[Form 4] The Carlyle Group Inc. Insider Trading Activity

Rhea-AI Filing Summary

Carlyle Group Inc. (CG) – Form 4 insider transaction. General Counsel Jeffrey W. Ferguson reported a Code F tax-withholding transaction on 01-Aug-2025 related to the vesting of previously awarded RSUs. The company withheld 44,038 common shares at an implied price of $60.66 to cover statutory taxes; no open-market sale occurred. Following the withholding, Ferguson’s direct ownership stands at 1,053,255 CG shares. No derivative securities were involved and no changes to option positions were disclosed.

Code F events are generally administrative and do not reflect discretionary buying or selling. Ferguson remains a significant shareholder, indicating continued alignment with investors.

Positive

• Executive retains a large direct stake of 1,053,255 shares, indicating ongoing alignment with shareholder interests.

Negative

• 44,038 shares were removed from the float via tax withholding, marginally increasing share supply pressure, though impact is minor.

Insights

Financial Analyst

TL;DR: Routine tax-withholding, no market sale; ownership still >1 M shares – neutral signal.

The filing shows an automatic share withholding to satisfy taxes on vested RSUs. Because the shares were not sold on the open market, the transaction does not suggest a change in the executive’s view of Carlyle’s valuation. Post-transaction ownership of 1.05 M shares (≈$64 M at the transaction price) keeps Ferguson highly exposed to CG’s equity performance. The absence of derivative activity and the maintenance of a sizable stake make the filing non-impactful for valuation or sentiment.

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^*

Andrews Charles Elliott Jr.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

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	08/01/2025		F(1)		13,344	D	$60.66	130,777	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 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.	08/01/2025
	** 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 type of transaction did Carlyle (CG) report on 1-Aug-2025?

A Code F tax-withholding for vested RSUs; no shares were sold on the open market.

How many CG shares were withheld for taxes?

44,038 common shares at $60.66 each.

How many CG shares does Jeffrey W. Ferguson own after the transaction?

He directly owns 1,053,255 shares.

Does this Form 4 indicate insider selling pressure?

No. Code F transactions are administrative and do not reflect discretionary sales.

Were any derivative securities exercised or disposed of?

No derivative activity was reported in Table II.