cg-20231231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

(Mark One)


☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 001-35538

The Carlyle Group Inc.

(Exact name of registrant as specified in its charter)


Delaware		45-2832612
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1001 Pennsylvania Avenue, NW

Washington, DC, 20004-2505

(Address of principal executive offices) (Zip Code)

(202) 729-5626

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	CG	The Nasdaq Global Select Market
4.625% Subordinated Notes due 2061 of Carlyle Finance L.L.C.	CGABL	The Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý No ¨

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No ý

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934

during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing

requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of

Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such

files). Yes ý No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See

the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new

or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal

control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or

issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the

filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received

by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ý

The aggregate market value of the common stock of the Registrant held by non-affiliates as of June 30, 2023 was $8,383,674,409.

The number of the Registrant’s shares of common stock outstanding as of February 16, 2024 was 362,113,740.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s definitive proxy statement relating to its 2024 annual meeting of the shareholders (the “2024 Proxy Statement”) are

incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The 2024 Proxy Statement will be filed with the U.S. Securities

and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.

Forward-Looking Statements

This Annual Report on Form 10-K 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 statements that are not historical facts, including our expectations

regarding the performance of our business, our financial results, our 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 listed

below and those described under the section entitled “Risk Factors” in this Annual Report on Form 10-K, as such factors may

be updated from time to time in our periodic filings with the U.S. Securities and Exchange Commission (the “SEC”), which are

accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in

conjunction with the other cautionary statements that are included in this Annual Report on Form 10-K and in our other

periodic filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statements,

whether as a result of new information, future developments, or otherwise, except as required by applicable law.

Summary of Risk Factors

The following is only a summary of the principal risks that may materially adversely affect our business, financial

condition, results of operations, and cash flows. The following should be read in conjunction with the complete discussion of

risk factors we face, which are set forth in Item 1A “Risk Factors.”

Risks Related to Our Company

•Adverse economic and market conditions and other events or conditions throughout the world could negatively impact our

business in many ways, including by reducing the value or performance of the investments made by our investment funds

and reducing the ability of our investment funds to raise capital, any of which could materially reduce our revenue,

earnings, and cash flow and adversely affect our financial prospects and condition.

•Our use of leverage may expose us to substantial risks.

•Our revenue, earnings, net income, and cash flow can all vary materially, which may make it difficult for us to achieve

steady earnings growth on a quarterly basis.

•Given our focus on achieving superior investment performance and maintaining and strengthening investor relations, we

may reduce our AUM, restrain its growth, reduce our fees, or otherwise alter the terms under which we do business when

we deem it in the best interest of our investors—even in circumstances where such actions might be contrary to the near-

term interests of our stockholders.

•We depend on our senior Carlyle professionals, including our Chief Executive Officer, and the loss of their services or

investor confidence in such personnel could have a material adverse effect on our business, results of operations, and

financial condition.

•Recruiting and retaining our professionals has become more difficult and may continue to be difficult in the future, which

could adversely affect our business, results of operations, and financial condition.

•We may not be successful in expanding into new investment strategies, geographic markets, and businesses and new types

of investors, which could adversely affect our business, results of operations, and financial condition.

Risks Related to Regulation and Litigation

•Laws and regulations relating to privacy, data protection, data transfers, data localization, and data security worldwide may

limit the use and adoption of our services and adversely affect our business.

•Extensive regulation in the United States and abroad affects our activities, increases the cost of doing business, and creates

the potential for significant liabilities and penalties.

•Financial regulations and changes thereto in the United States could adversely affect our business and the possibility of

increased regulatory focus could result in additional burdens and expenses on our business.

•Regulatory initiatives in jurisdictions outside the United States could adversely affect our business.

•Increasing scrutiny from stakeholders on sustainability matters, including our ESG reporting, exposes us to reputational

and other risks.

•We are subject to substantial risk of litigation and regulatory proceedings and may face significant liabilities and damage to

our professional reputation as a result of litigation and regulatory allegations and negative publicity.

Risks Related to Our Business Operations

Risks Related to the Assets We Manage

•The alternative asset management business is intensely competitive.

•Poor performance of our investment funds would cause a decline in our revenue, income, and cash flow, may obligate us to

repay carried interest previously paid to us, and could adversely affect our ability to raise capital for future investment

funds.

•The historical returns attributable to our funds, including those presented in this report, should not be considered as

indicative of the future results of our funds or of our future results or of any returns expected on an investment in our

common stock.

