10q10k10q10k.net
Blackstone Inc.

Blackstone Inc.BXEarnings & Financial Report

NYSE · Financials · Asset Management & Custody Banks

Blackstone Inc. is an American alternative investment management company based in New York City. It was founded in 1985 as a mergers and acquisitions firm by Peter Peterson and Stephen Schwarzman, who had previously worked together at Lehman Brothers. Blackstone's private equity business has been one of the largest investors in leveraged buyouts in the last three decades, while its real estate business has actively acquired commercial real estate across the globe.

What changed in Blackstone Inc.'s 10-K — 2024 vs 2025

Top changes in Blackstone Inc.'s 2025 10-K

726 paragraphs added · 791 removed · 598 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

73 edited+6 added−3 removed128 unchanged
The strategy includes our (a) Blackstone Property Partners (“BPP”) funds, which are focused on high-quality assets in the Americas, Europe and Asia and (b) our non-listed real estate investment trust (“REIT”) Blackstone Real Estate Income Trust, Inc.
The strategy includes our (a) Blackstone Property Partners (“BPP”) funds, which are focused on high-quality assets in the Americas, Europe and Asia and (b) a non-listed real estate investment trust (“REIT”), Blackstone Real Estate Income Trust, Inc.
The BREDS platform includes high-yield real estate debt funds, liquid real estate debt funds, capital managed on behalf of our Credit & Insurance segment, and Blackstone Mortgage Trust, Inc. (“BXMT”), a NYSE-listed REIT.
The BREDS platform includes high-yield real estate debt funds, liquid real estate debt funds, capital managed on behalf of our Credit & Insurance segment, and Blackstone Mortgage Trust, Inc. (“BXMT”), a NYSE-listed mortgage REIT.
Our Corporate Private Equity business consists of: (a) our global private equity funds (Blackstone Capital Partners or “BCP”), (b) our sector-focused funds, including our energy- and energy transition-focused funds (Blackstone Energy Transition Partners or “BETP”), (c) our Asia-focused private equity funds (Blackstone Capital Partners Asia or “BCP Asia”) and (d) our core private equity funds (Blackstone Core Equity Partners or “BCEP”).
Our Corporate Private Equity business consists of: (a) our global private equity funds (Blackstone Capital Partners or “BCP”), (b) our Asia-focused private equity funds (Blackstone Capital Partners Asia or “BCP Asia”), (c) our sector-focused funds, including our energy- and energy transition-focused funds (Blackstone Energy Transition Partners or “BETP”) and (d) our core private equity funds (Blackstone Core Equity Partners or “BCEP”).
We determine whether to make general partner capital commitments to our funds in excess of the minimum required commitments based on, among other things, our anticipated liquidity, working capital and 15 Table of Contents other capital needs.
We determine whether to make general partner capital commitments to our funds in excess of the 15 Table of Contents minimum required commitments based on, among other things, our anticipated liquidity, working capital and other capital needs.
Such requirements relate to, among other things, fiduciary duties to advisory clients, maintaining an effective compliance program and code of ethics, investment advisory contracts, solicitation agreements, conflicts of interest, recordkeeping and reporting requirements, disclosure, advertising and custody requirements, political contributions, limitations on agency cross and principal transactions between an adviser and advisory clients, and general anti-fraud prohibitions.
Such requirements relate to, among other things, fiduciary duties to advisory clients, maintaining an effective compliance program and code of ethics, investment advisory contracts, solicitation agreements, conflicts of interest, recordkeeping and reporting requirements, disclosure, advertising, custody requirements, political contributions, limitations on agency cross and principal transactions between an adviser and advisory clients, and general anti-fraud prohibitions.
(“BEFM”) is authorized as (a) an Alternative Investment Fund Manager under the Luxembourg Law of 12 July 2013 on alternative investment fund managers (as amended, the “AIFM Law”), which implements AIFMD in Luxembourg and (b) a management company under the Law of 17 December 2010 on undertakings for collective investment (as amended, the “UCITS Law”), which implements UCITS Directive in Luxembourg.
(“BEFM”) is authorized as (a) an Alternative Investment Fund Manager under the Luxembourg Law of 12 July 2013 on alternative investment fund managers (as amended, the “AIFM Law”), which implements AIFMD in Luxembourg and (b) a management company under the Law of 17 December 2010 on undertakings for collective investment (as amended, the “UCITS Law”), which implements the UCITS Directive in Luxembourg.
In addition, we may use our website (www.blackstone.com), Facebook page (www.facebook.com/blackstone), X (Twitter) (www.x.com/blackstone), LinkedIn (www.linkedin.com/company/blackstonegroup), Instagram (www.instagram.com/blackstone), SoundCloud (www.soundcloud.com/blackstone-300250613), Pandora (https://www.pandora.com/artist/blackstone/ARvlPz9Plblrlmg), PodBean (www.blackstone.podbean.com), Spotify (https://spoti.fi/2LJ1tHG and https://open.spotify.com/artist/52Eom8vQxM8Lk75ZZlf2hJ), YouTube (www.youtube.com/user/blackstonegroup) and Apple Podcast (https://apple.co/31Pe1Gg) accounts as channels of distribution of company information. The information we post through these channels may be deemed material.
In addition, we may use our website (www.blackstone.com), Facebook page (www.facebook.com/blackstone), X (Twitter) (www.x.com/blackstone), LinkedIn (www.linkedin.com/company/blackstonegroup), Instagram (www.instagram.com/blackstone), SoundCloud (www.soundcloud.com/blackstone-300250613), Pandora (https://www.pandora.com/artist/blackstone/ARvlPz9Plblrlmg), PodBean (https://blackstone.podbean.com), Spotify (https://spoti.fi/2LJ1tHG and https://open.spotify.com/artist/52Eom8vQxM8Lk75ZZlf2hJ), YouTube (www.youtube.com/user/blackstonegroup) and Apple Podcast (https://apple.co/31Pe1Gg) accounts as channels of distribution of company information. The information we post through these channels may be deemed material.
(“BREIT”) and our Blackstone European Property Income (“BEPIF”) vehicles, which provide income-focused individual investors access to institutional quality real estate primarily in the Americas and Europe, respectively. Our Blackstone Real Estate Debt Strategies (“BREDS”) platform primarily targets real estate-related debt investment opportunities. BREDS invests in both public and private markets, primarily in the U.S. and Europe.
(“BREIT”), and Blackstone European Property Income Fund (“BEPIF”) vehicles, which provide income-focused individual investors access to institutional quality real estate primarily in the Americas and Europe, respectively. Our Blackstone Real Estate Debt Strategies (“BREDS”) platform primarily targets real estate-related debt investment opportunities. BREDS invests in both public and private markets, primarily in the U.S. and Europe.
GP Stakes targets minority investments in the general partners of private equity and other private market alternative asset management firms globally, with a focus on delivering a combination of recurring annual cash flow yield and long-term capital appreciation.
Blackstone GP Stakes targets minority investments in the general partners of private equity and other private market alternative asset management firms globally, with a focus on delivering a combination of recurring annual cash flow yield and long-term capital appreciation.
Perpetual Capital strategies include, without limitation, (a) in our Real Estate segment, Core+ real estate (including BREIT and BEPIF) and BXMT, (b) in our Private Equity segment, BIP, BXPE, BXINFRA and vehicles in GP Stakes, and (c) in our Credit & Insurance segment, BXSL and BCRED.
Perpetual Capital strategies include, without limitation, (a) in our Real Estate segment, certain Core+ real estate vehicles (including BREIT and BEPIF) and BXMT, (b) in our Private Equity segment, BIP, BXPE, BXINFRA and vehicles in GP Stakes, and (c) in our Credit & Insurance segment, BXSL and BCRED.
BXCI is organized into three overarching credit investing strategies: private corporate credit, liquid corporate credit and infrastructure and asset based credit. The private corporate credit strategies include mezzanine and direct lending funds, private placement strategies, stressed/distressed strategies and SMAs.
