Justin Plouffe
About Justin Plouffe
Justin Plouffe, 48, is Carlyle’s Deputy Chief Investment Officer for Global Credit and will become Chief Financial Officer effective January 1, 2026. He joined Carlyle in 2007 and has led cross-platform credit initiatives including CLO issuance, acquisitions of corporate credit managers, structured credit portfolio management, proprietary analytics, and financing facilities; he also serves as President & CEO of Carlyle’s affiliated BDCs (CSL, CARS) and CEO of TCG Capital Markets L.L.C., with board roles at CTAC, CSL, and CARS . Plouffe earned an A.B. from Princeton and a J.D. from Columbia Law School (Columbia Law Review editor), is a CFA charterholder, and holds Series 7, 24, 57, 63, 79, and 99 licenses; prior roles include attorney at Ropes & Gray, clerk on the U.S. Court of Appeals for the First Circuit, and Legislative Assistant to a U.S. Congressman . Firm-level performance context: Carlyle delivered 28% TSR in 2024, improved FRE margin from 37% (2023) to 46% (2024), and reduced cash compensation ratio from 45% (2023) to 36% (2024); asset-based finance AUM grew ~40% YoY, evergreen AUM reached almost $30B up ~40% YoY, and capital markets fees totaled ~$230M over the last 12 months through Q2 2025 .
Firm Performance Snapshot
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| FRE Margin (%) | 37% | 46% |
| Cash Compensation Ratio (%) | 45% | 36% |
| Metric | FY 2024 |
|---|---|
| Total Shareholder Return (%) | 28% |
| Metric | H1/Q2 2025 |
|---|---|
| Asset-based finance AUM YoY growth (%) | ~40% |
| Evergreen strategies AUM ($) | ~$30B |
| Evergreen AUM YoY growth (%) | ~40% |
| Capital markets fees (last 12 months) ($) | ~$230M |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Carlyle Group (Global Credit) | Deputy Chief Investment Officer; Portfolio Manager (CTAC); Member of Risk Committee & Capital Markets Oversight Committee | 2007–2025 | Led CLO issuance, acquisitions of credit platforms, structured credit portfolio management, analytics, and financing facilities; scaled Global Credit growth initiatives . |
| Carlyle Secured Lending, Inc. (CSL) | President & Chief Executive Officer | N/D | Executive leadership of affiliated BDC; board service aligning capital markets execution and portfolio strategy . |
| Carlyle Credit Solutions, Inc. (CARS) | President & Chief Executive Officer | N/D | Executive leadership of affiliated BDC; board service supporting credit platform expansion . |
| TCG Capital Markets L.L.C. | Chief Executive Officer | N/D | Led SEC-registered broker/dealer affiliate enhancing capital markets origination and distribution . |
| Ropes & Gray LLP | Attorney | N/D | Legal training and transaction execution experience foundational to credit structuring . |
| U.S. Court of Appeals for the First Circuit | Judicial Clerk | N/D | Legal analysis and decision scrutiny; supports risk and governance rigor . |
| U.S. Congress | Legislative Assistant | N/D | Policy and regulatory exposure; enhances governance and compliance perspective . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Carlyle Tactical Private Credit Fund (CTAC) | Board member | N/D | Cross-platform strategy governance; portfolio oversight . |
| Carlyle Secured Lending, Inc. (CSL) | Board member | N/D | Affiliated BDC oversight; alignment with Carlyle Global Credit strategy . |
| Carlyle Credit Solutions, Inc. (CARS) | Board member | N/D | Affiliated BDC oversight and governance . |
Fixed Compensation
- Justin’s CFO compensation terms (base salary, target/actual bonus) are not disclosed in current filings; Carlyle will enter into a customary indemnification agreement with him on appointment .
- Company program for executive officers: base salary and annual performance bonus, plus long-term equity (RSUs, PSUs) are core elements .
Performance Compensation
- Company framework applicable to NEOs:
- Stock Price Appreciation PSU Award Program: PSUs vest only if absolute stock price targets are met over a three-year period; full vesting requires 60% stock price appreciation; awards are equity-settled and subject to service-vesting .