•Our asset management business depends in large part on our ability to raise capital from third-party investors. If we are

unable to raise capital from third-party investors, we would be unable to collect management fees or deploy their capital

into investments and potentially collect carried interest, which would materially reduce our revenue and cash flow and

adversely affect our financial condition.

•We have increasingly undertaken business initiatives to increase the number and type of investment products we offer to

retail investors, which could expose us to new and greater levels of risk.

•Our investors may negotiate to pay us lower management fees and the economic terms of our future funds may be less

favorable to us than those of our existing funds, which could adversely affect our revenues.

•Valuation methodologies for certain assets in our funds can involve subjective judgments, and the fair value of assets

established pursuant to such methodologies may be incorrect, which could result in the misstatement of fund performance

and accrued performance allocations.

•The due diligence process that we undertake in connection with investments by our investment funds may not reveal all

facts that may be relevant in connection with an investment.

•High interest rates and challenging debt market conditions could negatively impact the values of certain assets or

investments and the ability of our funds and their portfolio companies to access the capital markets on attractive terms,

which could adversely affect investment and realization opportunities, lead to lower-yielding investments, and potentially

decrease our net income.

•Our funds invest in relatively high-risk, illiquid assets, and we may fail to realize any profits from these activities for a

considerable period of time or lose some or all of our principal investments.

•Our funds make investments in companies that are based outside of the United States, which may expose us to additional

risks not typically associated with investing in companies that are based in the United States.

•Certain of our fund investments may be concentrated in particular asset types or geographic regions, which could

exacerbate any negative performance of those funds to the extent those concentrated investments perform poorly.

•Our CLO business and investment into CLOs involves certain risks.

•Our Global Investment Solutions business is subject to additional risks.

Industry Risks Related to the Assets We Manage

•Our real estate funds are subject to risks inherent in the ownership and operation of real estate and the construction and

development of real estate.

•Our energy business is involved in oil and gas investments (i.e., exploration, production, storage, transportation, logistics,

refining, marketing, trading, petrochemicals, energy services, and other opportunistic investments), which entail a high

degree of risk.

•Investments in the natural resources industry, including the infrastructure and power industries, involve various

operational, construction, and regulatory risks.

•Investments in the insurance industry (including our investment in Fortitude) could be adversely impacted by insurance

regulations and potential regulatory reforms.

Risks Related to Our Common Stock

•The market price of our common stock may decline due to the large number of shares of common stock eligible for future

sale.

•Carlyle Group Management L.L.C. has significant influence over us and its interests may conflict with ours or yours.

•Our founders have the right to designate members of our Board of Directors.

•Our amended and restated certificate of incorporation does not limit the ability of our former general partner, founders,

directors, officers, or stockholders to compete with us.

•Anti-takeover provisions in our organizational documents and Delaware law may discourage or delay acquisition attempts

for us that stockholders might consider favorable.

Risks Related to Taxation

•Changes in relevant tax laws, regulations, or treaties or an adverse interpretation of these items by tax authorities could

negatively impact our effective tax rate, tax liability, and/or the performance of certain funds should unexpected taxes be

assessed to portfolio investments (companies) or fund income.

•U.S. and foreign tax regulations could adversely affect our ability to raise funds from certain foreign investors and increase

compliance costs.

On January 1, 2020, we completed our conversion from a Delaware limited partnership named The Carlyle Group L.P.

into a Delaware Corporation named The Carlyle Group Inc. (the conversion, together with such restructuring steps and related

transactions, the “Conversion”).

Unless the context suggests otherwise, references in this report to “Carlyle,” the “Company,” “we,” “us” and “our”

refer to The Carlyle Group Inc. and its consolidated subsidiaries. References to our common stock or shares in periods prior to

the Conversion refer to the common units of The Carlyle Group L.P. When we refer to our “senior Carlyle professionals,” we

are referring to the partner-level personnel of our firm. References in this report to the ownership of the senior Carlyle

professionals include the ownership of personal planning vehicles of these individuals. When we refer to the “Carlyle Holdings

partnerships” or “Carlyle Holdings,” we are referring to Carlyle Holdings I L.P., Carlyle Holdings II L.P., and Carlyle Holdings

III L.P., which prior to the Conversion were the holding partnerships through which the Company and our senior Carlyle

professionals and other holders of Carlyle Holdings partnership units owned their respective interests in our business.

“Carlyle funds,” “our funds” and “our investment funds” refer to the investment funds and vehicles advised by Carlyle.

“Carry funds” generally refers to closed-end investment vehicles, in which commitments are drawn down over a

specified investment period, and in which the general partner receives a special residual allocation of income from limited

partners, which we refer to as carried interest, in the event that specified investment returns are achieved by the fund.