BXCI is organized into three overarching credit investing strategies: private corporate credit, liquid corporate credit and infrastructure and asset based credit. The private corporate credit strategies include mezzanine and direct lending funds, stressed/distressed strategies and SMAs.
Our Private Equity segment includes (a) Private Equity Strategies (described below), (b) Infrastructure, which includes (1) our infrastructure-focused funds for institutional investors with a primary focus on the U.S. and Europe (Blackstone Infrastructure Partners or “BIP”) and (2) a private wealth-focused platform offering eligible individual investors access to our infrastructure capabilities (Blackstone Infrastructure Strategies or “BXINFRA”), (c) our secondaries business (“Secondaries”), which includes Strategic Partners Fund Solutions (“Strategic Partners”) and our GP Stakes business (“GP Stakes”), (d) our capital markets services business (Blackstone Capital Markets or “BXCM”) and (e) a private wealth-focused platform offering eligible individuals exposure to certain of Blackstone’s key illiquid investment strategies through a single commitment (Blackstone Total Alternatives Solution or “BTAS”).
Our Private Equity segment includes: (a) Private Equity Strategies (described below), (b) Infrastructure, which includes (1) our infrastructure-focused funds for institutional investors with a primary focus on the U.S. and Europe (Blackstone Infrastructure Partners or “BIP”) and (2) a private wealth-focused platform offering eligible individual investors access to our infrastructure capabilities (Blackstone Infrastructure Strategies or “BXINFRA”), (c) our secondaries business (“Secondaries”), which includes Strategic Partners Fund Solutions (“Strategic Partners”) and our GP Stakes business (“Blackstone GP Stakes” or “BXGP”), (d) our capital markets services business (Blackstone Capital Markets or “BXCM”) and (e) a private wealth-focused platform offering eligible individuals exposure to certain of Blackstone’s key illiquid investment strategies through a single commitment (Blackstone Total Alternatives Solution or “BTAS”).
Risk Factors — Risks Related to Our Business — We may not have sufficient cash to pay back “clawback” obligations if and when they are triggered under the governing agreements with our investors.” In our structures other than carry funds, our Performance Revenues generally consist of performance-based allocations of a vehicle’s net capital appreciation during a measurement period, subject to the achievement of minimum return levels, high water marks, loss carry forwards and/or other hurdle provisions, in accordance with the respective terms set out in each vehicle’s governing agreements.
Risk Factors — Risks Related to Our Business — We may not have sufficient cash to pay back “clawback” obligations if and when they are triggered under the governing agreements with our investors.” 14 Table of Contents In our structures other than carry funds, our Performance Revenues generally consist of performance-based allocations of a vehicle’s net capital appreciation during a measurement period, subject to the achievement of minimum return levels, high water marks, loss carry forwards and/or other hurdle provisions, in accordance with the respective terms set out in each vehicle’s governing agreements.
Further, the review committees and/or investment committees of our businesses review and evaluate investment opportunities in a framework that includes a qualitative and quantitative assessment of the key risks of investments. See “—Investment Process and Risk Management.” There are a number of pending or recently enacted legislative and regulatory initiatives that could significantly affect our business. Please see “—Item 1A.
Further, the review committees and/or investment committees of our businesses review and evaluate investment opportunities in a framework that includes a qualitative and quantitative assessment of the key risks of investments. See “—Investment Process and Risk Management.” There are various pending or recently enacted legislative and regulatory initiatives that could significantly affect our business. Please see “—Item 1A.
In addition, the governing agreements of many of our partnership funds provide that in the event certain “key persons” in our partnership funds do not meet specified time commitments with regard to managing the fund, then (a) investors in such funds have the right to vote to terminate the investment period by a specified percentage (including, in certain cases a simple majority) vote in accordance with specified procedures, or accelerate the withdrawal of their capital on an investor-by-investor basis, or (b) the fund’s investment period will automatically terminate and a specified percentage (including, in certain cases a simple majority) in accordance with specified procedures is required to restart it.
In addition, the governing agreements of many of our partnership funds provide that in the event certain “key persons” in our partnership funds do not meet specified time commitments with regard to managing the fund, then (a) investors in such funds have the 12 Table of Contents right to vote to terminate the investment period by a specified percentage (including, in certain cases a simple majority) vote in accordance with specified procedures, or accelerate the withdrawal of their capital on an investor-by-investor basis, or (b) the fund’s investment period will automatically terminate and a specified percentage (including, in certain cases a simple majority) in accordance with specified procedures is required to restart it.
We have recorded a contingent repayment obligation equal to the amount that would be due on December 31, 2024, if the various carry funds were liquidated at their current carrying value. For additional information concerning the clawback obligations we could face, see “—Item 1A.
We have recorded a contingent repayment obligation equal to the amount that would be due on December 31, 2025, if the various carry funds were liquidated at their current carrying value. For additional information concerning the clawback obligations we could face, see “—Item 1A.
We provide data privacy training at onboarding to new employees and at least annually to existing employees. Data privacy is typically addressed in the Global Head of Compliance’s annual update to our board of directors. Blackstone’s approach to data privacy is set out in our Online Privacy Notice and Investor Data Privacy Notice.
We provide data privacy training at onboarding to new employees and at least annually to existing employees. Data privacy is typically addressed in the Global Head of Compliance’s annual update to our board of directors. Blackstone’s approach to data privacy is set out in our privacy notices, including our Online Privacy Notice and Investor Data Privacy Notice.
Nearly 90% of our employees engaged globally with BXCF’s charitable initiatives in 2024. 17 Table of Contents Talent Acquisition, Development and Retention We believe the talent of our employees, coupled with our rigorous investment process, has supported our excellent investment record over many years.
Nearly 90% of our employees engaged globally with BXCF’s charitable initiatives in 2025. 17 Table of Contents Talent Acquisition, Development and Retention We believe the talent of our employees, coupled with our rigorous investment process, has supported our excellent investment record over many years.
Our Private Equity Strategies include: (a) our Corporate Private Equity business (described below), (b) our opportunistic investment platform that invests flexibly across asset classes, industries and geographies (Blackstone Tactical Opportunities or “Tactical Opportunities”), (c) our life sciences investment platform (Blackstone Life Sciences or “BXLS”), (d) our growth equity investment platform (Blackstone Growth or “BXG”) and (e) a private wealth-focused platform offering eligible individual investors access to Blackstone’s private equity capabilities (Blackstone Private Equity Strategies Fund or “BXPE”).
Our Private Equity Strategies include: (a) our Corporate Private Equity business (described below), (b) our hybrid capital investment platform that invests flexibly across asset classes, industries and geographies (Blackstone Tactical Opportunities or “Tactical Opportunities”), (c) our life sciences investment platform (Blackstone Life Sciences or “BXLS”), (d) our growth equity investment platform (Blackstone Growth or “BXG”) and (e) a private wealth-focused platform offering eligible individual investors access to Blackstone’s private equity capabilities (Blackstone Private Equity Strategies Fund or “BXPE”).
Incentive allocations for these funds are generally realized every three years from when a limited partner makes its initial investment, or upon a limited partner’s redemption from the fund. • The general partner or special limited partner of each of BREIT, BEPIF, BXPE and BXINFRA receives a performance participation allocation of 12.5% of total return, subject to a 5% hurdle amount with a catch-up and recouping any loss carry forward amounts, measured annually and payable quarterly. • The investment adviser of our BDCs receives (a) income incentive fees of 12.5% or 17.5%, as applicable, subject to, in certain cases, certain hurdles, catch-ups and caps, payable quarterly, and (b) capital gains incentive fees (net of realized and unrealized losses) of 12.5% or 17.5%, as applicable, payable annually. • The general partners or similar entities of each of our real estate and credit hedge fund structures receive incentive fees of generally up to 20% of the applicable fund’s net capital appreciation per annum. • The investment manager of BXMT receives an incentive fee generally equal to 20% of BXMT’s distributable earnings in excess of a 7% per annum return on stockholders’ equity (excluding stock appreciation or depreciation), provided that BXMT’s distributable earnings over the prior three years is greater than zero. • In our Multi-Asset Investing segment, the investment adviser of certain of our funds of hedge funds, hedge or multi-strategy funds, separately managed accounts that invest in hedge funds and certain non-U.S. registered investment companies, is entitled to an incentive fee generally between 0% to 20%, as applicable, of the applicable investment vehicle’s net appreciation, subject to “high water mark” provisions and in some cases a preferred return.
