Nedelman Jeffrey 4

What Happened

• Jeffrey Nedelman, Co‑President of Carlyle Group Inc. (CG), was granted restricted stock unit (RSU) awards totaling 230,268 RSUs on 2026-02-01 and had 6,092 shares withheld to cover taxes at $58.78 per share (withheld value ≈ $358,088). The RSUs are awards (code A); the withholding is reported as code F.
• The grants are not purchases — they are compensation awards. The 6,092-share disposition reflects tax withholding by the issuer; the reporting person did not sell shares on the open market.

Key Details

• Transaction date: 2026-02-01; Filing date: 2026-02-03 (timely).
• Reported transactions:
  • 217,303 RSUs granted (value reported as $0) — footnote F2.
  • 12,965 RSUs granted (value reported as $0) — footnote F3.
  • 6,092 shares withheld for taxes at $58.78/share (reported disposition; value ≈ $358,088) — footnote F1.
• Vesting schedules:
  • The 217,303 RSUs vest 40% on Aug 1, 2027; 30% on Aug 1, 2028; 30% on Aug 1, 2029 (F2).
  • The 12,965 RSUs vest 1/3 on each of Feb 1, 2027; Feb 1, 2028; Feb 1, 2029 (F3).
• Shares owned after the transaction: not disclosed in this filing.
• Footnote F1 clarifies the withheld shares were surrendered to cover taxes from vesting — no open‑market sale by Nedelman.

Context

• RSU grants are compensation and typically subject to service-based vesting; they do not necessarily indicate a buy/sell signal. The tax withholding here is routine following vesting and should not be read as a deliberate sale by the insider.
• These are not option exercises nor gifts, and the awards vest over multiple years contingent on continued service.