Carlyle Group Inc. Files Definitive Proxy Statement (DEF 14A)

Ticker: CGABL · Form: DEF 14A · Filed: Apr 18, 2024 · CIK: 1527166

Carlyle Group Inc. DEF 14A Filing Summary
FieldDetail
CompanyCarlyle Group Inc. (CGABL)
Form TypeDEF 14A
Filed DateApr 18, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$426 billion
Sentimentneutral

Sentiment: neutral

Topics: Carlyle Group, DEF 14A, Proxy Statement, Executive Compensation, Equity Awards

TL;DR

<b>Carlyle Group Inc. has filed its Definitive Proxy Statement for the 2023 fiscal year, detailing executive compensation and equity awards.</b>

AI Summary

Carlyle Group Inc. (CGABL) filed a Proxy Statement (DEF 14A) with the SEC on April 18, 2024. Carlyle Group Inc. filed a Definitive Proxy Statement (DEF 14A) on April 18, 2024. The filing covers the period from January 1, 2023, to December 31, 2023. Key executives mentioned include Harvey M. Schwartz, William E. Conway Jr., and Kewsong Lee. Compensation data is provided for the fiscal years 2020 through 2023. The filing details equity awards granted and vested for various executives across different fiscal years.

Why It Matters

For investors and stakeholders tracking Carlyle Group Inc., this filing contains several important signals. This filing provides crucial information for shareholders regarding executive compensation, which can influence investment decisions and corporate governance. Shareholders can use this proxy statement to understand how executive pay is structured and how it aligns with company performance, impacting their voting decisions on executive compensation proposals.

Risk Assessment

Risk Level: low — Carlyle Group Inc. shows low risk based on this filing. The filing is a routine DEF 14A, which is standard for public companies and does not indicate any unusual financial or operational events.

Analyst Insight

Review the executive compensation details and equity award structures to assess alignment with company performance and shareholder interests.

Executive Compensation

NameTitleTotal Compensation
Harvey M. SchwartzMember
William E. Conway Jr.Member
Kewsong LeeMember

Key Numbers

  • 2024-04-18 — Filing Date (Date the DEF 14A was filed)
  • 2023-12-31 — Fiscal Year End (End date of the reporting period)
  • 2020-01-01 — Compensation Reporting Start Date (Earliest year for which compensation data is provided)
  • 2023-12-31 — Compensation Reporting End Date (Latest year for which compensation data is provided)

Key Players & Entities

  • Carlyle Group Inc. (company) — Filer of the document
  • Harvey M. Schwartz (person) — Executive mentioned in compensation data
  • William E. Conway Jr. (person) — Executive mentioned in compensation data
  • Kewsong Lee (person) — Executive mentioned in compensation data
  • Glenn A. Youngkin (person) — Executive mentioned in compensation data
  • 2024-04-18 (date) — Filing date
  • 2023-12-31 (date) — Fiscal year end
  • 2020-01-01 (date) — Start of compensation reporting period

FAQ

When did Carlyle Group Inc. file this DEF 14A?

Carlyle Group Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 18, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Carlyle Group Inc. (CGABL).

Where can I read the original DEF 14A filing from Carlyle Group Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Carlyle Group Inc..

What are the key takeaways from Carlyle Group Inc.'s DEF 14A?

Carlyle Group Inc. filed this DEF 14A on April 18, 2024. Key takeaways: Carlyle Group Inc. filed a Definitive Proxy Statement (DEF 14A) on April 18, 2024.. The filing covers the period from January 1, 2023, to December 31, 2023.. Key executives mentioned include Harvey M. Schwartz, William E. Conway Jr., and Kewsong Lee..

Is Carlyle Group Inc. a risky investment based on this filing?

Based on this DEF 14A, Carlyle Group Inc. presents a relatively low-risk profile. The filing is a routine DEF 14A, which is standard for public companies and does not indicate any unusual financial or operational events.

What should investors do after reading Carlyle Group Inc.'s DEF 14A?

Review the executive compensation details and equity award structures to assess alignment with company performance and shareholder interests. The overall sentiment from this filing is neutral.

Risk Factors

  • Compliance with SEC Regulations [medium — regulatory]: The company must comply with all applicable SEC rules and regulations regarding proxy solicitations and disclosures.
  • Executive Compensation Structure [medium — financial]: The structure and amount of executive compensation may be subject to shareholder scrutiny and potential challenges.
  • Shareholder Voting on Proposals [low — operational]: The outcome of shareholder votes on proposals presented in the proxy statement can impact the company's strategic direction.

Filing Stats: 4,386 words · 18 min read · ~15 pages · Grade level 14.7 · Accepted 2024-04-18 16:14:58

Key Financial Figures

  • $426 billion — lobal investment firms. Carlyle manages $426 billion in assets under management as of Decemb

Filing Documents

Election of Directors

Item 1. Election of Directors 8 Director Nominees and Continuing Directors 18 Board Composition 22 Board Oversight of Our Firm 25 Board Structure and Governance Practices 29 Stakeholder Engagement 30 Audit Matters 30

Ratification of Ernst & Young LLP as Our

Item 2. Ratification of Ernst & Young LLP as Our Independent Registered Public Accounting Firm for 202 4 31 Fees Paid to Independent Registered Public Accounting Firm 31 Pre-Approval Policies and Procedures 32 Audit Committee Report 33 Executive Officers 35 Management Proposal 35

Management Proposal to Eliminate the

Item 3. Management Proposal to Eliminate the Supermajority Vote Requirement in Our Charter 36 Compensation Matters 36

Approval of The Carlyle Group Inc

Item 4. Approval of The Carlyle Group Inc. Amended and Restated 2012 Equity Incentive Plan 43

Non-Binding Vote to Approve

Item 5. Non-Binding Vote to Approve Named Executive Officer Compensation ("Say-On-Pay") 44 Compensation Discussion and Analysis 67 Compensation Committee Report 68

Executive Compensation Tables

Executive Compensation Tables 79 Pay Ratio Disclosure 80 Pay Versus Performance 84 Director Compensation 86 Shareholder Proposal 86

Shareholder Proposal to Adopt Improved

Item 6. Shareholder Proposal to Adopt Improved Shareholder Right to Call a Special Shareholder Meeting 88 Certain Relationships and Related Transactions 91 Beneficial Ownership 93 Additional Information 94 Frequently Asked Questions A- 1 Appendix A: Reconciliations of Non-GAAP Measures B- 1 Appendix B: Amended and Restated Certificate of Incorporation C- 1 Appendix C: The Carlyle Group Inc. Amended and Restated 2012 Equity Incentive Plan This Proxy Statement may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, statements related to our expectations, estimates, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions and liquidity and capital resources, contingencies, and our dividend policy. You can identify these forward-looking statements by the use of words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates," or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks, uncertainties, and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements including, but not limited to, those described in this Proxy Statement and under the section entitled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2023 , filed with the U.S. Securities and Exchange Commission ("SEC") on February 22, 2024 , as such factors may be updated from time

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