Disclosures referring to carry funds will also include the impact of certain commitments that do not earn carried interest, but are

either part of, or associated with our carry funds. The rate of carried interest, as well as the share of carried interest allocated to

Carlyle, may vary across the carry fund platform. Carry funds generally include the following investment vehicles across our

three business segments:

•Global Private Equity: Buyout, middle market and growth capital, real estate, infrastructure and natural resources

funds advised by Carlyle, as well as certain energy funds advised by our strategic partner NGP Energy Capital

Management (“NGP”) in which Carlyle is entitled to receive a share of carried interest (“NGP Carry Funds”);

•Global Credit: Opportunistic credit, aircraft finance, and other closed-end credit funds advised by Carlyle; and

•Global Investment Solutions: Funds and vehicles advised by AlpInvest Partners B.V. and its affiliates

(“AlpInvest”), which include primary fund, secondary and portfolio financing, and co-investment strategies.

Carry funds specifically exclude certain legacy Abingworth funds in which Carlyle is not entitled to receive a share of

carried interest, collateralized loan obligation vehicles (“CLOs”), our business development companies and associated managed

accounts, as well as capital raised from strategic third-party investors which directly invest in Fortitude (defined below)

alongside a carry fund.

For an explanation of the fund acronyms used throughout this report, refer to Item 1 “Business–Our Global Investment

Offerings.”

“Fortitude” refers to Fortitude Group Holdings, LLC (“Fortitude Holdings”) prior to October 1, 2021 and to FGH

Parent, L.P. (“FGH Parent”) as of October 1, 2021. On October 1, 2021, the owners of Fortitude Holdings contributed their

interests to FGH Parent such that FGH Parent became the direct parent of Fortitude Holdings. Fortitude Holdings owns 100%

of the outstanding common shares of Fortitude Reinsurance Company Ltd., a Bermuda domiciled reinsurer (“Fortitude Re”).

See Note 5 to the consolidated financial statements in Part II, Item 8 of this report for more information regarding the

Company’s strategic investment in Fortitude.

“Fee-earning assets under management” or “Fee-earning AUM” refers to the assets we manage or advise from which

we derive recurring fund management fees. Our Fee-earning AUM is generally based on one of the following, once fees have

been activated:

(a)the amount of limited partner capital commitments, generally for carry funds where the original investment period has

not expired and for AlpInvest carry funds during the commitment fee period;

(b)the remaining amount of limited partner invested capital at cost, generally for carry funds and certain co-investment

vehicles where the original investment period has expired, as well as one of our business development companies;

(c)the amount of aggregate fee-earning collateral balance of our CLOs and other securitization vehicles, as defined in the

fund indentures (pre-2020 CLO vintages are generally exclusive of equities and defaulted positions) as of the quarterly

cut-off date;

(d)the external investor portion of the net asset value of certain carry funds;

(e)the fair value of Fortitude’s general account assets invested under the strategic advisory services agreement;

(f)the gross assets (including assets acquired with leverage), excluding cash and cash equivalents, of one of our business

development companies and certain carry funds; or

(g)the lower of cost or fair value of invested capital, generally for AlpInvest carry funds where the commitment fee

period has expired and certain carry funds where the investment period has expired.

“Assets under management” or “AUM” refers to the assets we manage or advise. Our AUM generally equals the sum

of the following:

(a) the aggregate fair value of our carry funds and related co-investment vehicles, and separately managed accounts, plus

the capital that Carlyle is entitled to call from investors in those funds and vehicles (including Carlyle commitments to

those funds and vehicles and those of senior Carlyle professionals and employees) pursuant to the terms of their capital

commitments to those funds and vehicles;

(b) the amount of aggregate collateral balance and principal cash or aggregate principal amount of the notes of our CLOs

and other structured products (inclusive of all positions);

(d)the fair value of Fortitude’s general account assets covered by the strategic advisory services agreement; and

(e) the gross assets (including assets acquired with leverage) of our business development companies, plus the capital that

Carlyle is entitled to call from investors in those vehicles pursuant to the terms of their capital commitments to those

vehicles.

We include in our calculation of AUM and Fee-earning AUM certain energy and renewable resources funds that we

jointly advise with Riverstone Holdings L.L.C. (“Riverstone”) and the NGP Carry Funds that are advised by NGP. Our

calculation of AUM also includes third-party capital raised for the investment in Fortitude through a Carlyle-affiliated

investment fund and from strategic investors which directly invest in Fortitude alongside the fund. The total AUM and Fee-

earning AUM related to the strategic advisory services agreement with Fortitude is inclusive of the net asset value of

investments in Carlyle products. These amounts are also reflected in the AUM and Fee-earning AUM of the strategy in which

they are invested.