Incentive allocations for these funds are generally realized every three years from when a limited partner makes its initial investment, or upon a limited partner’s redemption from the fund. • The general partner or special limited partner of each of BREIT, BEPIF, BXPE and BXINFRA receives a performance participation allocation of 12.5% of total return, subject to a 5% hurdle amount with a catch-up and recouping any loss carry forward amounts, measured annually and payable quarterly. • The investment adviser of our BDCs receives (a) income incentive fees of 12.5% or 17.5%, as applicable, subject to, in certain cases, certain hurdles, catch-ups and caps, payable quarterly, and (b) capital gains incentive fees (net of realized and unrealized losses) of 12.5% or 17.5%, as applicable, payable annually. • The investment manager of BXMT receives an incentive fee generally equal to 20% of BXMT’s distributable earnings in excess of a 7% per annum return on stockholders’ equity (excluding stock appreciation or depreciation), provided that BXMT’s distributable earnings over the prior three years is greater than zero. • In our Multi-Asset Investing segment, the investment adviser of certain of our funds of hedge funds, hedge or multi-strategy funds, separately managed accounts that invest in hedge funds and certain non-U.S. registered investment companies, is entitled to an incentive fee generally between 0% to 20%, as applicable, of the applicable investment vehicle’s net appreciation, subject to “high water mark” provisions and in some cases a preferred return.
Our more than $1.1 trillion in Total Assets Under Management as of December 31, 2024 include global investment strategies focused on real estate, private equity, infrastructure, life sciences, growth equity, credit, real assets, secondaries and hedge funds. Our businesses use a solutions-oriented approach to drive better performance.
Our more than $1.3 trillion in Total Assets Under Management as of December 31, 2025 include global investment strategies focused on real estate, private equity, infrastructure, life sciences, growth equity, credit, real assets, secondaries and hedge funds. Our businesses use a solutions-oriented approach to drive better performance.
In recent years, capital from the private wealth channel has represented an increasing portion of our Total Assets Under Management, and we expect this trend to continue as we continue to undertake initiatives focused on this market segment. 10 Table of Contents Investment Process and Risk Management We maintain a rigorous investment process across all our investment vehicles.
In recent years, capital from the private wealth channel has represented an increasing portion of our Total Assets Under Management, and we expect this trend to continue as we continue to undertake initiatives focused on this market segment. Investment Process and Risk Management We maintain a rigorous investment process across all our investment vehicles.
BREDS’ scale and investment mandates enable it to provide a variety of lending options for our borrowers and investment options for our investors, including commercial real estate and mezzanine loans and liquid real estate-related debt securities.
BREDS’ scale and investment mandates enable it to provide a variety of lending options for our borrowers and investment options for our investors, including commercial real estate mortgage loans and liquid real estate-related debt securities.
In addition, the governing agreements of some of our partnership funds provide that investors have the right to terminate the investment period for any reason by a supermajority vote of the investors in such fund. 12 Table of Contents Fee Structure/Incentive Arrangements Management Fees The following is a general description of the management fees earned by Blackstone.
In addition, the governing agreements of some of our partnership funds provide that investors have the right to terminate the investment period for any reason by a supermajority vote of the investors in such fund. Fee Structure/Incentive Arrangements Management Fees The following is a general description of the management fees earned by Blackstone.
Our Real Estate segment operates as one globally integrated business with approximately 835 employees and has investments across the globe, including in the Americas, Europe and Asia. Our real estate investment teams seek to utilize our global expertise and presence to generate attractive risk-adjusted returns for our investors.
Our Real Estate business operates as one globally integrated business with approximately 785 employees and has investments across the globe, including in the Americas, Europe and Asia. Our real estate investment teams seek to utilize our global expertise and presence to generate attractive risk-adjusted returns for our investors.
These funds accept commitments and/or subscriptions for investment from institutional investors and/or high-net-worth individuals. Our Private Wealth Products are organized using a variety of structures, including 11 Table of Contents corporations, statutory trusts, limited partnerships or other vehicles, and accept subscriptions for investment from high-net-worth individuals and/or other individual investors.
These funds accept commitments and/or subscriptions for investment from institutional investors and/or high-net-worth individuals. Our Private Wealth Products are organized using a variety of structures, including corporations, statutory trusts, limited partnerships or other vehicles, and accept subscriptions for investment from high-net-worth individuals and/or other individual investors.
Accordingly, BELL can only provide investment services in certain EEA jurisdictions where it has obtained a domestic license on a cross-border services basis (currently, Belgium, Denmark, Finland, Spain and Italy), or can operate pursuant to an exemption or relief (currently Ireland, Liechtenstein and Norway). These operations are, however, in certain cases subject to limitations.
Accordingly, BELL can only provide investment services in certain EEA jurisdictions where it has obtained a domestic license on a cross-border services basis (currently Belgium, Denmark, Finland, Spain and Italy), or can operate pursuant to an exemption or relief (currently Iceland, Ireland, Liechtenstein, Lithuania, Netherlands, Norway and Sweden). These operations are, however, in certain cases subject to limitations.
We also have several products that are targeted at individual investors, including high-net-worth investors (“Private Wealth Products”). Our private investment funds are generally organized as limited partnerships with respect to U.S. domiciled vehicles and limited partnerships or other similar limited liability entities with respect to non-U.S. domiciled vehicles.
We also have several products that are targeted at individual investors, including high-net-worth investors (“Private Wealth Products”). 11 Table of Contents Our private investment funds are generally organized as limited partnerships with respect to U.S. domiciled vehicles and limited partnerships or other similar limited liability entities with respect to non-U.S. domiciled vehicles.
BIFM acts as AIFM and provides investment management functions including portfolio management, risk management, administration, marketing and related activities to its alternative investment funds in accordance with AIFMRs and the conditions imposed by the CBI as set out in the CBI’s alternative investment fund rulebook. Blackstone Europe Fund Management S.à r.l.
BIFM acts as AIFM and provides investment management functions including portfolio management, risk management, administration, marketing and related activities to its alternative investment funds in accordance with AIFMRs and the conditions imposed by the CBI as set out in the CBI’s alternative investment fund rulebook. 20 Table of Contents Blackstone Europe Fund Management S.à r.l.
The contents of our website, any alerts and social media channels are not, however, a part of this report.
The contents of our website, any alerts and social media channels are not, however, a part of this report. 22 Table of Contents
BEFM provides investment management functions including portfolio management, risk management, 20 Table of Contents administration, marketing and related activities to its managed funds, in accordance with the AIFM Law, UCITS Law and the regulatory provisions imposed by the Commission de Surveillance du Secteur Financier in Luxembourg.
BEFM provides investment management functions including portfolio management, risk management, administration, marketing and related activities to its managed funds, in accordance with the AIFM Law, UCITS Law and the regulatory provisions imposed by the Commission de Surveillance du Secteur Financier in Luxembourg.
Blackstone’s business now also includes a substantial number of investment products that are offered through various distribution channels to certain high-net-worth and mass affluent individual investors in the U.S. and other jurisdictions around the world. We expect to continue to expand the number and type of such products that we offer.
Blackstone’s business now also includes a substantial number of investment products that are offered through various distribution channels to certain high-net-worth and mass affluent individual investors in the U.S. and other jurisdictions around the world. We have significantly expanded, and expect to continue to undertake initiatives to expand the number and type of such products that we offer.
