Carlyle files notice to sell 48.25M SARO shares (NYSE: SARO)

Rhea-AI Filing Summary

SARO affiliate Carlyle Partners VII S1 Holdings II, L.P. filed a notice to sell 48,246,588 shares of Common Stock. The filing lists an aggregate proceeds figure of $1,495,644,228.00 and records the securities as Common Stock traded on the NYSE. The entry also notes these shares were acquired in connection with restructuring tied to the issuer's IPO on 10/02/2024.

Insights

Equity Capital Markets Analyst

TL;DR: An affiliate of Carlyle filed a Form 144 reporting a large proposed sale of SARO common shares.

The notice lists 48,246,588 shares offered for sale with an aggregate figure of $1,495,644,228.00, dated 01/29/2026. This is a disclosure of an affiliate's intent to sell; timing and execution depend on market conditions and broker arrangements.

Dependency and risks include the affiliate's decision to execute sales and any regulatory or resale limitations applicable to affiliates. Subsequent SEC or exchange filings may report actual transactions or completion details.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Morgan Stanley 1585 Broadway, New York, NY 10036	19840269	632904581.00	332654814	02/26/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	10/02/2024	Acquired in connection with certain restructuring transactions executed in connection with the Issuer's initial public offering	Issuer			223039914	04/05/2019	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Carlyle Partners VII S1 Holdings II, L.P. C/O THE CARLYLE GROUP INC. 1001 PENNSYLVANIA AVE. NW, SUITE 220 S, WASHINGTON, DC 20004	Common Stock	01/29/2026	48246588	1495644228.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What did the SARO Form 144 disclose?

The filing reports a proposed sale of 48,246,588 shares of SARO common stock dated 01/29/2026. It also shows an aggregate proceeds figure of $1,495,644,228.00 and identifies the seller as Carlyle Partners VII S1 Holdings II, L.P.

Who is listed as the selling holder in the SARO notice?

The selling holder is identified as Carlyle Partners VII S1 Holdings II, L.P. with an address c/o The Carlyle Group. The entry lists the entity as the affiliate proposing to sell the common stock on behalf of the holder.

When were the shares reported as acquired according to the filing?

The filing notes the securities were acquired on 10/02/2024 in connection with restructuring transactions tied to the issuer's initial public offering. That acquisition date is included in the securities description section.

Does the Form 144 confirm the sale has completed?

No. The notice reports a proposed sale and related figures; it does not confirm completion. Actual sale execution and settlement would be reported later if and when transactions occur in subsequent filings.

On which exchange is SARO common stock listed per the filing?

The filing lists the security as Common Stock traded on the NYSE. The exchange designation appears in the securities information section of the notice.