For most of our carry funds, total AUM includes the fair value of the capital invested, whereas Fee-earning AUM

includes the amount of capital commitments or the remaining amount of invested capital, depending on whether the original

investment period for the fund has expired. As such, Fee-earning AUM may be greater than total AUM when the aggregate fair

value of the remaining investments is less than the cost of those investments.

Our calculations of AUM and Fee-earning AUM may differ from the calculations of other asset managers. As a result,

these measures may not be comparable to similar measures presented by other asset managers. In addition, our calculation of

AUM (but not Fee-earning AUM) includes uncalled commitments to, and the fair value of invested capital in, our investment

funds from Carlyle and our personnel, regardless of whether such commitments or invested capital are subject to management

fees, incentive fees or performance allocations. Our calculations of AUM or Fee-earning AUM are not based on any definition

of AUM or Fee-earning AUM that is set forth in the agreements governing the investment funds that we manage or advise.

“Performance Fee Eligible AUM” represents the AUM of funds for which we are entitled to receive performance

allocations, inclusive of the fair value of investments in those funds (which we refer to as “Performance Fee Eligible Fair

Value”) and their Available Capital. Performance Fee Eligible Fair Value is “Performance Fee-Generating” when the associated

fund has achieved the specified investment returns required under the terms of the fund’s agreement and is accruing

performance revenue as of the quarter-end reporting date. Funds whose performance allocations are treated as fee related

performance allocations are excluded from these metrics.

“Perpetual Capital” refers to the assets we manage or advise which have an indefinite term and for which there is no

immediate requirement to return capital to investors upon the realization of investments made with such capital, except as

required by applicable law. Perpetual Capital may be materially reduced or terminated under certain conditions, including

reductions from changes in valuations and payments to investors, including through elections by investors to redeem their

investments, dividend payments, and other payment obligations, as well as the termination of or failure to renew the respective

investment advisory agreements. Perpetual Capital includes: (a) assets managed under the strategic advisory services agreement

with Fortitude, (b) our Core Plus real estate fund, (c) our business development companies and certain other direct lending

products, (d) our Interval Fund (“CTAC”) and (e) our closed-end tender offer fund Carlyle AlpInvest Private Markets Fund

(“CAPM”).

“Legacy Energy Funds” include Energy III, Energy IV, and Renew II and are managed with Riverstone and its

affiliates. The investment periods for these funds have expired and the remaining investments in each fund are being disposed

of in the ordinary course of business. The impact of these funds is no longer significant to our results of operations.

“Metropolitan” or “MRE” refers to Metropolitan Real Estate Management, LLC, which was included in the Global

Investment Solutions business segment prior to its sale on April 1, 2021.

PART I.

ITEM 1.BUSINESS

Overview

Carlyle is a global investment firm with deep industry expertise that deploys private capital across three business

segments: Global Private Equity, Global Credit and Global Investment Solutions. Our teams invest across a range of strategies

that leverage our deep industry expertise, local insights, and global resources to deliver attractive returns throughout an

investment cycle. Since our firm was founded in Washington, D.C. in 1987, we have grown to manage $426 billion in AUM as

of December 31, 2023. Our experienced and diverse team of more than 2,200 employees includes more than 720 investment

professionals in 28 offices across four continents, and we serve more than 3,000 active carry fund investors from 87 countries.

We seek to invest with a clarity of purpose, adaptability, and alignment between our interests and the interests of our

fund investors, shareholders, and other stakeholders.

Operational and strategic highlights for our firm for 2023 include:

•In order to continue to enhance stakeholder alignment, we updated our employee compensation program to

increase the proportion of our performance allocations used to compensate our employees, effective

December 31, 2023. Under the realigned program, we expect to allocate a range of 60% to 70% of

performance allocations and incentive fees to our employees, up from a range of generally 45% to 50% prior

to December 31, 2023. We expect FRE to increase and the portion of realized performance revenues retained

by the Company to decrease beginning in 2024.

•Assets under management grew 14% to $426 billion as of December 31, 2023 from $373 billion as of

December 31, 2022, and fee-earning assets under management increased 15% to $307 billion, driven by

inflows of $24 billion from Fortitude’s transaction with Lincoln Financial Group as well as total fundraising

of $37.1 billion. Perpetual Capital products now comprise $89 billion, or 29%, of our fee-earning assets under

management.

