9 unchanged sentences
Stock Performance Graph
−Removed: The following graph depicts the total return to holders of our common stock from the closing price on December 30, 2016, the last trading day of our 2016 fiscal year, through December 31, 2021, the last trading day of our 2021 fiscal year,
−Removed: relative to the performance of the S&P 500 Index and the Dow Jones U.S.
+Added: The following graph depicts the total return to holders of our common stock from the closing price on December 29, 2017, the last trading day of our 2017 fiscal year, through December 30, 2022, the last trading day of our 2022 fiscal year, relative to the performance of the S&P 500 Index and the Dow Jones U.S.
Asset Managers Index.
11 unchanged sentences
Total 1,306,667 1,306,667
−Removed: (1) In December 2018, our Board of Directors authorized the repurchase of up to $200 million of common stock and/or Carlyle Holdings units.
−Removed: In January 2020 our Board of Directors re-authorized the repurchase program with regard to our common stock, and in February 2021, our Board of Directors replenished the repurchase program to its limit of $200 million of common stock in aggregate.
+Added: (1) In October 2021, the Board of Directors of the Company authorized the repurchase of up to $400 million of common stock effective January 1, 2022.
The timing and actual number of shares of common stock repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions.
The share repurchase program may be suspended or discontinued at any time and does not have a specified expiration date.
−Removed: In October 2021, the Board of Directors of the Company authorized the repurchase of up to $400 million of common stock, which replaced the authorization provided in February 2021 effective January 1, 2022, and is not reflected in the table above.
+Added: In February 2023, the Board of Directors replenished the repurchase program and expanded the limit to $500 million of common stock in aggregate effective March 31, 2023, which is not reflected in the table above.
(2) All of the shares of common stock purchased during this period were purchased in open market and brokered transactions and were subsequently retired.
2 unchanged sentences
Pursuant to the amended agreement, we agreed, among other things, to issue additional shares of common stock on each of February 1, 2018, 2019 and 2020, with a value of $10.0 million per year to an affiliate of NGP Management.
−Removed: For each year thereafter, we agreed to issue additional
−Removed: shares of common stock on February 1 in an amount based on total distributions received by the Company from NGP Management, in any case not to exceed $10.0 million per year.
+Added: For each year thereafter, we agreed to issue additional shares of common stock on February 1 in an amount based on total distributions received by the Company from NGP Management, in any case not to exceed $10.0 million per year.
In order to effectuate the amended NGP agreement, we entered into agreements with an affiliate of NGP Management on each of the dates below to deliver such shares as follows:
7 unchanged sentences
February 1, 2022 — — — — 75,290 56,467 56,467 —
+Added: February 1, 2023 — — — — — 103,432 77,574 77,573
Such securities have been offered and sold in reliance on the exemption contained in Section 4(a)(2) of the Securities Act as a transaction by the issuer not involving a public offering.
2 unchanged sentences
As permitted by our policies and procedures governing transactions in our securities by our directors, executive officers and other employees, from time to time some of these persons may establish plans or arrangements complying with Rule 10b5-1 under the Exchange Act, and similar plans and arrangements relating to our common stock.
−Removed: Our policy generally provides for a default election by employees to sell shares to cover taxes due upon the vesting of restricted stock units unless the employee elects to pay cash in respect of the taxes due upon vesting during the open trading window in the quarter prior to the vesting date.
+Added: Our policy generally provides for a default election by employees to sell shares to cover taxes due upon the vesting of restricted stock units unless
+Added: the employee elects to pay cash in respect of the taxes due upon vesting during the open trading window in the quarter prior to the vesting date.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.