attorney for Harvey M. Schwartz on 08/29/2025.