Carlyle Private Equity Partners Fund (CPEP): NAV, Fees, Exit

What CPEP is, and what it is not

CPEP is Carlyle's perpetual private equity product for individuals. The registrant is Carlyle Private Equity Partners Fund, L.P., a Delaware limited partnership formed on February 11, 2025. The 10-Q calls it “a private fund exempt from registration pursuant to Section 3(c)(7) of the Investment Company Act of 1940” and says it sells only to investors who are both accredited investors and qualified purchasers (a status defined in the 1940 Act and its rules; ask the seller how you qualify). It is not a BDC, an interval fund or a tender-offer fund. It files 10-K, 10-Q and 8-K reports, so its numbers can be read, but it is a private placement and its units have no market. Carlyle Investment Management L.L.C. is the investment advisor, CPEP GP, LLC is the general partner, and TCG Capital Markets L.L.C. is the dealer manager; all three are Carlyle companies or affiliates.

The wrapper is the one used by Blackstone's BXPE, KKR's K-PEC, EQT's EQPE, TPG's T-POP and Warburg Pincus's WP ACE: monthly subscriptions at a NAV, a performance fee above a hurdle, a capped quarterly exit with an early-exit deduction. Our guide to evergreen funds and guide to investing in private equity explain the idea. What sets CPEP apart is the order of events: it opened with a small group of anchor investors, took in $13 million a month for most of a year, and then received $357.5 million in two months once the Standard classes opened. It also has a European twin, CPEP Lux, run as “distinct investment structures” but with “substantially similar investment objectives and strategies”; the SEC filings cover only the U.S. fund.

The portfolio is Carlyle's global buyout platform with an emphasis on U.S., European and Asian corporate buyouts, plus secondaries through Carlyle AlpInvest, and the fund aims to hold “80-90% of our NAV” in private equity investments and “up to 10-20%” in liquid investments (10-Q).

The number: $472.8 million, up from $163.5 million in a month

The fund reports a total Transactional NAV with each month's sale 8-K. Transactional NAV is the price at which units are bought and redeemed. It is calculated by the fund and differs from GAAP net assets; the reconciliation is further down.

Class A-I started at $25.00 on October 1, 2025 and was up 4.0% by the first month-end. Over the twelve months it gained 28.7%, and no month was a decline (our arithmetic). That is a smooth line for a portfolio the 10-Q says is valued mostly on judgment: the fund “carries its investments at fair value” using, where there is no market price, comparable-company multiples and discounted cash flow, and it values stakes in other funds at “its proportionate share of the most recent NAV reported by the respective underlying fund manager.” Smooth is what monthly marking of private assets produces, and it says nothing yet about how the line behaves in a bad month.

The September total is 2.9 times the August total (our arithmetic). The 8-K for September 30 does not say who bought the units; it reports class, units and dollars only.

Where the money came from: the Standard classes opened in August

The fund has fourteen classes in four groups. Anchor Units (Class A-A, A-S, A-D, A-I) were “available to investors in the Initial Closing of the Fund,” October 1, 2025. Early Investor Units (E-A, E-S, E-D, E-I) were “available to investors in closings which occur within one year of the Initial Closing.” Standard Units (A, S, D, I) are the long-run classes. Carlyle Units (C and CG) are for Carlyle, its affiliates and its custom mandates and “are not being offered to other investors.” The 10-Q also records that on August 10, 2026 the partners amended the partnership agreement to authorize a new Class R, which “will not pay a Management Fee”; the filings do not say who may buy it.

The thirteen sales add up to $503.6 million, of which $9.5 million (1.9%) is Carlyle's own Class C, bought every month in amounts of $0.5 million to $1.0 million (our sums). Four things stand out:

• Until August, all the outside money was in Anchor or Early Investor units, which carry the lower fee. The first Standard unit sold was $0.7 million of Class I on August 1, 2026.
• September 1 is 59.6% of everything sold ($299.9 million of $503.6 million), and $289.4 million of it went to Class S ($130.3 million) and Class I ($159.0 million) at the August 31 prices of $31.21 and $31.33 (our arithmetic; Class S had no price of its own yet, so it used the Class E-S price).
• Early Investor sales have not stopped. They were $9.5 million on September 1 and $10.6 million on October 1, 2026. The 10-K says the group was available to closings within one year of the Initial Closing, so October 1, 2026 is the last sale we can see inside that window; whether the November 1 sale can still include Class E is for the seller to confirm (our reading).
• The cumulative figure ties to the 10-Q. The 10-Q reports $146.1 million of subscriptions to the end of the August closing, and the eleven sales to August 1 add to $146.05 million (our sum).