•We invested $19.8 billion in our carry funds during 2023 and realized proceeds of $20.6 billion for our carry

fund investors.

•We appointed several new leaders to our executive team in 2023 to develop and implement Carlyle’s strategy

for driving long-term growth and to position the firm for the future, including, among others, our Head of

Wealth Strategy, our Chief Information Officer and Head of Technology Transformation, and our Global

Head of Distribution.

•We remained focused on the professional development and the health and well-being of our employees in

2023. We continued to roll out several leadership development programs and implemented a well-being

strategy focused on enabling employees to foster emotional, physical, financial, environmental, and social

well-being.

•During 2023, with feedback received from employee surveys, we continued to reimagine our processes, office

environment, and business operations.

•We continued to significantly enhance our Sustainability and Diversity, Equity, and Inclusion (“DEI”) efforts:

◦We are a signatory of the United Nations-backed Principles for Responsible Investment and remain

involved with several important industry initiatives in the field, including, among others, the

Environmental, Social, and Governance (“ESG”) Data Convergence Initiative, the International

Sustainability Standards Board Investor Advisory Group (IIAG), the Alternative Investment

Management Association (AIMA) Global Responsible Investment Steering Committee, and the One

Planet Private Equity Funds Initiative.

◦We continued to deepen the integration of Sustainability and ESG within our investment teams and

portfolio companies, with ESG assessments included in most Carlyle investment decisions using

proprietary due diligence tools in our Global Private Equity, Global Credit, and Global Investment

Solutions segments.

◦We invested in enhancing DEI through our third year of the DEI Incentive Awards program, where

we granted approximately $2 million in awards to 64 employees from around the globe who made an

impact on DEI at Carlyle.

◦We continued the DEI Leadership Network, a coalition of portfolio company CEOs around the globe

to develop a peer group for shared resources and insights that can help advance DEI within their

respective companies.

▪Operational and strategic highlights for our three global business segments for 2023 include:

Global Private Equity (“GPE”):

◦During 2023, GPE invested $8.6 billion across the segment, including $6.1 billion in the Americas, $2.0

billion in Europe, and $0.4 billion in Asia.

◦Our GPE funds realized proceeds of $13.5 billion for our GPE carry fund investors in 2023, across a mix

of trade-sales, public market block trades, recapitalizations, and dividends.

◦During 2023, we raised $8.7 billion in new capital commitments for our GPE funds, which included the

launch of our sixth Asia buyout fund (“CAP VI”) and our fifth Japan buyout fund (“CJP V”).

Global Credit (“GC”):

◦In total, we raised $15.7 billion in new capital commitments to our Global Credit products during 2023,

and increased overall AUM to $187.8 billion, reflecting fundraising as well as the inflows related to the

Fortitude Lincoln transaction. Carlyle Tactical Private Credit Fund (“CTAC”), our closed-end interval

fund, which invests across the entire Global Credit platform, had a record fundraise of $1.3 billion in

2023, contributing to a 64% increase in CTAC’s total AUM to $3.3 billion at December 31, 2023.

◦In our CLO business, we closed $2.2 billion of new CLOs in the U.S. We have $49.3 billion of total

AUM across our U.S. and Europe CLOs at December 31, 2023, as well as $1.9 billion of total AUM

across our middle market CLOs.

Global Investment Solutions (“GIS”):

◦During 2023, we raised $12.8 billion in capital commitments, including the launch of our newest vintage

co-investments and secondaries and portfolio finance funds, including over $3.5 billion in capital

commitments to separately managed accounts. We deployed $7.8 billion in investments across our

Global Investment Solutions platform and we realized proceeds of $5.0 billion for our Global Investment

Solutions investors.

Business Segments

We operate our business across three segments: (1) Global Private Equity, (2) Global Credit and (3) Global Investment

Solutions. Information about our segments should be read together with Part II, Item 7 “Management’s Discussion and Analysis

of Financial Condition and Results of Operations.”

Global Private Equity

Our GPE segment advises our buyout, growth, real estate, infrastructure and natural resources funds. Across our GPE

funds, as of December 31, 2023, we had investments in more than 300 active portfolio companies that employ nearly 1.5

million people around the world. Our GPE teams have the following areas of focus:

Corporate Private Equity. Our corporate private equity teams advise a diverse group of funds that invest in

transactions that focus either on a particular geography or strategy. Our buyout funds focus on corporate buyouts and strategic

minority investments. The investment mandate for our growth capital funds is to seek out companies with the potential for

disruptive growth. Our core strategy seeks longer duration private equity opportunities, targeting stable businesses with

sustainable market leadership, which have opportunities for operational improvement. Our corporate private equity funds are

advised by teams of local professionals who live and work in the markets where they invest. In 2023, we invested $3.7 billion

in new and follow-on investments through our corporate private equity funds. As of December 31, 2023, our corporate private

equity funds had, in the aggregate, $108.1 billion in AUM.