Similarly, we seek investments that can generate strong unlevered returns regardless of entry or exit cycle timing. BCEP pursues control-oriented investments in high-quality companies with durable businesses and seeks to offer a lower level of risk and a longer hold period than traditional private equity. Tactical Opportunities pursues a thematically driven, opportunistic investment strategy.
Similarly, we seek investments that can generate strong unlevered returns regardless of entry or exit cycle timing. BCEP pursues control-oriented investments in high-quality companies with durable businesses and seeks to offer a lower level of risk and a longer hold period than traditional private equity. 8 Table of Contents Tactical Opportunities pursues a thematically driven, hybrid capital investment strategy.
In such businesses, investment professionals generally submit investment opportunities for review and approval by a review committee and/or investment committee, subject to delineated exceptions set forth in the funds’ investment committee charters or resolutions.
In such businesses, investment professionals generally submit investment opportunities for review and approval by a review committee and/or investment committee, subject to delineated exceptions set forth in applicable investment committee charters or resolutions.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.” For more information concerning the revenues and fees we derive from our business segments, see “—Fee Structure/Incentive Arrangements.” Real Estate Our Real Estate business is a global leader in real estate investing, with $315.4 billion of Total Assets Under Management as of December 31, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.” For more information concerning the revenues and fees we derive from our business segments, see “—Fee Structure/Incentive Arrangements.” Real Estate Our Real Estate business is a global leader in real estate investing, with $319.3 billion of Total Assets Under Management as of December 31, 2025.
BREP seeks to invest thematically in high-quality assets, focusing where we see outsized growth potential driven by global economic and demographic trends.
BREP seeks to invest thematically in high-quality, well-located assets where we see outsized growth potential driven by global economic and demographic trends.
BEFM may also provide discretionary portfolio management services and investment advice in accordance with the AIFM Law and the UCITS Law, as well as reception and transmission of orders.
BEFM is also able to provide discretionary portfolio management services and investment advice in accordance with the AIFM Law and the UCITS Law, as well as reception and transmission of orders.
To the extent our funds perform well, we can support a better retirement for tens of millions of pensioners, including teachers, nurses and firefighters. As of December 31, 2024, we employed approximately 4,895 people, including our 254 senior managing directors, at our headquarters in New York and around the world.
To the extent our funds perform well, we can support a better retirement for tens of millions of pensioners, including teachers, nurses and firefighters. As of December 31, 2025, we employed approximately 5,285 people, including our 268 senior managing directors, at our headquarters in New York and around the world.
The direct lending funds include Blackstone Private Credit Fund (“BCRED”) and Blackstone Secured Lending Fund (“BXSL”), both of which are business development companies (“BDCs”). The liquid corporate credit strategies consist of CLOs, closed-ended funds, open-ended funds, systematic strategies and SMAs.
The direct lending funds include Blackstone Private Credit Fund (“BCRED”), Blackstone Secured Lending Fund (“BXSL”), both of which are business development companies (“BDCs”), as well as Blackstone European Private Credit Fund (“ECRED”). 9 Table of Contents The liquid corporate credit strategies consist of CLOs, closed-ended funds, open-ended funds, systematic strategies and SMAs.
Blackstone Ireland Fund Management Limited (“BIFM”) is authorized and regulated by the CBI as an Alternative Investment Fund Manager under the (Irish) European Union (Alternative Investment Fund Managers Regulations) 2013 (“AIFMRs”).
Blackstone Ireland Fund Management Limited (“BIFM”) is authorized and regulated by the CBI as an Alternative Investment Fund Manager under the (Irish) European Union (Alternative Investment Fund Managers Regulations) 2013 (“AIFMRs”), which implements the EU Alternative Investment Fund Managers Directive (“AIFMD”) in Ireland.
We also face competition in the pursuit of attractive investment opportunities for our funds. Depending on the investment, we face competition primarily from sponsors managing other funds, investment vehicles and other pools of capital, other financial institutions and institutional investors (including sovereign wealth and pension funds), corporate buyers and other parties.
Depending on the investment, we face competition primarily from sponsors managing other funds, investment vehicles and other pools of capital, other financial institutions and institutional investors (including sovereign wealth and pension funds), corporate buyers and other parties.
Credit & Insurance Our Credit & Insurance segment (“BXCI”) has approximately 685 employees and manages $375.5 billion of Total Assets Under Management as of December 31, 2024. BXCI offers its clients and borrowers a comprehensive solution across corporate and asset based credit, including investment grade and non-investment grade.
Credit & Insurance Our Credit & Insurance segment (“BXCI”) has approximately 815 employees and manages $443.0 billion of Total Assets Under Management as of December 31, 2025. BXCI offers its clients and borrowers a comprehensive solution across corporate and asset based credit, including investment grade and non-investment grade debt.
Through this platform, we provide our clients tailored portfolio construction, strategic asset allocation, and specialized analytical tools. While focusing on policyholder protection, we seek to achieve risk-managed, liability-matched and capital-efficient returns, as well as diversification and capital preservation. We also provide similar services to clients through SMAs or by sub-managing assets for certain insurance-dedicated funds and special purpose vehicles.
While focusing on policyholder protection, we seek to achieve risk-managed, liability-matched and capital-efficient returns, as well as diversification and capital preservation. We also provide similar services to clients through SMAs or by sub-managing assets for certain insurance-dedicated funds and special purpose vehicles.
BELL’s principal place of business is in London, and it has a branch in Abu Dhabi Global Market. BELL does not currently have a MiFID II cross border passport to provide investment services into the European Economic Area (“EEA”).
BELL also expects to become FCA-authorized to conduct further activities regulated by the FCA in the future. BELL’s principal place of business is in London, and it has a branch in Abu Dhabi Global Market. BELL does not currently have a MiFID II cross border passport to provide investment services into the European Economic Area (“EEA”).
In recent years, we have continued to meaningfully increase our assets under management in such vehicles. Perpetual Capital strategies represent a significant and growing portion of our overall business, and the management fees and performance revenues we receive.
We have meaningfully increased our assets under management in such vehicles in recent years, and expect to continue to undertake initiatives to expand further. Perpetual Capital strategies represent a significant and growing portion of our overall business, and the management fees and performance revenues we receive.
Such allocations in certain of our Perpetual Capital strategies contribute a significant and growing portion to our overall revenues. 14 Table of Contents The following is a general description of the Performance Revenues earned by Blackstone in structures other than carry funds: • The general partners of certain open-ended BPP and BIP funds are entitled to an incentive fee allocation generally between 7% and 12.5% of net profit, subject to a hurdle amount generally of between 5.5% and 7%, a loss recovery amount and a catch-up.
The following is a general description of the Performance Revenues earned by Blackstone in structures other than carry funds: • The general partners of certain open-ended BPP and BIP funds are entitled to an incentive fee allocation generally between 7% and 12.5% of net profit, subject to a hurdle amount generally of between 5.5% and 7%, a loss recovery amount and a catch-up.
As a secondary investor, it acquires interests in high-quality private funds from original holders seeking liquidity. Strategic Partners focuses on a range of opportunities in underlying funds such as private equity, real estate, infrastructure, venture and growth capital, credit and other types of funds, as well as general partner-led transactions and primary investments and co-investments with financial sponsors.
Strategic Partners focuses on a range of opportunities in underlying funds such as private equity, real estate, infrastructure, venture and growth capital, credit and other types of funds, as well as general partner-led transactions and primary investments and co-investments with financial sponsors.
BIP applies a disciplined, operationally intensive investment approach to investments, seeking to apply a long-term buy-and-hold strategy to large-scale infrastructure assets with a focus on delivering stable, long-term capital appreciation together with a predictable annual cash flow yield. BXLS invests across the life cycle of companies and products within the life sciences sector.