The price by class at September 30, 2026

Every class started at $25.00 on its own date or at the price of a sister class, so the per-unit prices differ for reasons of timing and fee, not skill.

By group, Standard classes are $295.9 million (62.6%), Early Investor $139.3 million (29.5%), Anchor $28.9 million (6.1%) and Carlyle Class C $8.7 million (1.8%); the class values add to $472.8 million (our arithmetic, units times price). Class C is highest at $33.33, 3.6% above Class A-I, because it pays no management fee and is not subject to the incentive allocation. The 8-K adds that the per-unit NAV “does not take into consideration any class-specific fees, expenses and other net assets and liabilities attributable to the classes at the Feeder,” the vehicle for tax-exempt and non-U.S. investors.

The 10-Q gives each class's return since its first day, on the change in Transactional NAV per unit and not annualized:

The classes with a servicing fee (A-S, E-S) trail the ones without it (A-I, E-I) by 0.4 to 0.5 point year to date, and Class C leads A-I and E-I by 1.4 to 1.8 points (our arithmetic). Total return does not include any upfront subscription fee.

What comes out before the NAV: fees by class

The 10-K and the 10-Q set one fee table for all classes. The management fee and the incentive allocation are inside the NAV, and so is the servicing fee for the classes that pay it. The upfront subscription fee is charged by the intermediary and is paid outside the fund.

The 0.75% rate has an end date. For Early Investor Units the management fee is 0.75% “for the first thirty-six (36) months following the Initial Closing,” which means about October 1, 2028 for every Early Investor holder, whether they bought in 2025 or in October 2026 (our reading). For Anchor Units the fee was waived for the first twelve months after October 1, 2025 and is 0.75% for twenty-four months after that. The sentence does not give the rate after that; the headline rate is 1.25% (our reading). On the September 30, 2026 class mix, the management fee at those rates comes to about $5.0 million a year, 1.05% of the $472.8 million (our arithmetic, before the Anchor waiver, the expense cap and servicing fees).

On a $100,000 position, recurring fees before any incentive allocation are about $1,250 a year in Class I, $750 in Class E-I, $2,100 in Class S and $1,750 in Class A, plus up to $3,000 upfront on Class S or A if the seller charges the maximum (our arithmetic).

The incentive allocation is 12.5% of the fund's Total Return, with a 5% annual hurdle, a high water mark and a 100% catch-up, measured on a calendar year, accrued monthly and paid quarterly; Carlyle Units are exempt. What the formula does in a year with no loss to carry forward (our arithmetic): at a 5% return it is zero; between 5% and about 5.7% it takes everything above 5%; above that it is 12.5% of the whole return, 1.0 point at 8% and 1.5 points at 12%. The fund recorded $1.153 million of it in the first six months of 2026, against $0.340 million of management fee earned (of which $0.099 million was waived), 3.4 times the fee (our arithmetic). $0.709 million was accrued and unpaid at June 30, 2026. The General Partner may take it in cash, Class C Units or interests in lower funds, and units paid that way sit outside the redemption program.

Expense support. Carlyle advanced organizational and offering costs and some operating costs. The Investment Advisor had advanced about $7.5 million by June 30, 2026, of which the fund had repaid $0.4 million in the half year. For the Transactional NAV the fund charges only what keeps its “Specified Expenses” at 0.60% of net assets a year. On September 28, 2026 the advisor extended that arrangement by a year, through October 1, 2027 (Form 8-K, accession 0002065337-26-000047). After the period ends, the 8-K says the fund will reimburse the advisor for expense support “as and when incurred, regardless of when such Expense Support was incurred and without regard to the 0.60% cap.” Those advances are a claim on fund assets that comes due later, so it falls on whoever holds units when the cap lapses.

