Carlyle Announces Grant of Employment Inducement Awards
February 20 2023 - 11:00AM
Global investment firm Carlyle (NASDAQ: CG) (the “Company”) today
announced that it granted two inducement equity awards to Harvey M.
Schwartz on February 15, 2023, the effective date of Mr. Schwartz’s
appointment as Chief Executive Officer of the Company, pursuant to
the employment agreement entered into between the Company and Mr.
Schwartz on February 5, 2023. The awards were granted in accordance
with Nasdaq Listing Rule 5635(c)(4) as an inducement to Mr.
Schwartz’s employment with the Company.
The inducement awards consist of an award of
performance-based restricted stock units relating to 4,730,617
shares of Company common stock (the “PSU Award”) and an award of
restricted stock units relating to 2,031,602 shares of Company
common stock (the “RSU Award”).
The PSU Award has a performance period ending on
January 31, 2028 and is eligible to vest in five equal tranches,
with each tranche subject to a performance-based vesting condition
that requires achievement of an absolute stock price hurdle
($42.74, $51.29, $58.12, $64.96, and $71.80, respectively) and the
$64.96 and $71.80 tranches are also subject to performance-based
vesting conditions relating to total shareholder return (linked to
the 60th percentile of the constituent companies in the S&P
500® Financials Index). In addition, each tranche is subject to
time-based vesting conditions requiring minimum service periods of
one year, two years, three years, four years, and five years,
respectively. Dividend equivalent units will be credited on the PSU
Award and will be subject to the same terms and conditions,
including with respect to vesting and settlement, that apply to the
PSU Award. The PSU Award includes certain termination-related
vesting provisions generally providing for, in the event of an
involuntary termination of employment without cause or resignation
for good reason, full acceleration of vesting for previously earned
tranches and certain additional prorated vesting if performance
goals are achieved between the date of termination and the end of
the performance period (or vesting without proration based on
performance through the date of a change in control if such
termination or resignation occurs in certain change in control
related circumstances).
The RSU Award will vest ratably in four
installments and requires Mr. Schwartz’s continuous service through
February 1 of each of 2024, 2025, 2026 and 2027, in each case, with
settlement to occur in December of the prior year, subject to
clawback if the service requirement is not met.
Dividend equivalent units will be credited on the RSU Award and
will be subject to the same terms and conditions, including with
respect to vesting and settlement, that apply to the RSU Award. The
RSU Award includes certain termination-related vesting provisions
generally providing for acceleration of vesting of one tranche of
the award in the event of an involuntary termination of employment
without cause or resignation for good reason (or full vesting of
all remaining tranches if such termination or resignation occurs in
certain change in control related circumstances).
About Carlyle
Carlyle (NASDAQ: CG) is a global investment firm
with deep industry expertise that deploys private capital across
three business segments: Global Private Equity, Global Credit and
Global Investment Solutions. With $373 billion of assets under
management as of December 31, 2022, Carlyle’s purpose is to invest
wisely and create value on behalf of its investors, portfolio
companies and the communities in which we live and invest. Carlyle
employs more than 2,100 people in 29 offices across five
continents. Further information is available at www.carlyle.com.
Follow Carlyle on Twitter @OneCarlyle.
Media
Leigh Farris+1 (212)
813-4815leigh.farris@carlyle.com
Public Market Investor
Relations
Daniel Harris+1 (212)
813-4527daniel.harris@carlyle.com
Forward-looking Statements
This press release may contain forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934.
These statements include, but are not limited to, statements
related to our expectations, estimates, beliefs, projections,
future plans and strategies, anticipated events or trends and
similar expressions and statements that are not historical facts.
You can identify these forward-looking statements by the use of
words such as “outlook,” “believes,” “expects,” “potential,”
“continues,” “may,” “will,” “should,” “seeks,” “approximately,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates” or the
negative version of these words or other comparable words. Such
forward-looking statements are subject to various risks,
uncertainties and assumptions. Accordingly, there are or will be
important factors that could cause actual outcomes or results to
differ materially from those indicated in these statements and
those described under the section entitled “Risk Factors” in our
Annual Report on Form 10-K for the year ended December 31, 2022
filed with the SEC on February 9, 2023, as such factors may be
updated from time to time in our periodic filings with the SEC,
which are accessible on the SEC’s website at www.sec.gov. These
factors should not be construed as exhaustive and should be read in
conjunction with the other cautionary statements that are included
in this release and in our filings with the SEC. We undertake no
obligation to publicly update or review any forward-looking
statements, whether as a result of new information, future
developments or otherwise, except as required by applicable law.
This release does not constitute an offer for any Carlyle fund.
Carlyle (NASDAQ:CG)
Historical Stock Chart
From May 2024 to Jun 2024
Carlyle (NASDAQ:CG)
Historical Stock Chart
From Jun 2023 to Jun 2024