Equity-Based Compensation

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

14. Equity-Based Compensation

In May 2012, Carlyle Group Management L.L.C., the general partner of the Partnership, adopted the Equity Incentive Plan. The Equity Incentive Plan, which was amended on January 1, 2020 in connection with the Conversion to reflect shares of the Company’s common stock, is a source of equity-based awards permitting the Company to grant to Carlyle employees, directors and consultants non-qualified options, share appreciation rights, common shares, restricted stock units and other awards based on the Company’s common shares. On June 1, 2021, the shareholders of the Company approved an amended and restated Equity Incentive Plan that removed a provision providing for the automatic increase in the number of the Company’s common shares available for grant and reset the total number of shares of common stock available for grant to 16,000,000 for awards granted under the plan after June 1, 2021. As of March 31, 2023, the total number of the Company’s common shares available for grant under the amended and restated Equity Incentive Plan was 3,527,870.

A summary of the status of the Company’s non-vested equity-based awards as of March 31, 2023 and a summary of changes for the three months ended March 31, 2023, are presented below:




Unvested Shares	Restricted Stock Units	Weighted- Average Grant Date Fair Value		Unvested Common Shares(1)	Weighted- Average Grant Date Fair Value
Balance, December 31, 2022	10,865,248	$	35.78	452,880	$	39.73
Granted(2)	16,729,897	$	30.16	258,579	$	34.65
Vested	2,756,607	$	27.94	—	$	—
Forfeited	102,310	$	35.62	—	$	—
Balance, March 31, 2023	24,736,228	$	32.86	711,459	$	37.88

(1) Includes common shares issued in connection with the Company’s investment in NGP.

(2) Includes 6,762,219 shares related to equity inducement awards granted in connection with the appointment of the Company’s Chief Executive Officer, as well as 63,849 shares reserved for issuance upon the settlement of dividend-equivalent rights carried by certain restricted stock units concurrently with the settlement of the restricted stock units for shares.

The Company recorded compensation expense, net of forfeitures, for restricted stock units of $54.4 million and $39.7 million for the three months ended March 31, 2023 and 2022, respectively, with $9.7 million and $7.9 million of corresponding deferred tax benefits, respectively. As of March 31, 2023, the total unrecognized equity-based compensation expense related to unvested restricted stock units was $683.1 million, which is expected to be recognized over a weighted-average term of 2.7 years.