Two NAVs: $131.8 million or $124.1 million at June 30

The 10-Q reconciles the two. GAAP net assets were $124.1 million. Add back the offering and organizational costs that GAAP books in full but that the Transactional NAV defers, and the other items:

The Transactional NAV is 6.3% above GAAP net assets (our arithmetic). The same gap was $3.96 million at December 31, 2025 and $5.64 million at March 31, 2026 on the same two lines of adjustment. Class-level GAAP values show the effect: Class A-I carried GAAP net assets of $22.1 million against $26.5 million of Transactional NAV at June 30, 2026 (10-Q). The units are sold and redeemed at the higher number.

Getting out: a 3% target that has not started

The exit is a Redemption Program the fund “expects to implement,” not a commitment. The 10-K opens its description with this caution: “there is no guarantee we will be able to make such redemptions.” The terms, from the 10-K and the 10-Q:

Any redemption request for units outstanding under two years carries a 5% deduction. The two years run to the subscription closing date after the Redemption Date, and the 10-K gives an example: units acquired on October 1 escape the deduction for a redemption offer with a valuation date of September 30 two years later. A Standard unit bought in the October 1, 2026 sale therefore clears it for a valuation date of September 30, 2028 (our reading of the 10-K example). On $100,000 of units sold inside two years, the deduction is $5,000 at an unchanged NAV (our arithmetic). Compare the arithmetic of the cap with the inflows: 3% of $464.1 million is about $13.9 million a quarter, while the fund took $57.6 million in one day on October 1, 2026. The 10-K also states plainly that “an investment in our Units is not suitable for you if you need ready access to the money you invest.”

For how other evergreen funds disclosed requests and proration, see our evergreen redemption comparison.

What it owns: $104.6 million at June 30, before the September money

The fund's June 30, 2026 schedule of investments is the latest portfolio the filings give. The September 1 and October 1 money is not in it.

Four companies are above 5% of net assets: Vantive (6.37%), Tarrytown Expocare Pharmacy (6.32%), Worldpac (5.53%) and Sedgwick Inc. (5.09%). The 10-Q lists the ten largest, alphabetically and not ranked: HOGY Medical, Knack RCM, Kyoden, Sedgwick, Tarrytown Expocare Pharmacy, Trucordia, TRYT Career, Vantive, Waste Services Group and Worldpac. By cost, the portfolio companies are $24.8 million in the Americas, $21.3 million in Japan, $11.4 million in Europe, $8.8 million in other Asia (currently including India) and $5.1 million in Australia: Japan, Australia and other Asia together are 49.4% of the $71.4 million (our arithmetic). The fund had no debt at June 30, 2026 and $10.2 million of unfunded commitments to unaffiliated funds.

Three things to read in the notes:

• Assets bought from a Carlyle affiliate, then marked up. Under a warehousing agreement, a Carlyle affiliate (CPEP Seed Investments, L.P.) holds approved investments until the fund has the capital to buy them. The fund bought $48.4 million of them in the first half of 2026 and $11.2 million more after June 30, while the cash-flow statement shows $51.8 million of investments purchased in the half (our comparison). The 10-Q says “These interests were generally acquired at a price that approximated the Warehouse Entity's cost basis,” and that some of the unrealized gain comes from marking them to fair value; “Excluding these transactions, the net change in unrealized appreciation on investments would be lower and may not be indicative of future performance.” Investments at June 30 were $104.6 million at fair value against $93.1 million of cost, 12.3% above (our arithmetic). This is a disclosed term, not a finding; it does mean the early return is partly a revaluation of what Carlyle sold into the fund.
• No income from the companies. “The Fund did not receive any dividend income from portfolio companies since its inception.” Investment income for the half was $0.43 million, from money market funds, against $4.98 million of expenses, a net investment loss of $4.46 million. The return so far is the change in valuation, and there are no distributions in the filings we read for 2026; the 10-K says the fund “does not expect to make distributions on a regular basis.”
• Cash is large and will be larger. Money market funds were 21.2% of net assets at June 30, 2026. The September 1 and October 1 sales added $357.5 million, more than three times the entire portfolio at June 30 (our arithmetic). The third-quarter 10-Q will show how much of that was invested.

