Carlyle Group Inc.

Carlyle is a global investment firm that manages $477 billion in Assets Under Management (AUM) ¹ as of December 31, 2025. The firm operates across three business segments: Global Private Equity (GPE), Global Credit, and Carlyle AlpInvest. Carlyle's business model is centered on deploying private capital across a range of strategies, leveraging industry expertise, local insights, and global resources to generate returns. The firm serves over 3,200 active carry fund investors from 87 countries ². Revenue is primarily generated through fund management fees, which are recurring, and performance allocations (carried interest and incentive fees), which are transactional and depend on investment performance. Carlyle also makes principal investments in and alongside its funds, aligning its interests with those of its fund investors.

The Global Private Equity (GPE) segment advises buyout, growth, real estate, infrastructure, and natural resources funds. As of December 31, 2025, GPE had $164 billion in AUM ³, representing 34% of total AUM ⁴. The segment made investments in over 275 active portfolio companies ⁵ and deployed $10.4 billion ⁶ in 2025, realizing proceeds of $18.2 billion ⁷ for its carry fund investors. Key areas of focus include Corporate Private Equity with $104.3 billion in AUM ⁸, Real Estate with $36.0 billion in AUM ⁹, and Infrastructure & Natural Resources with $23.3 billion in AUM ¹⁰. Corporate Private Equity funds invested $5.9 billion ¹¹ and realized $11.3 billion ¹² in proceeds in 2025. Real Estate funds invested $2.2 billion ¹³ and realized $1.6 billion ¹⁴ in proceeds. Infrastructure & Natural Resources funds invested $2.3 billion ¹⁵ and realized $5.2 billion ¹⁶ in proceeds.

The Global Credit (GC) segment, Carlyle's fastest-growing segment over the past five years, had $211.3 billion in AUM ¹⁷ as of December 31, 2025, accounting for 44% of total AUM ¹⁸. This segment advises products across liquid credit, opportunistic credit, direct lending, asset-backed finance, aviation finance, infrastructure credit, and cross-platform credit products. Global Credit AUM increased 10% year-over-year ¹⁹, driven by $28.3 billion ²⁰ in inflows. Deployment in 2025 was $29.9 billion ²¹, more than doubling 2023 levels. The segment priced 39 CLOs ²² in 2025, including nine new issuances ²³. Carlyle Insurance Solutions (CIS) oversees investments in reinsurance companies, with AUM related to capital raised for equity investments in reinsurance companies totaling $6.5 billion ²⁴ and total AUM related to strategic advisory services agreements of $80.4 billion ²⁵. Liquid Credit funds had $50.1 billion in AUM ²⁶, Opportunistic Credit $20.3 billion ²⁷, Direct Lending $13.6 billion ²⁸, Asset-Backed Finance $10.2 billion ²⁹, Aviation Finance $12.8 billion ³⁰, Infrastructure Credit $6.9 billion ³¹, and Cross-Platform Credit Products $10.0 billion ³². Global Capital Markets generated $206.0 million ³³ in portfolio advisory and transaction fees.

The Carlyle AlpInvest segment, formerly Global Investment Solutions, had $102 billion in AUM ³⁴ as of December 31, 2025, representing 21% of total AUM ³⁵. This segment provides investment opportunities through fund of funds, secondary purchases or financings of existing portfolios, and managed co-investment programs. AlpInvest's total AUM increased 20% year-over-year ³⁶, driven by $17.9 billion ³⁷ of inflows. The segment deployed $14.2 billion ³⁸ and realized proceeds of $10.3 billion ³⁹ for its investors. Secondary & Portfolio Finance investments totaled $45.7 billion in AUM ⁴⁰, Private Equity Co-investments $24.1 billion in AUM ⁴¹, and Private Equity Fund Investments $25.0 billion in AUM ⁴². The closed-end tender offer CAPM and CAPS funds had $7.2 billion in AUM ⁴³.