BIP applies a disciplined, operationally intensive investment approach to investments, seeking to apply a long-term buy-and-hold strategy to large-scale infrastructure assets with a focus on delivering stable, long-term capital appreciation together with a predictable annual cash flow yield.
Such allocations are typically realized at the end of the measurement period and, once realized, are typically not subject to clawback or reversal. In particular, our ability to generate and realize these amounts is an important element of our business.
Such allocations are typically realized at the end of the measurement period and, once realized, are typically not subject to clawback or reversal. In particular, our ability to generate and realize these amounts is an important element of our business. Such allocations in certain of our Perpetual Capital strategies contribute a significant and growing portion to our overall revenues.
Our privacy function, which involves conducting privacy impact assessments, implementing privacy-by-design initiatives and reconciling global privacy programs with local privacy requirements, is led by our Data and Policy Strategy Officer and overseen by the Data Protection Operating Committee, Blackstone’s global privacy compliance steering committee. Please see “—Item 1C. Cybersecurity” for a discussion of our cybersecurity risk management, strategy and governance.
Our privacy function, which involves activities including conducting privacy impact assessments, implementing privacy-by-design initiatives and aligning global privacy programs with local privacy requirements, is led by our Data and Policy Strategy Officer and overseen by the Data Protection Operating Committee, Blackstone’s global privacy compliance steering committee. Please see “—Item 1C.
Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies — Revenue Recognition — Management and Advisory Fees, Net.” Incentive Arrangements Our incentive arrangements are composed of (a) contractual incentive fees received from certain investment vehicles upon achieving specified cumulative investment returns (“Incentive Fees”), and (b) a disproportionate allocation of the income generated by investment vehicles otherwise allocable to investors upon achieving certain investment returns (“Performance Allocations”, and, together with Incentive Fees, “Performance Revenues”). 13 Table of Contents In our carry funds, our Performance Revenues consist of the Performance Allocations to which the general partner or an affiliate thereof is entitled, commonly referred to as carried interest.
Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies — Revenue Recognition — Management and Advisory Fees, Net.” 13 Table of Contents Incentive Arrangements Our incentive arrangements are composed of (a) contractual incentive fees received from certain investment vehicles upon achieving specified cumulative investment returns (“Incentive Fees”), and (b) a disproportionate allocation of the income generated by investment vehicles otherwise allocable to investors upon achieving certain investment returns (“Performance Allocations,” and, together with Incentive Fees, “Performance Revenues”).
Private Equity Our Private Equity segment encompasses global businesses with a total of approximately 675 employees managing $352.2 billion of Total Assets Under Management as of December 31, 2024.
Private Equity Our Private Equity segment encompasses global businesses with a total of approximately 720 employees managing $416.4 billion of Total Assets Under Management as of December 31, 2025.
In addition, FINRA, a self-regulatory organization subject to oversight by the SEC, adopts and enforces rules governing the conduct, and examines the activities, of its member firms, including BSP. State securities regulators also have regulatory oversight authority over BSP.
In addition, FINRA, a self-regulatory organization subject to oversight by the SEC, adopts and enforces rules governing the conduct, and examines the activities of its member firms, including BSP. State securities regulators also have regulatory oversight authority over BSP. In addition, certain of the funds we manage, advise or sub-advise, including BDCs, are registered under the 1940 Act.
Most of our current senior managing 18 Table of Contents directors and other senior personnel have equity interests in our business that entitle such personnel to cash distributions. See “Part III. Item 11.
Our senior management periodically reviews the effectiveness and competitiveness of our compensation program. Most of our current senior managing directors and other senior personnel have equity interests in our business that entitle such personnel to cash distributions. See “Part III. Item 11.
To further align their interests with those of investors in our funds, we provide employees with the opportunity to make investments in or alongside certain of the funds and other vehicles we manage. We also provide our employees and their families robust health and wellbeing offerings, including time-off options and family planning resources.
To further align their interests with those of investors in our funds, we provide employees with the opportunity to make investments in or alongside certain of the funds and other vehicles we manage.
Our Private Wealth Solutions business is dedicated to building out our distribution capabilities in the private wealth channel to provide certain individual investors with access to Blackstone products across a broad array of alternative investment strategies.
Our Private Wealth business is dedicated to building out our distribution capabilities in the private wealth channel to provide certain individual investors with access to Blackstone products across a broad array of alternative 10 Table of Contents investment strategies, as well as to seek to broaden access to private markets for retirement savers through the defined contribution plan channel.
Tactical Opportunities’ ability to dynamically shift focus to the most compelling opportunities in any market environment, combined with the business’ expertise in structuring complex transactions, enables Tactical Opportunities to invest in attractive market areas, often with securities that provide downside protection and maintain upside return. 8 Table of Contents Strategic Partners is a total fund solutions provider.
Tactical Opportunities’ ability to dynamically shift focus to the most compelling opportunities in any market environment, combined with the business’ expertise in structuring complex transactions, enables Tactical Opportunities to invest in attractive market areas, often with securities that provide downside protection and maintain upside return. BXLS invests across the life cycle of companies and products within the life sciences sector.
The enterprise risk committee is chaired by our Chief Financial Officer and is comprised of senior management across business units, corporate functions and regional locations.
Our enterprise risk committee assists Blackstone management to identify, assess, monitor and mitigate such key enterprise risks at the corporate, business unit and fund level. The enterprise risk committee is chaired by our Chief Financial Officer and is comprised of senior management across business units, corporate functions and regional locations.
BXPE invests primarily in privately negotiated, equity-oriented investments, leveraging Blackstone’s private equity talent and investment capabilities to create an attractive portfolio of alternative investments diversified across geographies and sectors. BXINFRA invests primarily in infrastructure equity, secondaries and credit strategies, leveraging Blackstone’s infrastructure talent and investment capabilities to create an attractive portfolio of alternative infrastructure investments.
BXPE invests primarily in privately negotiated, equity-oriented investments, leveraging Blackstone’s private equity talent and investment capabilities to create an attractive portfolio of alternative investments diversified across geographies and sectors. BIP targets a diversified mix of core+, core and public-private partnership investments across all infrastructure sectors, including energy infrastructure, transportation, digital infrastructure and water and waste.
Internal Audit is designed to improve our firmwide operations through a systematic and disciplined approach to evaluate and improve the effectiveness of risk management, internal controls, and governance processes. Internal Audit conducts its audits in accordance with professional standards, and its findings and recommendations are reported to senior management and the audit committee of our board of directors.
Internal Audit is designed to improve our firmwide operations through a systematic and disciplined approach to evaluate and improve the effectiveness of risk management, internal controls, and governance processes.
Senior management reports to the audit committee of the board of directors on the agenda of risk topics evaluated by the enterprise risk committee and provides periodic risk reports, a summary of key risks to the firm, and detailed assessments of selected risks, as applicable. 21 Table of Contents Additionally, our firmwide valuation committee reviews the valuation process for investments held by us and our investment vehicles, including the application of appropriate valuation standards on a consistent basis.
Senior management reports to the audit committee of the board of directors on the agenda of risk topics evaluated by the enterprise risk committee and provides periodic risk reports, a summary of key risks to the firm, and detailed assessments of selected risks, as applicable.
In the private wealth and insurance channels, the market for capital is highly competitive, requires significant investment and is highly regulated, which could create competitive challenges for us. In the private wealth channel, the willingness of our competitors to pay higher or differing types of distributor fees increases competition for fundraising.
In the private wealth and insurance channels, the market for capital is highly competitive, requires significant investment and is highly regulated, which could create competitive challenges for us.
The firmwide valuation committee is chaired by our Chief Financial Officer and is comprised of members of senior management, senior leaders from our businesses and representatives from legal and finance.
Additionally, our firmwide valuation committee reviews the valuation process for investments held by us and our investment vehicles, including the application of appropriate valuation standards on a consistent basis. The firmwide valuation committee is chaired by our Chief Financial Officer and is comprised of members of senior management, senior leaders from our businesses and representatives from legal and finance.