How CPEP sits next to the other evergreen private equity funds

The dates differ because the figures come from those pages. CPEP's terms are close to BXPE's, and its September NAV is now larger than WP ACE's last reported total, although they are dated three months apart. The other two private equity funds of the group are covered on the EQT EQPE page and the TPG T-POP page. A registered fund that buys secondaries is covered in our private equity secondaries funds page.

Tax: a Schedule K-1, not a 1099

CPEP is a partnership for tax. The 10-Q says income and losses “are allocated to the individual shareholders,” who are responsible for reporting and paying the tax, and that the fund “anticipates filing its initial tax return in 2026.” The partnership agreement (Exhibit 3.1 to the October 2025 8-K) says the General Partner “will use reasonable efforts” to provide Schedules K-1 (Form 1065) and K-3 on or before March 31 of the following year. That is a target, not a promise; our K-1 due-date page and K-1 versus 1099 guide cover the statutory deadlines and what an extension does. The Feeder, a separate partnership that invests through a Cayman Islands blocker treated as a corporation, exists for “certain U.S. tax-exempt investors and certain non-U.S. investors”; see our Form 990-T and UBTI guide for what that means for an IRA. Ask your tax adviser how your accounts fit.

What a reader can do with this

• If you hold Anchor or Early Investor units: your management fee is 0.75% for the first 36 months after October 1, 2025, so until about October 1, 2028, and the filing sentence gives no rate after that; ask what applies then. Your price was $32.17 (A-I) or $31.98 (E-I) a unit at September 30, 2026. The 5% deduction and the 3% quarterly target are the same as for every other investor class.
• If you are offered Standard units: the filings show the Class I price at $31.96 and the Class S price at $31.83 on September 30, 2026, a 1.25% management fee, and for Class S a further 0.85% servicing fee and up to 3.00% upfront. The minimum investment is not in the SEC filings we read; it sits in the private placement memorandum. Ask for it, and ask whether Early Investor classes can still be bought.
• If you are comparing funds: the cap is 3% where K-PEC and WP ACE state 5%, and CPEP's own program has not opened. Read the exit table above next to the BXPE page, which has nine quarters of real redemption data for the same 3% and 5% terms.
• If you want to see the exposure: the schedule is only as current as June 30, 2026, before $357.5 million of new money. The 10-Q charts by strategy, sector and geography did not survive in the filing text we saved, so check the 10-Q page itself.
• What would change the picture: a first redemption window with requests above the cap, a month in which Class A-I falls, a borrowing to meet redemptions, a larger share of assets bought from a Carlyle affiliate, or an end to the expense cap after October 1, 2027.
• What to read next: the third-quarter 10-Q (around mid-November 2026 on last year's filing dates), the November 1 sale 8-K (around the third week of November) and the first 10-K with audited results for a full year in early 2027.

FAQ

All figures are from SEC filings of Carlyle Private Equity Partners Fund, L.P. (CIK 2065337) read on EDGAR on October 30, 2026: the Form 10-K for 2025 (accession 0002065337-26-000016, filed March 30, 2026), the Form 10-Qs for March 31, 2026 (accession 0002065337-26-000025) and June 30, 2026 (accession 0002065337-26-000040, filed August 12, 2026), the Form 10-12G/A (accession 0001628280-25-038306), Exhibit 3.1 to the Form 8-K of October 6, 2025 (accession 0002065337-25-000014), and the Form 8-Ks reporting unit sales, NAV per unit and the expense-support extension (accessions 0002065337-25-000014, -25-000020, -25-000024, -26-000004, -26-000006, -26-000009, -26-000020, -26-000028, -26-000031, -26-000033, -26-000043, -26-000047 and -26-000050, filed October 6, 2025 to October 27, 2026). Dollar amounts are as filed; figures marked “our arithmetic”, “our sums” or “our reading” are ours. This is analysis of public documents, not investment, legal or tax advice.