For the fiscal year ended December 31, 2025, Carlyle's total AUM grew 8% to $477 billion ⁴⁴ from $441 billion ⁴⁵ as of December 31, 2024. This increase was driven by inflows of $53.7 billion ⁴⁶, a 32% increase from 2024 ⁴⁷. The firm deployed $54.5 billion ⁴⁸ across its platform and realized proceeds of $34.1 billion ⁴⁹ for its carry fund investors. Carlyle returned approximately $0.9 billion ⁵⁰ in capital to shareholders, including $505 million ⁵¹ in dividends and $400 million ⁵² used to repurchase 7.5 million shares ⁵³ of common stock.

Notable operational developments in 2025 included final closes in the tenth and largest U.S. real estate fund (CRP X) and the sixth Asia buyout fund (CAP VI), as well as fundraising in the life sciences platform and subscriptions in the evergreen real estate offering (CPI) within GPE. The GPE segment also saw continued success in initial public offerings, listing Orion Breweries in Japan, Hexaware in India, and Medline in the United States. In Global Credit, deployment more than doubled compared to 2023 levels, driven by strong direct lending originations and sustained activity in structured credit products, with 39 CLOs priced and nine new CLO issuances closed. Carlyle AlpInvest's growth was primarily from fundraising in its secondaries & portfolio finance, CAPM, and newly launched CAPS funds.

Management's specific guidance for the upcoming period is not explicitly provided in the filing. However, the firm's strategic priorities and anticipated operational trajectory can be inferred from the reported developments and stated intentions.

Carlyle intends to continue its organic growth strategy by increasing AUM in existing businesses, pursuing new investment strategies, developing new types of investment structures and products, expanding into new geographic markets, and seeking investments from investor bases not traditionally pursued, such as individual investors. The firm has made and expects to continue making balance sheet investments to seed certain funds during their early fundraising stages. The firm also expects opportunities to arise to acquire other alternative or traditional investment managers, as evidenced by the 2022 acquisition of Abingworth, a life sciences investment firm, which added nearly $2 billion in AUM ⁵⁴ and a specialized team of over 20 investment professionals and advisors ⁵⁵.

The firm's Global Wealth team is dedicated to fundraising in the private wealth channel globally, managing $18 billion in assets under management ⁵⁶ and serving over 45,000 investors ⁵⁷ across Global Wealth products as of December 31, 2025. This initiative aims to expand partnerships by offering a customized suite of investment products and sharing market insights. The firm also continues to use technology to augment fund transparency and communication.

Operationally, Carlyle is focused on maintaining its collaborative culture and leveraging its global network, deep industry knowledge, and operational expertise to support and enhance investments. The firm's Global Portfolio Solutions team helps translate this culture into services and operational capabilities. This includes established information technology capabilities for due diligence, portfolio company strategy, and operations, a dedicated group focused on digital transformation strategies, and a leveraged purchasing effort to provide portfolio companies with effective sourcing programs. The firm also invests in a framework and resources for understanding, monitoring, and managing material environmental, social, and governance (ESG) risks and opportunities across its portfolio.

Carlyle's capital allocation plans include continued investment in its people through competitive compensation and incentive programs, including annual discretionary performance-based bonuses and equity awards. In February 2024, the firm granted 13.2 million restricted stock units ⁵⁸ to senior Carlyle professionals, which vested based on absolute stock price targets of 120%, 140%, and 160% ⁵⁹, all satisfied as of December 31, 2025. In 2025, 8.1 million restricted stock units ⁶⁰ were granted to Carlyle professionals, and in February 2026, 5.8 million restricted stock units ⁶¹ were granted. As of February 27, 2026, there were 17.6 million remaining shares of common stock ⁶² available for grant under the Equity Incentive Plan. The firm also returned approximately $0.9 billion ⁶³ in capital to shareholders in 2025, through $505 million ⁶⁴ in dividends and $400 million ⁶⁵ in share repurchases.

