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    SEC Form SC 13D/A filed by The Carlyle Group Inc. (Amendment)

    3/5/24 4:10:47 PM ET
    $CG
    Investment Managers
    Finance
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    SC 13D/A 1 cgmgmtllc_20240305x13d.htm SC 13D/A CG Mgmt LLC_2024.03.05_13D
     
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
    SCHEDULE 13D
    Under the Securities Exchange Act of 1934
    (Amendment No. 15)*
    The Carlyle Group Inc.
    (Name of Issuer)
    Common Stock, par value $0.01
    (Title of Class of Securities)
    14316J108
    (CUSIP Number)
    Jeffrey W. Ferguson
    General Counsel
    The Carlyle Group Inc.
    1001 Pennsylvania Avenue, NW
    Suite 220 South
    Washington, D.C. 20004
    (202) 729-5626
    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
    March 1, 2024
    (Date of Event Which Requires Filing of This Statement)
    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this
    Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box.   
    ☐
    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.
    See Rule 13d-7 for other parties to whom copies are to be sent.
     
    *
    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the
    subject class of securities, and for any subsequent amendment containing information which would alter disclosures
    provided in a prior cover page.
    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18
    of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be
    subject to all other provisions of the Act (however, see the Notes).
     
     
     
    1
    Names of reporting persons
    Carlyle Group Management L.L.C.
    2
    Check the appropriate box if a member of a group
    (a) ☐  (b) ☐
    3
    SEC use only
    4
    Source of funds (see instructions)
    OO
    5
    Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
    ☐
    6
    Citizenship or place of organization
    Delaware
    Number of shares
    beneficially owned by
    each reporting person
    with:
    7
    Sole voting power
    140,827,506
    8
    Shared voting power
    0
    9
    Sole dispositive power
    17,000
    10
    Shared dispositive power
    0
    11
    Aggregate amount beneficially owned by each reporting person
    140,827,506
    12
    Check if the aggregate amount in Row (11) excludes certain shares (see instructions)
    ☐
    13
    Percent of class represented by amount in Row (11)
    39.0%
    14
    Type of reporting person (see instructions)
    OO (Limited Liability Company)
    CUSIP No. 14316J108
    13D
    Page 2
     
    This Amendment No. 15 to Schedule 13D (“Amendment No. 15”) amends and supplements the Schedule 13D originally filed
    with the United States Securities and Exchange Commission (“SEC”) on January 10, 2020 and amended on February 25,
    2020, May 11, 2020, July 6, 2020, November 17, 2020, January 8, 2021, March 19, 2021, July 13, 2021, July 29, 2021,
    August 6, 2021, August 17, 2021, August 31, 2021, November 19, 2021, June 14, 2022, and October 6, 2023 (as amended to
    date, the “Schedule 13D”), relating to the common stock, par value $0.01 per share (the “Common Stock”), of The Carlyle
    Group Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning
    set forth in the Schedule 13D.
    The Reporting Person may be deemed to be the beneficial owner of shares of Common Stock underlying Proxies that it holds. 
    As of March 1, 2024, the Reporting Person held Proxies with respect to 140,827,506 shares of Common Stock. This change
    in the number of shares of Common Stock underlying the Proxies represents a change in the Reporting Person’s beneficial
    ownership of 1% or more since the last amendment to the Schedule 13D filed by the Reporting Person and therefore, the
    Reporting Person is filing this Amendment No. 15. 
    Item  5.
    Interest in Securities of the Issuer.
    Items 5(a)-(b) of the Schedule 13D are hereby amended and restated in their entirety as follows:
    (a) – (b)
    The following sets forth, as of March 1, 2024, the aggregate number of shares of Common Stock and percentage of shares of
    Common Stock beneficially owned by the Reporting Person, as well as the number of shares of Common Stock as to which
    the Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to
    dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, as of March 1, 2024, based on
    360,946,245 shares of Common Stock outstanding as of March 1, 2024.
    Reporting Person
    Amount
    beneficially
    owned
    Percent of
    class
    Sole power
    to vote or to
    direct the
    vote
    Shared
    power to
    vote or
    direct the
    vote
    Sole power
    to dispose
    or to direct
    the
    disposition
    Shared
    power to
    dispose or
    to direct the
    disposition
    Carlyle Group Management L.L.C.
    140,827,506
    39.0%
    140,827,506
    0
    17,000
    0
    The Reporting Person directly holds 17,000 shares of Common Stock and may be deemed to have sole voting power over
    140,827,506 shares of Common Stock (including the shares underlying the Proxies).
    CUSIP No. 14316J108
    13D
    Page 3
    SIGNATURE
    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement
    is true, complete and correct.
    Date: March 5, 2024
     
    CARLYLE GROUP MANAGEMENT L.L.C.
    By:
    /s/ Jeffrey W. Ferguson
    Name:
    Jeffrey W. Ferguson
    Title:
    General Counsel
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