Multi-Asset Investing Our Multi-Asset Investing segment (“BXMA”) has approximately 240 employees managing $84.2 billion of Total Assets Under Management as of December 31, 2024. BXMA, the world’s largest discretionary allocator to hedge funds, seeks to grow investors’ assets through investment strategies designed to deliver, primarily through the public markets, compelling risk-adjusted returns.
Multi-Asset Investing Our Multi-Asset Investing segment (“BXMA”) has approximately 240 employees managing $96.2 billion of Total Assets Under Management as of December 31, 2025. BXMA, the world’s largest discretionary allocator to hedge funds, is a leader in building multi-asset portfolios. BXMA invests across asset classes in both public and private markets aiming to generate compelling risk-adjusted returns.
We offer employee well-being programs that provide information, tools and resources, including connections to immediate support, community referrals and counseling. We have partnered with various platforms to provide on-demand emotional and mental health support and personalized support and resources for employees and their families throughout all stages of life. Data Privacy and Security Blackstone is committed to data privacy.
We have partnered with various platforms to provide on-demand emotional and mental health support and personalized support and resources for employees and their families throughout all stages of life.
Regulatory and Compliance Matters Our businesses, as well as the financial services industry generally, are subject to extensive regulation in the United States and in many of the markets in which we operate. Our business is subject to compliance with laws and regulations of U.S. federal and state governments, non-U.S. governments, their respective agencies and/or various self-regulatory organizations or exchanges.
Our business is subject to compliance with laws and regulations of U.S. federal and state governments, non-U.S. governments, their respective agencies and/or various self-regulatory organizations or exchanges.
Our ability to generate and realize carried interest is an important element of our business and has historically accounted for a very significant portion of our income. Carried interest is typically structured as a net profits interest in the applicable fund.
In our carry funds, our Performance Revenues consist of the Performance Allocations to which the general partner or an affiliate thereof is entitled, commonly referred to as carried interest. Our ability to generate and realize carried interest is an important element of our business and has historically accounted for a very significant portion of our income.
The infrastructure and asset based credit strategies include energy strategies (including our sustainable resources platform) and asset based finance strategies focused on privately originated, income-oriented credit assets secured by physical, financial or residential real estate collateral. 9 Table of Contents Our insurance platform focuses on providing full investment management services for insurance and reinsurance accounts, seeking to deliver customized and diversified portfolios consisting primarily of investment grade credit, including through Blackstone’s private credit origination capabilities.
The infrastructure and asset based credit strategies include private placement strategies, energy strategies (including our sustainable resources platform) and asset based finance strategies focused on privately originated, income-oriented credit assets secured by physical, financial or residential real estate collateral.
Blackstone also offers comprehensive and competitive benefits to its full-time employees, including, without limitation, primary and secondary caregiver leave, adoption leave, fertility coverage and back up childcare. In addition, we offer additional family planning benefits for employees such as infertility benefits, including cryopreservation and primary caregiver leave for a minimum of 21 weeks.
Blackstone offers comprehensive and competitive benefits to its full-time employees, including, without limitation, primary caregiver leave (for 21 weeks), secondary caregiver leave, adoption leave, infertility benefits (including cryopreservation), compassion care leave and back up childcare. We also offer employee well-being programs that provide information, tools and resources, including connections to immediate support, community referrals and counseling.
We believe our current compensation and benefit allocations for senior professionals are best in class and are consistent with companies in the alternative asset management industry. Our senior management periodically reviews the effectiveness and competitiveness of our compensation program.
We also provide our employees and their families robust health and wellbeing offerings, including time-off options and family planning resources. 18 Table of Contents We believe our current compensation and benefit allocations for senior professionals are best in class and are consistent with companies in the alternative asset management industry.
Our enterprise risk management framework is designed to manage non-investment risk areas across the firm, such as financial, human capital, legal, operational, regulatory, legislative, reputational and technology risks. Our enterprise risk committee assists Blackstone management to identify, assess, monitor and mitigate such key enterprise risks at the corporate, business unit and fund level.
Internal Audit conducts its audits in accordance with professional standards, and its findings and recommendations are reported to senior management and the audit committee of our board of directors. 21 Table of Contents Our enterprise risk management framework is designed to manage non-investment risk areas across the firm, such as financial, human capital, legal, operational, regulatory, legislative, reputational and technology risks.
Multi-Strategy aims to generate strong risk-adjusted returns through opportunistic, asset-class agnostic investing, including structured risk transfer and equity capital markets strategies. BXMA also includes a platform managed by Harvest Fund Advisors LLC (“Harvest”), which primarily invests in publicly traded energy infrastructure, renewables and master limited partnerships holding midstream energy assets in North America.
Total Portfolio Management manages large-scale total portfolios across asset classes in both public and private markets. The Public Real Assets platform is managed by Harvest Fund Advisors LLC (“Harvest”), which primarily invests in publicly traded energy infrastructure, renewables and master limited partnerships holding midstream energy assets in North America.
BXMA is organized into two primary platforms: Absolute Return and Multi-Strategy. Absolute Return is designed to pursue consistent, efficient and diversifying returns across multiple market environments. Absolute Return manages a broad range of commingled and customized fund solutions, a seeding business and registered funds that provide alternative asset solutions through daily liquidity products.
BXMA is organized into four investment platforms: Absolute Return, Multi-Strategy, Total Portfolio Management and Public Real Assets. Absolute Return manages a broad range of commingled and customized portfolios and aims to generate consistent returns across market environments. Multi-Strategy aims to generate strong risk-adjusted returns through opportunistic, asset-class agnostic investing.
Removed
BIP targets a diversified mix of core+, core and public-private partnership investments across all infrastructure sectors, including energy infrastructure, transportation, digital infrastructure and water and waste.
Added
BXINFRA invests primarily in infrastructure equity, secondaries and credit strategies, leveraging Blackstone’s infrastructure talent and investment capabilities to create an attractive portfolio of alternative infrastructure investments. Strategic Partners is a total fund solutions provider. As a secondary investor, it acquires interests in high-quality private funds from original holders seeking liquidity.
Removed
Certain institutional investors have demonstrated a preference to in-source their own investment professionals and to make direct investments in alternative assets without the assistance of private equity advisers like us. We compete for investments with such institutional investors and such institutional investors could cease to be our clients.
Added
Our insurance platform focuses on providing investment management services for insurance and reinsurance accounts, seeking to deliver customized and diversified portfolios consisting primarily of investment grade credit, including through Blackstone’s private credit origination capabilities. Through this platform, we provide our clients tailored portfolio construction, strategic asset allocation and specialized analytical tools.
Removed
In addition, certain of the closed-end and open-end investment companies we manage, advise or sub-advise are registered, or regulated as a BDC, under the 1940 Act.
Added
Carried interest is typically structured as a net profits interest in the applicable fund.
Added
In addition, competition for fundraising in the private wealth and insurance channels is also driven by the willingness of certain of our competitors to charge lower fees or pay higher or different types of distributors fees. We also face competition in the pursuit of attractive investment opportunities for our funds.

… 2 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

297 edited+56 added−134 removed382 unchanged
These include timing of realizations, changes in the valuations of our funds’ investments, changes in the amount of distributions, dividends or interest paid in respect of investments, changes in our operating expenses and the degree to which we encounter competition. Each of these factors may be impacted by economic and market conditions.
These include the timing of realizations, changes in the valuations of our funds’ investments, changes in the amount of distributions, dividends or interest paid in respect of investments, changes in our operating expenses and the degree to which we encounter competition. Each of these factors may be impacted by economic and market conditions.
We have confronted and expect to continue to confront requests from a variety of investors and groups representing investors to decrease fees, which could result in a reduction in the fees and Performance Revenues we earn. The asset management business is intensely competitive. The asset management business is intensely competitive.
