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    SEC Form 4 filed by Large owner Carlyle Group Inc.

    7/2/25 6:00:04 PM ET
    $CG
    Investment Managers
    Finance
    Get the next $CG alert in real time by email
    SEC FORM 4 SEC Form 4
    FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

    Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
    or Section 30(h) of the Investment Company Act of 1940
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
      
    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
      
    Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
    1. Name and Address of Reporting Person*
    Carlyle Group Inc.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    CommScope Holding Company, Inc. [ COMM ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    3. Date of Earliest Transaction (Month/Day/Year)
    06/30/2025
    4. If Amendment, Date of Original Filed (Month/Day/Year)
    6. Individual or Joint/Group Filing (Check Applicable Line)
    Form filed by One Reporting Person
    X Form filed by More than One Reporting Person
    Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
    1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V Amount (A) or (D) Price
    Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
    (e.g., puts, calls, warrants, options, convertible securities)
    1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
    Series A Convertible Preferred Stock (1) 06/30/2025 J(2) 17,107 (1) (1) Common Stock 622,072 (2) 1,261,310 I See Footnotes(3)(4)
    1. Name and Address of Reporting Person*
    Carlyle Group Inc.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Carlyle Holdings I GP Inc.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Carlyle Holdings I GP Sub L.L.C.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Carlyle Holdings I L.P.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    CG Subsidiary Holdings L.L.C.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    TC Group, LLC

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    TC Group Sub L.P.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    TC Group VII S1, L.L.C.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    TC Group VII S1, L.P.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Carlyle Partners VII S1 Holdings, L.P.

    (Last) (First) (Middle)
    C/O THE CARLYLE GROUP
    1001 PENNSYLVANIA AVE., NW, SUITE 220 S

    (Street)
    WASHINGTON, DC 20004-2505

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    Director X 10% Owner
    Officer (give title below) Other (specify below)
    Explanation of Responses:
    1. The number of shares of Common Stock of the Issuer deliverable upon conversion of each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), is initially equal to 36.3636 shares, subject to customary anti-dilution adjustments. The Preferred Stock is convertible at any time and has no stated maturity. The Preferred Stock will remain outstanding indefinitely unless converted, repurchased or redeemed by the Issuer. The Issuer may mandatorily convert the Preferred Stock into Common Stock at any time after the three-year anniversary of the issuance, if certain conditions are met.
    2. The reporting person received these shares of Series A Convertible Preferred Stock as a payment-in-kind dividend on the shares of Series A Convertible Preferred Stock owned on the dividend record date. Holders of the Series A Convertible Preferred Stock are entitled to a cumulative dividend at the rate of 5.5% per year, payable quarterly in arrears.
    3. Carlyle Partners VII S1 Holdings, L.P. is the record holder of the securities reported herein.
    4. The Carlyle Group Inc., which is a publicly traded entity listed on the Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., which is the managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VII S1, L.L.C., which is the general partner of TC Group VII S1, L.P., which is the general partner of Carlyle Partners VII S1 Holdings, L.P. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by Carlyle Partners VII S1 Holdings, L.P. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest therein, if any.
    The Carlyle Group Inc., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Chief Financial Officer 07/02/2025
    Carlyle Holdings I GP Inc., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director and Chief Financial Officer 07/02/2025
    Carlyle Holdings I GP Sub L.L.C., By: Carlyle Holdings I GP Inc., its sole member, By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director and Chief Financial Officer 07/02/2025
    Carlyle Holdings I L.P., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 07/02/2025
    CG Subsidiary Holdings L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 07/02/2025
    TC Group, L.L.C., By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 07/02/2025
    TC Group Sub L.P., By: TC Group, L.L.C., its general partner, By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 07/02/2025
    TC Group VII S1, L.L.C., By: /s/ Jeremy W. Anderson, Vice President 07/02/2025
    TC Group VII S1, L.P., By: /s/ Jeremy W. Anderson, Vice President 07/02/2025
    Carlyle Partners VII S1 Holdings, L.P., By: TC Group VII S1, L.P., its general partner, By: /s/ Jeremy W. Anderson, Vice President 07/02/2025
    ** Signature of Reporting Person Date
    Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
    * If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
    ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
    Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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