Form 4: Carlyle Group CEO Harvey Schwartz Boosts Equity Stake with Dividend Equivalent Units

Carlyle Group Inc. CEO Harvey M. Schwartz has increased his beneficial ownership by 31,709 shares of common stock through the accrual of dividend equivalent units on existing restricted stock awards.

Summary

• Carlyle Group Inc. (CG) CEO Harvey M. Schwartz reported an acquisition of 31,709 shares of common stock.
• The transaction occurred on May 27, 2025, and was reported as an acquisition (A) at a price of $0 per share.
• These shares represent dividend equivalent units (DEUs) accrued on previously granted time-based and performance-based restricted stock unit (RSU) awards from February 15, 2023.
• Following this transaction, Mr. Schwartz's total beneficial ownership of Carlyle Group common stock stands at 6,188,889 shares.
• The accrued DEUs will vest according to the same schedule and terms as the underlying RSU awards.

Sentiment

Score: 7

Explanation: The filing indicates a routine, positive development in executive compensation, enhancing alignment between the CEO and shareholders. It's a standard part of long-term incentive plans and does not suggest any negative operational or financial issues.

Positives

• The accrual of dividend equivalent units increases CEO Harvey M. Schwartz's equity stake in Carlyle Group, enhancing alignment between executive interests and shareholder value.
• This transaction is a standard component of executive compensation, reflecting the company's commitment to long-term incentive plans.

Negatives

• No negative aspects are directly indicated by this routine compensation filing.

Risks

• The vesting of these dividend equivalent units is subject to the same terms and conditions as the underlying restricted stock unit awards, which typically include continued employment and potentially performance criteria, introducing a risk of forfeiture if conditions are not met.

Future Outlook

The acquired dividend equivalent units are set to vest on the same schedule and subject to the same terms and conditions as the underlying restricted stock unit awards granted on February 15, 2023, indicating a future vesting schedule for these shares.

Management Comments

• The transaction reflects the ongoing accrual of dividend equivalent units as part of the previously reported executive compensation structure for CEO Harvey M. Schwartz.

Industry Context

This Form 4 filing details a routine executive compensation event, specifically the accrual of dividend equivalent units, which is a common practice in the financial services and private equity industries to align executive incentives with long-term shareholder returns and retain key talent. Such filings are standard disclosures for publicly traded companies.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) and Dividend Equivalent Units (DEUs) as a component of executive compensation is a widely adopted practice across the financial services industry, including major private equity firms like Blackstone, KKR, and Apollo Global Management.
• The $0 acquisition price for DEUs is standard, as these units are accrued based on dividends paid on unvested equity awards, rather than being purchased.
• The structure of vesting DEUs on the same schedule as underlying RSUs is consistent with typical long-term incentive plans designed to encourage executive retention and performance.

Stakeholder Impact

• Shareholders: Increased alignment of CEO's interests with shareholder value through a larger equity stake.
• Employees: Reinforces the company's commitment to long-term incentive compensation structures for key executives.

Next Steps

• The acquired dividend equivalent units will vest on the same schedule as the underlying restricted stock unit awards granted on February 15, 2023.

Key Dates

Recommendation

Keywords

Carlyle Group, CG, Harvey M. Schwartz, SEC Form 4, Insider Transaction, Executive Compensation, Dividend Equivalent Units, Restricted Stock Units, Equity Ownership, Private Equity, Financial Services