We have confronted and expect to continue to confront requests from a variety of investors and groups representing investors to decrease fees, which could result in a reduction in the fees and Performance Revenues we earn. The asset management business is intensely competitive.
These actions could negatively impact our ability to raise capital from and deploy capital in such jurisdictions, including if the administration seeks to expand such limitations to apply to a broader range of activities.
These actions could negatively impact our ability to raise capital from and to deploy capital in such jurisdictions, including if the administration seeks to expand such limitations to apply to a broader range of activities.
The payments under a tax receivable agreement are not conditioned upon a tax receivable agreement counterparty’s continued ownership of us. We may need to incur debt to finance payments under the tax receivable agreement to the extent our cash resources are insufficient to meet our obligations under the tax receivable agreements as a result of timing discrepancies or otherwise.
The payments under a tax receivable agreement are not conditioned upon a tax receivable agreement counterparty’s continued ownership of us. We may need to incur debt to finance payments under the tax receivable agreements to the extent our cash resources are insufficient to meet our obligations under the tax receivable agreements as a result of timing discrepancies or otherwise.
Investments in non-U.S. securities involve certain factors not typically associated with investing in U.S. securities, including risks relating to: • currency exchange matters, including fluctuations in currency exchange rates and costs associated with conversion of investment principal and income from one currency into another, • less developed or efficient financial markets than in the United States, which may lead to potential price volatility and relative illiquidity, • the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government supervision and regulation, • changes in laws or clarifications to existing laws that could impact our tax treaty positions, which could adversely impact the returns on our funds’ investments, • a less developed legal or regulatory environment, differences in the legal and regulatory environment or enhanced legal and regulatory compliance, • heightened exposure to corruption risk in certain non-U.S. markets, • political hostility to investments by foreign or private equity investors, • reliance on a more limited number of commodity inputs, service providers and/or distribution mechanisms, • more volatile or challenging market or economic conditions, including higher rates of inflation, • higher transaction costs, • difficulty in enforcing contractual obligations, • fewer investor protections and less publicly available information about companies, 60 Table of Contents • certain economic and political risks, including potential exchange control regulations and restrictions on our non-U.S. investments and repatriation of profits on investments or of capital invested, the risks of war, terrorist attacks, political, economic or social instability, the possibility of expropriation or confiscatory taxation and adverse economic and political developments and • the possible imposition of non-U.S. taxes or withholding on income and gains recognized with respect to such securities.
Investments in non-U.S. securities involve certain factors not typically associated with investing in U.S. securities, including risks relating to: • currency exchange matters, including fluctuations in currency exchange rates and costs associated with conversion of investment principal and income from one currency into another, • less developed or efficient financial markets than in the United States, which may lead to potential price volatility and relative illiquidity, • the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government supervision and regulation, • changes in laws or clarifications to existing laws that could impact our tax treaty positions, which could adversely impact the returns on our funds’ investments, • a less developed legal or regulatory environment, differences in the legal and regulatory environment or enhanced legal and regulatory compliance, • heightened exposure to corruption risk and/or economic sanctions risk in certain non-U.S. markets, • political hostility to investments by foreign or private equity investors, • reliance on a more limited number of commodity inputs, service providers and/or distribution mechanisms, • more volatile or challenging market or economic conditions, including higher rates of inflation, • higher transaction costs, • difficulty in enforcing contractual obligations, • fewer investor protections and less publicly available information about companies, 57 Table of Contents • certain economic and political risks, including potential exchange control regulations and restrictions on our non-U.S. investments and repatriation of profits on investments or of capital invested, the risks of war, terrorist attacks, political, economic or social instability, the possibility of expropriation or confiscatory taxation and adverse economic and political developments and • the possible imposition of non-U.S. taxes or withholding on income and gains recognized with respect to such securities.
Any determination that we have violated the FCPA, the EU and U.K. anti-money laundering regimes, the U.K. anti-bribery laws or other applicable anti-corruption, anti-bribery, or anti-money laundering laws could subject us to, among other things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct, securities litigation and a general loss of investor confidence.
Any determination that we have violated the FCPA, the EU and U.K. anti-money laundering regimes, the U.K. anti-bribery and anti-fraud laws or other applicable anti-corruption, anti-bribery, anti-fraud or anti-money laundering laws could subject us to, among other things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct, securities litigation and a general loss of investor confidence.
A number of factors serve to increase our competitive risks: • a number of our competitors have greater financial, technical, research, marketing and other resources and more personnel than we do, • some of our funds may not perform as well as competitors’ funds or other available investment products, • several of our competitors have significant amounts of capital, and many of them have similar investment objectives to ours, which may create additional competition for investment opportunities and may reduce the size and duration of pricing inefficiencies that many alternative investment strategies seek to exploit, • some of our competitors, particularly strategic competitors, may have a lower cost of capital, which may be exacerbated by limits on the deductibility of interest expense, • some of our competitors may have access to funding sources that are not available to us, which may create competitive disadvantages for us with respect to investment opportunities, • some of our competitors may be subject to less regulation and accordingly may have more flexibility to undertake and execute certain businesses or investments than we can and/or bear less compliance cost than we do, • some of our competitors may have more flexibility than us in raising certain types of investment funds under the investment management contracts they have negotiated with their investors, • some of our competitors may have higher risk tolerances, different risk assessments or lower return thresholds, which could allow them to consider a wider variety of investments and to bid more aggressively than us for investments that we want to make or to seek exit opportunities through different channels, • some of our competitors may be more successful than we are in the development of new or customized products to address investor demand for new or different investment strategies and/or regulatory changes, including with respect to private credit products and products that are developed for individual investors or that target insurance capital, 30 Table of Contents • in order to broaden distribution of their private wealth products, some of our competitors may be willing to pay higher placement, servicing or other forms of distributor fees, which may adversely impact the amount of capital we are able to raise in the private wealth channel, • there are relatively few barriers to entry impeding new alternative asset managers, and the successful efforts of new entrants, including former “star” portfolio managers at large diversified financial institutions as well as such institutions themselves, is expected to continue to result in increased competition, • some of our competitors may have better expertise or be regarded by investors as having better expertise in a specific asset class or geographic region than we do, • corporate buyers may be able to achieve synergistic cost savings in respect of an investment, which may provide them with a competitive advantage relative to us when bidding for an investment, • some investors may prefer to invest with an investment manager that is not publicly traded or is smaller, with a more limited number of investment products and • other industry participants will from time to time seek to recruit our investment professionals and other employees away from us.
A number of factors serve to increase our competitive risks: • a number of our competitors have greater financial, technical, research, marketing and other resources and more personnel than we do, • some of our funds may not perform as well as competitors’ funds or other available investment products, 28 Table of Contents • several of our competitors have significant amounts of capital, and many of them have similar investment objectives to ours, which may create additional competition for investment opportunities and may reduce the size and duration of pricing inefficiencies that many alternative investment strategies seek to exploit, • some of our competitors, particularly strategic competitors, may have a lower cost of capital, which may be exacerbated by limits on the deductibility of interest expense, • some of our competitors may have access to funding sources that are not available to us, which may create competitive disadvantages for us with respect to investment opportunities, • some of our competitors may be subject to less regulation and accordingly may have more flexibility to undertake and execute certain businesses or investments than we can and/or bear less compliance cost than we do, • some of our competitors may have more flexibility than us in raising certain types of investment funds under the investment management contracts they have negotiated with their investors, • some of our competitors may have higher risk tolerances, different risk assessments or lower return thresholds, which could allow them to consider a wider variety of investments and to bid more aggressively than us for investments that we want to make or to seek exit opportunities through different channels, • some of our competitors may be more successful than we are in the development of new or customized products to address investor demand for new or different investment strategies and/or regulatory changes, including with respect to private credit products and products that are developed for individual investors or that target insurance capital, • in order to broaden distribution of their private wealth products, some of our competitors may be willing to pay higher placement, servicing or other forms of distributor fees or offer revenue shares, which may adversely impact the amount of capital we are able to raise in the private wealth channel, • there are relatively few barriers to entry impeding new alternative asset managers, and the successful efforts of new entrants, including former “star” portfolio managers at large diversified financial institutions as well as such institutions themselves, is expected to continue to result in increased competition, • some of our competitors may have better expertise or be regarded by investors as having better expertise in a specific asset class or geographic region than we do, • corporate buyers may be able to achieve synergistic cost savings in respect of an investment, which may provide them with a competitive advantage relative to us when bidding for an investment, • some investors may prefer to invest with an asset manager that is not publicly traded or is smaller, with a more limited number of investment products and • other industry participants will from time to time seek to recruit our investment professionals and other employees away from us.
