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CG Form 4 — Chief Accounting Officer Records 177 Dividend-Equivalent Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carlyle Group insider filing: Charles E. Andrews Jr., Chief Accounting Officer, reported an acquisition on 08/28/2025 of 177 shares of Common Stock at $0 as dividend equivalent units tied to previously granted time-vesting restricted stock units. Following this accrual, Mr. Andrews beneficially owns 130,954 shares. The filing states the dividend equivalent units will vest on the same schedule and terms as the underlying awards. The Form 4 was submitted by one reporting person and signed under power of attorney on 08/29/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR Small, routine accrual of dividend-equivalent units for an officer; not material to valuation.

The filing documents a non-cash accrual of 177 dividend-equivalent units tied to existing time-vesting restricted stock units for the Chief Accounting Officer. Since the units were granted previously and vest on the awards' existing schedule, this transaction does not represent a new compensation grant or cash outflow. The incremental change in beneficial ownership is immaterial relative to the total holdings and outstanding shares, indicating no near-term market impact.

TL;DR Routine disclosure consistent with executive compensation mechanics and Section 16 reporting requirements.

The Form 4 accurately reports the accrual of dividend-equivalent units arising from the issuer's quarterly dividend and clarifies vesting parity with underlying RSUs. The use of a power of attorney signer is disclosed. This is a standard disclosure that supports transparency around executive equity accruals and complies with filing obligations.

Insider Andrews Charles Elliott Jr.
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Common Stock 177 $0.00 --
Holdings After Transaction: Common Stock — 130,954 shares (Direct)
Footnotes (1)
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Form 4 Insider Transactions: What Each Field Means →
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)
08/28/2025
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) 177 A $0 130,954 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 certain existing time-vesting restricted stock unit awards, 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 Charles E. Andrews, Jr. 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did Charles E. Andrews Jr. report on Form 4 for Carlyle (CG)?

He reported an acquisition of 177 common shares on 08/28/2025 as dividend-equivalent units tied to existing time-vesting restricted stock units.

Did Charles Andrews pay for the shares reported on the Form 4?

No. The 177 shares were recorded at a price of $0, representing dividend-equivalent units rather than a cash purchase.

How many shares does Charles Andrews beneficially own after the reported transaction?

He beneficially owns 130,954 shares following the reported accrual.

When will the dividend-equivalent units vest?

The filing states the dividend-equivalent units will vest on the same schedule and subject to the same terms as the underlying time-vesting restricted stock units.

Who signed the Form 4 filing for Charles E. Andrews Jr.?

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