Real Estate. Our real estate team advises real estate funds that invest in the U.S. and Europe, with a focus on a broad

range of opportunities including residential properties, senior living facilities, industrial properties, and self-storage properties,

but have limited our exposure to office buildings, hotels and retail properties. Our real estate funds generally focus on acquiring

single-property assets rather than large-cap companies with real estate portfolios and made more than 1,550 investments in

more than 750 cities or metropolitan statistical areas around the world from inception through December 31, 2023. As of

December 31, 2023, our real estate funds managed, in the aggregate, $27.8 billion in AUM.

Infrastructure & Natural Resources. Our active infrastructure and natural resources funds focus on infrastructure and

energy investing. Our infrastructure business is comprised of teams that invest in six primary sectors: renewables, energy

infrastructure, water and waste, transportation, digital infrastructure, and power generation. Our energy activities focus on

buyouts, growth capital investments and strategic joint ventures in the midstream, upstream, downstream, energy and oilfield

services sectors around the world. Our international energy investment team focuses on investments across the energy value

chain outside of North America. We conduct our North American energy investing through our strategic investment in NGP, a

Texas-based energy investor. As of December 31, 2023, we managed $25.4 billion in AUM through our infrastructure and

natural resources funds.

The following table presents certain data about our Global Private Equity segment as of December 31, 2023 (dollar

amounts in billions).

AUM(1)

% of Total

AUM

Fee-earning

AUM

Active

Investments

Active

Funds(3)

Available

Capital

Investment

Professionals(2)

Amount Invested

Since Inception

Investments Since

Inception

$161

38%

$107

925+

$37

425

$225

2,550+

(1)Total AUM includes NGP, which advises eight funds with $11.2 billion in AUM as of December 31, 2023. Through our strategic

partnership with NGP, we are entitled to 55% of the management fee related revenue of the NGP entities that serve as advisors to the

NGP Energy Funds, and an allocation of income related to the carried interest received by the fund general partners of the NGP Carry

Funds.

(2)Total GPE investment professionals excludes NGP employees.

(3)Active GPE funds includes eight NGP Carry Funds advised by NGP. We do not control NGP, and we do not serve as an investment

adviser to the NGP funds.

Global Credit

Our Global Credit segment, which had $187.8 billion in assets under management as of December 31, 2023, advises

products that pursue investment strategies across the credit spectrum, including: liquid credit, private credit, and real assets

credit, as well as platform initiatives such as Carlyle Tactical Private Credit Fund (“CTAC”) and Credit Strategic Solutions.

Global Credit, which also includes our Insurance Solutions and Global Capital Markets businesses, has been Carlyle’s fastest-

growing segment in the past five years, with total AUM increasing over four times in that period. Since the establishment of

Global Credit in 1999, these various capital sources have provided the opportunity for Carlyle to offer highly customizable and

creative financing solutions to borrowers to meet their specific capital needs. Carlyle draws on the expertise and underwriting

capabilities of our 205 investment professionals and leverages the resources and industry expertise of Carlyle’s global network

to provide creative solutions for borrowers.

Primary areas of focus for our Global Credit platform include:

Liquid Credit

•Loans and Structured Credit. Our structured credit funds invest primarily in performing senior secured bank loans

through CLOs and other investment vehicles. In 2023, we closed five new U.S. CLOs with an aggregate size of

$2.2 billion. As of December 31, 2023, our loans and structured credit team advised structured credit funds

totaling $53.2 billion in AUM.

Private Credit

•Direct Lending. Our direct lending business includes our business development companies (“BDCs”) that invest

primarily in middle market first-lien loans (which include unitranche, “first out” and “last out” loans) and second-

lien loans of middle-market companies, typically defined as companies with annual EBITDA ranging from $25

million to $100 million, that lack access to the broadly syndicated loan and bond markets. As of December 31,

2023, our direct lending investment team advised AUM totaling $9.6 billion.