- Annual bonus design emphasizes firm financial performance (e.g., FRE) and qualitative leadership metrics; CEO bonus example: 50% formulaic on FRE; 50% qualitative across leadership, compensation strategy, and business development; scaled 0–200% .
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Bonus (framework) | Firm FRE (illustrative metric) | 50% | Threshold/Target/Max (formulaic) | Achievement factor 200% (CEO example) | 100% of target for FRE component (CEO example) | Cash with RSU deferral program for NEOs in subsequent year . |
| Annual Bonus (framework) | Leadership/Org Design | ~16.7% of total bonus (half qualitative) | 0–200% scale | 200% (CEO example) | Weighted payout achieved (CEO example) | N/A (cash/deferral per program) . |
| Annual Bonus (framework) | Compensation Strategy | ~16.7% | 0–200% scale | 200% (CEO example) | Weighted payout achieved (CEO example) | N/A . |
| Annual Bonus (framework) | Business Development Initiatives | ~16.7% | 0–200% scale | 200% (CEO example) | Weighted payout achieved (CEO example) | N/A . |
| Long-term Incentive | Stock Price Appreciation PSUs | Equity-majority | 3-year stock price hurdles; full vest at +60% | Must meet absolute price hurdles | Earned only if price targets met | Service-vesting dates per award agreements . |
Equity Ownership & Alignment
| Policy | Requirement |
|---|---|
| Executive Stock Ownership Guidelines (Other Executive Officers, e.g., CFO) | Own greater of $2.5 million in CG stock or 3x base salary; expected compliance within 5 years; retain at least 50% of net shares from vesting until guideline met (75% if not in compliance by 5 years). Unvested PSUs and unexercised options do not count toward guidelines . |
| Hedging & Shorting Prohibition | Hedging (derivatives, collars, prepaid forwards, exchange funds) and short sales in CG stock prohibited for employees and directors . |
| Pledging Restrictions | Pledging CG stock prohibited without prior written consent of General Counsel/Global CCO and, in certain cases, the Board; exception disclosed for Co‑Founder; no pledging disclosed for Plouffe . |
| Clawbacks | Two policies: (1) Incentive Compensation Clawback for restatements or inaccurate information and detrimental activity; discretionary recovery and cancellation mechanisms . (2) Dodd‑Frank Clawback (mandatory recovery) for excess incentive-based compensation following restatements under Nasdaq Rule 10D‑1 . |
Employment Terms
- Appointment: Plouffe will become CFO on January 1, 2026 and serve as Deputy CIO for Global Credit through end-2025 to ensure transition .
- Indemnification: Carlyle will enter into a customary indemnification agreement with Plouffe aligned to other executive officers .
- Change-of-control approach (company policy): Accelerated vesting generally requires a qualifying termination following a change in control; no excise tax gross-ups; no tax gross-ups on perquisites .
- Insider Trading Policy: Company-wide policies govern trading windows and compliance; Insider Trading Policy filed as Exhibit 19.1 to the 10‑K .
Investment Implications
- Compensation alignment: Equity-heavy design (RSUs/PSUs), ownership guidelines, and clawbacks tie Plouffe’s incentives to long-term value creation and risk management; hedging/pledging limits reduce misalignment risk .
- Retention risk: Tenure since 2007 and elevation to CFO suggest low near-term flight risk; equity deferrals and ownership guidelines increase stickiness, but watch 2026 proxy for CFO-specific pay mix and vesting terms .
- Trading signals: Monitor upcoming Form 4 activity post‑appointment for RSU/PSU grants and any open-market transactions; policy framework implies limited discretionary selling given retention requirements .
- Execution/track record: Plouffe’s breadth across Global Credit (CLOs, platform acquisitions, structured credit PM, financing) aligns with Carlyle’s momentum in credit, evergreen vehicles, and capital markets fees—supportive for FRE growth and fee durability .
- Governance: Compensation Committee structure, independent consultant, updated peer references, and improved say‑on‑pay support disciplined pay design—positive for shareholder alignment ahead of CFO tenure .