Management has flagged several structural headwinds and execution risks. The asset management business is intensely competitive, with competition based on investment performance, client service quality, fund terms, brand recognition, and reputation. The firm may face increased competition from traditional asset managers developing their own private equity and private wealth platforms, and from institutional investors insourcing investment capabilities. There is a risk that fees and carried interest in the industry will decline, and the firm may face pressure to reduce management fees or modify carried interest structures. Technological innovation, including artificial intelligence, could disrupt the financial industry, and competitors may be more successful in developing and implementing new technologies.

Geographic, regulatory, and macro factors identified as constraints include adverse economic and market conditions, such as changes in interest rates, inflation, and geopolitical tensions, which could reduce investment values, fundraising ability, and overall revenue. The S&P 500 rose by 16.4% ⁶⁶ and the MSCI All Country World Index (MSCI ACWI) increased by 20.6% ⁶⁷ over the twelve months ending December 31, 2025, but this performance masks interim volatility. After April 2, 2025, tariff announcements in the United States, the S&P 500 fell by over 12% ⁶⁸ peak-to-trough in six days. Cumulative contributions have exceeded distributions by nearly $550 billion ⁶⁹ since 2020, restricting investor liquidity. Global merger and acquisition (M&A) volume totaled $5.1 trillion ⁷⁰ in 2025, a 44% increase from 2024 ⁷¹, but the exit environment in private markets remains sluggish. The current U.S. political environment and potential shifts in foreign investment, trade, taxation, and other policies, as well as escalating geopolitical tensions, could lead to disruption, instability, and volatility in global markets.

Carlyle faces substantial risks from adverse economic and market conditions globally, including changes in interest rates, inflation, and geopolitical tensions, which could reduce investment values, fundraising ability, and overall revenue. The firm's reliance on performance revenues means its financial results can vary materially, making steady earnings growth difficult. The asset management business is intensely competitive, with competition based on investment performance, client service, fund terms, brand recognition, and reputation, and there is a risk that fees and carried interest in the industry will decline. Carlyle is highly dependent on its senior professionals, and the loss of their services or investor confidence could materially harm the business. Operational risks, including system security risks, data breaches, and cyberattacks, could disrupt businesses, result in losses, or limit growth, with the costs potentially not fully insured. The use of artificial intelligence technology by Carlyle could lead to data exposure, performance failures, and increased competitive, operational, legal, and regulatory risks. The firm is subject to extensive and rapidly changing global data security and privacy laws, increasing compliance costs and enforcement risks. Extensive regulation of its business, including by the SEC, CFTC, and other global authorities, creates potential for significant liabilities and penalties, with new rules like AIFMD II and the UK's IFPR imposing more onerous requirements and increasing operating costs. The firm is also exposed to substantial litigation and regulatory proceedings, which could result in significant liabilities and reputational damage.

Management's message to shareholders emphasizes a commitment to investing wisely and creating value by challenging the status quo and leveraging diverse perspectives, fostering a collaborative culture, and aligning interests with fund investors and shareholders. The firm aims to achieve this through a disciplined investment process, distinctive portfolio construction, geographic and industry focus, variable deal sizes, and creative structures, all while driving value creation through its global network, expertise, insights, data, and talent. Management highlighted strong operational and strategic performance in 2025, with Assets Under Management (AUM) growing 8% to $477 billion ¹ and inflows increasing 32% to $53.7 billion ⁴⁶. The firm returned approximately $0.9 billion ⁵⁰ in capital to shareholders, including $505 million ⁵¹ in dividends and $400 million ⁵² for share repurchases. Strategic priorities include continuing to grow AUM in existing businesses, pursuing new investment strategies and products, expanding into new geographic markets, and increasing offerings to individual investors. Management also stressed the importance of attracting and retaining top talent through competitive compensation and incentive programs, noting the grant of 8.1 million restricted stock units ⁶⁰ to Carlyle professionals in 2025 and 5.8 million ⁶¹ in February 2026.