Equity-Based Compensation

6 Months Ended

Jun. 30, 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 stock available for grant and reset the total number of shares of common stock available for grant to 16,000,000 shares of common stock for awards granted under the plan after June 1, 2021. On May 30, 2023, the shareholders of the Company approved a further amended and restated Equity Incentive Plan which increased the total number of shares of common stock available for the grant of awards under the Equity Incentive Plan after June 1, 2021 by an additional 23,800,000 shares of common stock (from 16,000,000 shares of common stock to 39,800,000 shares of common stock). As of June 30, 2023, the total number of shares of the Company’s common stock available for grant under the amended and restated Equity Incentive Plan was 27,481,128.

A summary of the status of the Company’s non-vested equity-based awards as of June 30, 2023 and a summary of changes for the six months ended June 30, 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)	17,041,914	$	30.15	258,579	$	34.65
Vested	2,815,080	$	28.09	—	$	—
Forfeited	733,301	$	32.19	—	$	—
Balance, June 30, 2023	24,358,781	$	32.84	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 149,572 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 $68.0 million and $45.4 million for the three months ended June 30, 2023 and 2022, respectively, with $10.9 million and $9.4 million of corresponding deferred tax benefits, respectively. The Company recorded compensation expense, net of forfeitures, for restricted stock units of $122.4 million and $85.1 million for the six months ended June 30, 2023 and 2022, respectively, with $20.5 million and $17.4 million of corresponding deferred tax benefits, respectively. As of June 30, 2023, the total unrecognized equity-based compensation expense related to unvested restricted stock units was $598.3 million, which is expected to be recognized over a weighted-average term of 2.6 years.