•Opportunistic Credit. Our opportunistic credit team invests primarily in highly-structured and privately-negotiated

capital solutions supporting corporate borrowers through secured loans, senior subordinated debt, mezzanine debt,

convertible notes, and other debt-like instruments, as well as preferred and common equity. The team will also

look to invest in special situations (i.e., event-driven opportunities that exhibit hybrid credit and equity features) as

well as market dislocations (i.e., primary and secondary market investments in liquid debt instruments that arise as

a result of temporary market volatility). In certain investments, our funds may seek to restructure pre-

reorganization debt claims into controlling positions in the equity of the reorganized companies. As of

December 31, 2023, our opportunistic credit team advised products totaling $15.8 billion in AUM.

Real Assets Credit

•Aircraft Finance. Carlyle Aviation Partners is our multi-strategy investment platform that is engaged in

commercial aviation aircraft financing and investment throughout the commercial aviation industry. As of

December 31, 2023, Carlyle Aviation Partners had approximately $12.1 billion in AUM across carry funds,

securitization vehicles, liquid strategies, and other vehicles.

•Infrastructure Debt. Our Infrastructure debt team invests primarily in directly originated and privately negotiated

debt instruments related to global infrastructure projects, primarily in the power, energy, transportation, water/

waste, telecommunications and social infrastructure sectors. The team focuses primarily on senior, subordinated,

and mezzanine debt and seeks to invest primarily in developed markets within the Organization for Economic

Cooperation and Development (“OECD”). As of December 31, 2023, our infrastructure debt team managed

$3.9 billion in AUM.

Platform Initiatives

•Cross-Platform Credit Products. Our platform initiatives include CTAC, our closed-end interval fund that invests

across Carlyle’s entire credit platform, as well as cross-platform separately managed accounts that are tailored to

invest across Carlyle’s credit platform based on the specific investment needs of individual investors. These

products also include structured solutions that focus on private, primarily investment-grade investments, backed

by assets with contractual cash flows. As of December 31, 2023, the Global Credit platform initiatives represented

$5.4 billion in AUM.

•Credit Strategic Solutions. Credit Strategic Solutions (“CSS”) is an asset-backed, private fixed income investment

strategy within Global Credit that seeks to generate a premium return profile compared to traditional fixed income

and credit investments by acquiring and lending against diversified pools of assets with contractual cash flows.

CSS combines Carlyle’s long-standing history in structured credit, private asset underwriting expertise, and

capital markets capabilities, to deliver tailored asset-focused financing solutions across the entire debt and equity

capital structure. As of December 31, 2023, CSS represented $6.4 billion in AUM.

Insurance Solutions

•Carlyle Insurance Solutions (“CIS”) combines our deep insurance expertise with portfolio construction

capabilities, capital sourcing and asset origination strengths to provide comprehensive liability funding and

reinsurance, asset management and advisory solutions for (re)insurance companies and fund investors. The CIS

team oversees the investment in Fortitude, as well as the strategic advisory services agreement with certain

subsidiaries of Fortitude. As of December 31, 2023, AUM related to capital raised from third-party investors to

acquire a controlling interest in Fortitude was $5.9 billion. As of December 31, 2023, AUM related to the strategic

advisory services agreement was $74.7 billion, which has increased more than 50% since signing the agreement in

April 2022. This balance includes the net asset value of investments in Carlyle products, which is also reflected in

the AUM and Fee-earning AUM of the strategy in which they are invested. Fortitude and certain Fortitude

reinsurance counterparties have committed approximately $17.5 billion of capital to-date to various Carlyle

strategies.

Global Capital Markets

•Carlyle Global Capital Markets (“GCM”) is a loan syndication and capital markets business that launched in 2018.

The primary focus of GCM is to arrange, place, underwrite, originate and syndicate loans and underwrite

securities of third parties and Carlyle portfolio companies through TCG Capital Markets and TCG Senior

Funding. TCG Capital Markets is a FINRA registered broker dealer. GCM may also act as the initial purchaser of

such loans and securities. GCM receives fees, including underwriting, placement, structuring, transaction and

syndication fees, commissions, underwriting and original issue discounts, interest payments and other

compensation, which may be payable in cash or securities or loans, in respect of the activities described above and

may elect to waive such fees.

The following table presents certain data about our Global Credit segment as of December 31, 2023 (dollar amounts in

billions).


AUM	% of Total AUM	Fee-earning AUM	Available Capital	Active Funds	Investment Professionals
$188	44%	$155	$16	128	205

Global Investment Solutions

Our Global Investment Solutions segment, established in 2011, provides comprehensive investment opportunities and

resources for our investors and clients to build private equity portfolios through fund of funds, secondary purchases or

financings of existing portfolios and managed co-investment programs. Beginning in 2023, investors can also invest across our

platform through Carlyle AlpInvest Private Markets Fund (“CAPM”), a closed-end tender offer fund. Global Investment

Solutions executes these activities through AlpInvest, one of the world’s largest investors in private equity.

