CG Insider Report: General Counsel Adds 744 Dividend Equivalent Units

Rhea-AI Filing Summary

Jeffrey W. Ferguson, General Counsel of The Carlyle Group Inc. (CG), reported a non‑derivative acquisition on 08/28/2025 of 744 common stock units at $0. The filing explains these are dividend equivalent units credited on previously granted time‑vesting restricted stock unit awards in connection with Carlyle's quarterly dividend; those units will vest on the same schedule and terms as the underlying awards. Following the credited units, Ferguson beneficially owns 753,999 shares. The Form 4 was signed by power of attorney on 08/29/2025.

Positive

• Timely disclosure of the dividend equivalent units credit, complying with Section 16 reporting requirements
• Beneficial ownership reported at 753,999 shares after the credited units, providing transparency to investors

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider accrual of dividend equivalents on existing RSUs; no new cash purchase or change in control.

The filing documents a customary crediting of dividend equivalent units tied to previously reported time‑vesting restricted stock units. These units vest on the same schedule and terms as the underlying awards, indicating no acceleration or modification disclosed. The transaction increases reported beneficial ownership to 753,999 shares but appears administrative in nature and not a material change to ownership percentage.

Securities Analyst

TL;DR: Administrative grant of 744 dividend equivalent units; minimal economic impact and not market‑moving.

The acquisition is recorded at $0 consistent with dividend equivalent accounting rather than a purchase. The amount is small relative to institutional holdings and is unlikely to affect valuation metrics or signal insider buying intent. Disclosure is timely and follows standard Section 16 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^*

Ferguson Jeffrey W.

(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)
	General Counsel

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)		744	A	$0	753,999	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 Jeffrey W. Ferguson	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 Jeffrey W. Ferguson report on Form 4 for CG?

He reported the acquisition of 744 common stock dividend equivalent units on 08/28/2025, recorded at $0.

Why was the price shown as $0 on the Form 4?

The filing states these are dividend equivalent units credited on existing time‑vesting RSUs, which are recorded at $0 rather than purchased shares.

How many Carlyle shares does Ferguson beneficially own after this transaction?

The Form 4 reports he beneficially owns 753,999 shares following the credited units.

When will the credited dividend equivalent units vest?

The filing says they will vest on the same schedule and subject to the same terms as the underlying restricted stock unit awards.

Who signed the Form 4 on behalf of Jeffrey W. Ferguson?

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