Carlyle Group Inc.

8-K · cg-20260601.htm iXBRL

0001527166 2026-06-01 2026-06-01 0001527166 us-gaap:CommonStockMember 2026-06-01 2026-06-01 0001527166 us-gaap:SubordinatedDebtMember 2026-06-01 2026-06-01

 UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549

 FORM 8-K

 CURRENT REPORT
 Pursuant to Section 13 OR 15(d) of the
 Securities Exchange Act of 1934
 Date of Report (Date of earliest event reported): June 1, 2026

 The Carlyle Group Inc.
 (Exact name of registrant as specified in its charter)

 Delaware

  

 001-35538

  

 45-2832612

 (State or Other Jurisdiction
 of Incorporation)

  

 (Commission
 File Number)

  

 (IRS Employer
 Identification No.)

 1001 Pennsylvania Avenue, NW

 Washington , DC 20004-2505

 (Address of Principal Executive Offices, Including Zip Code)

 ( 202 ) 729-5626
 (Registrant’s Telephone Number, Including Area Code)
 Not Applicable
 (Former Name or Former Address, if Changed Since Last Report)
 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any
 of the following provisions (see General Instruction A.2. below):

 ☐

 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 ☐

 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 ☐

 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 ☐

 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 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

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 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. ☐

 Item 5.02

 Departure of Directors or Certain Officers; Election of Directors; Appointment of
 Certain Officers; Compensatory Arrangements of Certain Officers.

 As previously disclosed on December 5, 2025, Jeffrey W. Ferguson, General Counsel of The Carlyle Group Inc. (the
 “Company” or “Carlyle”), informed the Company of his intention to retire as General Counsel in 2026. On June 1, 2026,
 Carlyle announced that it had appointed Kate Heinzelman as the Company’s General Counsel, effective June 29, 2026, at which
 time Mr. Ferguson will become a Senior Advisor to Carlyle.

 Item 7.01

 Regulation FD Disclosure.

 A copy of the Company’s press release regarding the matters described above has been furnished as Exhibit 99.1 to this Current
 Report on Form 8-K.

 Item 9.01

 Financial Statements and Exhibits.

 (d) Exhibits.

 Exhibit No.

 Description

 99.1

 Press release of The Carlyle Group Inc., dated June 1, 2026.

 104

 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 SIGNATURES
 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on
 its behalf by the undersigned hereunto duly authorized.
  

  

 The Carlyle Group Inc.

 Date: June 1, 2026

  

  

 By:

  

 /s/ Justin V. Plouffe

  

  

 Name:

  

 Justin V. Plouffe

  

  

 Title:

  

 Chief Financial Officer