The primary areas of focus for our Global Investment Solutions teams include:

•Private Equity Secondary and Portfolio Finance Investments. Funds managed by AlpInvest build an investment

portfolio of private equity owned assets through the acquisition of limited partnership interests in the secondary

market and other types of transactions such as fund recapitalizations, portfolio restructurings and spin-outs, and

portfolio financings. Private equity investors who desire to sell or restructure their pre-existing investment

commitments to a fund may negotiate to sell the fund interests to AlpInvest. In this manner, AlpInvest’s secondary

and portfolio finance investments team provides the full range of liquidity and restructuring solutions from debt to

equity for third-party private equity investors. As of December 31, 2023, our secondary and portfolio finance

investments program totaled $30.2 billion in AUM.

•Private Equity Co-investments. AlpInvest invests alongside other private equity and mezzanine funds in which it

or certain AlpInvest limited partners typically has a primary fund investment throughout Europe, North America

and Asia. These investments are generally made when an investment opportunity is too large for a particular fund

and the sponsor of the fund therefore seeks to raise additional “co-investment” capital from sources such as

AlpInvest. As of December 31, 2023, our co-investment programs totaled $20.9 billion in AUM.

•Private Equity Fund Investments. Our fund of funds vehicles advised by AlpInvest make investment commitments

directly to buyout, growth capital, venture and other alternative asset funds advised by other general partners. As

of December 31, 2023, AlpInvest advised $25.8 billion in AUM in private equity fund investments.

The following table presents certain data about our Global Investment Solutions segment as of December 31, 2023

(dollar amounts in billions).


AUM	% of Total AUM	Fee-earning AUM	Fund Vehicles	Available Capital	Investment Professionals	Amount Invested Since Inception
$77	18%	$46	383	$24	93	$95

Investment Approach

Global Private Equity

The investment approach of our GPE teams is generally characterized as follows:

•Consistent and Disciplined Investment Process. We believe our successful investment track record is the result, in

part, of a consistent and disciplined application of our investment process. Investment opportunities for our GPE

funds are initially sourced and evaluated by one or more of our deal teams. Deal teams consistently strive to be

creative and look for deals in which we can leverage Carlyle’s competitive advantages, sector experience and the

global platform. The due diligence and transaction review process places a special emphasis on, as appropriate and

among other considerations, the reputation of a target company’s shareholders and management, the company’s or

asset’s size and sensitivity of cash flow generation, the business sector and competitive risks, the portfolio fit, exit

risks and other key factors specific to a particular investment. In evaluating each deal, we consider what expertise

or experience we can bring to the transaction to enhance value for our investors. Each investment opportunity

must secure approval from the investment committee of the applicable investment fund to move forward. To help

ensure consistency, we utilize a standard investment committee process across our GPE funds, although NGP

follows its own policies and procedures with respect to its advised funds. The investment committee approval

process involves a detailed review of the transaction and investment thesis, business, risk factors and diligence

issues, as well as financial models.

•Distinctive Portfolio Construction Principles. We seek to proactively manage the construction of our portfolios

through deliberate and thoughtful diversification across industries, geographies and cycles, and to avoid certain

assets facing economic or industry headwinds. For example, our real estate portfolios have relatively little current

exposure to commercial office properties, business hotels and retail properties.

•Geographic- and Industry-Focused. We have developed a global network of local investment teams and have

adopted an industry-focused approach to investing. Our extensive network of global investment professionals has


		Page
PART I.

ITEM 1.	BUSINESS	7

ITEM 1A.	RISK FACTORS	30

ITEM 1B.	UNRESOLVED STAFF COMMENTS	104

ITEM 1C.	CYBERSECURITY	104

ITEM 2.	PROPERTIES	106

ITEM 3.	LEGAL PROCEEDINGS	106

ITEM 4.	MINE SAFETY DISCLOSURES	106

PART II.

ITEM 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	106

ITEM 6.	[RESERVED]	108

ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	109

ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	164

ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	166

ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	240

ITEM 9A.	CONTROLS AND PROCEDURES	240

ITEM 9B.	OTHER INFORMATION	241

ITEM 9C.	DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS	241

PART III.

ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	242

ITEM 11.	EXECUTIVE COMPENSATION	242

ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	242

ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	242

ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	242

PART IV.

ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	243

ITEM 16.	FORM 10-K SUMMARY	247