Regulatory initiatives to require investors to make disclosures to their stakeholders regarding sustainability matters have become increasingly common in certain jurisdictions, which may further increase the number and type of investors who place importance on these issues and who demand certain types of reporting from us or our funds.
Regulatory initiatives that require investors to make disclosures to their stakeholders regarding sustainability matters have become increasingly common in certain jurisdictions, which may further increase the number and type of investors who place importance on these issues and who demand certain types of reporting from us or our funds.
For example, periods of economic weakness have contributed and may in the future contribute to a decline in commodity prices and decreased consumer demand for certain goods and services (including energy), and/or volatility in the oil and natural gas markets, each of which would have an adverse effect on our energy and consumer investments.
For example, periods of economic weakness have contributed and may in the future contribute to a decline in commodity prices and decreased consumer demand for certain goods and services, and/or volatility in the oil and natural gas markets, each of which would have an adverse effect on our energy and consumer investments.
In addition to the provisions described elsewhere relating to the Series II Preferred Stockholder’s control, other provisions in our certificate of incorporation and bylaws may discourage, delay or prevent a merger or acquisition that a stockholder may consider favorable by, for example: • permitting our board of directors to issue one or more series of preferred stock, • providing for the loss of voting rights for the common stock, • requiring advance notice for stockholder proposals and nominations if they are ever permitted by applicable law, • placing limitations on convening stockholder meetings, • prohibiting stockholder action by written consent unless such action is consent to by the Series II Preferred Stockholder and • imposing super-majority voting requirements for certain amendments to our certificate of incorporation.
In addition to the provisions described elsewhere relating to the Series II Preferred Stockholder’s control, other provisions in our certificate of incorporation and bylaws may discourage, delay or prevent a change in control or a merger or acquisition that a stockholder may consider favorable by, for example: • permitting our board of directors to issue one or more series of preferred stock, • providing for the loss of voting rights for the common stock, • requiring advance notice for stockholder proposals and nominations if they are ever permitted by applicable law, • placing limitations on convening stockholder meetings, • prohibiting stockholder action by written consent unless such action is consented to by the Series II Preferred Stockholder and • imposing super-majority voting requirements for certain amendments to our certificate of incorporation.
Our ability to raise capital from third-party investors depends on a number of factors, such as economic and market conditions (including the level of interest rates and stock market performance) and the asset allocation rules or investment policies to which such third-party investors are subject.
Our ability to raise capital from third-party investors depends on a number of factors, such as economic, market (including the level of interest rates and stock market performance) and geopolitical conditions, and the asset allocation rules or investment policies to which such third-party investors are subject.
A failure to successfully raise capital could materially reduce our revenue and cash flow and adversely affect our financial condition. In connection with raising new funds or making further investments in existing funds, we negotiate terms for such funds and investments with existing and potential investors.
A failure to successfully raise capital could materially reduce our revenue and cash flow and adversely affect our financial condition. In connection with raising new funds or making further investments in existing funds, we negotiate terms for such funds and investments with investors.
The incurrence of a significant amount of indebtedness by an entity could, among other things: • give rise to an obligation to make mandatory pre-payments of debt using excess cash flow, which might limit the entity’s ability to respond to changing industry conditions to the extent additional cash is needed for the response, to make unplanned but necessary capital expenditures or to take advantage of growth opportunities, • limit the entity’s ability to adjust to changing market conditions, thereby placing it at a competitive disadvantage compared to its competitors who have relatively less debt, 57 Table of Contents • allow even moderate reductions in operating cash flow to render it unable to service its indebtedness, leading to a bankruptcy or other reorganization of the entity and a loss of part or all of the equity investment in it, • limit the entity’s ability to engage in strategic acquisitions that might be necessary to generate attractive returns or further growth and • limit the entity’s ability to obtain additional financing or increase the cost of obtaining such financing, including for capital expenditures, working capital or general corporate purposes.
The incurrence of a significant amount of indebtedness by an entity could, among other things: • give rise to an obligation to make mandatory pre-payments of debt using excess cash flow, which might limit the entity’s ability to respond to changing industry conditions to the extent additional cash is needed for the response, to make unplanned but necessary capital expenditures or to take advantage of growth opportunities, • limit the entity’s ability to adjust to changing market conditions, thereby placing it at a competitive disadvantage compared to its competitors who have relatively less debt, • allow even moderate reductions in operating cash flow to render it unable to service its indebtedness, leading to a bankruptcy or other reorganization of the entity and a loss of part or all of the equity investment in it, • limit the entity’s ability to engage in strategic acquisitions that might be necessary to generate attractive returns or further growth and • limit the entity’s ability to obtain additional financing or increase the cost of obtaining such financing, including for capital expenditures, working capital or general corporate purposes.
Many of these regulators, including U.S. and foreign government agencies and self-regulatory organizations, as well as state securities commissions in the United States, are also empowered to conduct examinations, inquiries, investigations and administrative proceedings that can result in fines, suspensions of personnel, changes in policies, procedures or disclosure or other sanctions, including censure, the issuance of cease-and-desist orders, the suspension or expulsion of a broker-dealer or investment adviser from registration or memberships or the commencement of a civil or criminal lawsuit against us or our personnel.
Many of these regulators, including U.S. and foreign government agencies and self-regulatory organizations, as well as state securities commissions in the United States, are also empowered to conduct examinations, inquiries, investigations and administrative proceedings that can result in fines, suspensions of personnel, changes in policies, procedures or disclosures or other sanctions, including censure, the issuance of cease-and-desist orders, the suspension or expulsion of a broker-dealer or investment adviser from registration or memberships or the commencement of a civil or criminal lawsuit against us or our personnel.
Our funds may invest in strategic assets having a national or regional profile or in infrastructure, the nature of which could expose them to a greater risk of being subject to a terrorist attack or a security breach than other assets or businesses.
Our funds may invest in strategic assets having a national or regional profile or in digital or other infrastructure, the nature of which could expose them to a greater risk of being subject to a terrorist attack or a security breach than other assets or businesses.
All of the foregoing is subject to the qualification that the declaration and payment of any dividends are at the sole discretion of our board of directors, and may change at any time, including, without limitation, to reduce such quarterly dividends or to eliminate such dividends entirely.
The foregoing is subject to the qualification that the declaration and payment of any dividends are at the sole discretion of our board of directors, and may change at any time, including, without limitation, to reduce such quarterly dividends or to eliminate such dividends entirely.
In addition to having a significant negative impact on our revenue, net income and cash flow, the occurrence of such an event with respect to any of our investment funds would likely result in significant reputational damage to us. 62 Table of Contents In addition, because our investment funds have advisers that are registered under the Advisers Act, an “assignment” of the management agreements of our investment funds (which may be deemed to occur in the event these advisers were to experience a change of control) would generally be prohibited without consent of the investment fund, which may require investor consent.
In addition to having a significant negative impact on our revenue, net income and cash flow, the occurrence of such an event with respect to any of our investment funds would likely result in significant reputational damage to us. 59 Table of Contents In addition, because our investment funds have advisers that are registered under the Advisers Act, an “assignment” of the management agreements of our investment funds (which may be deemed to occur in the event these advisers were to experience a change of control) would generally be prohibited without consent of the investment fund, which may require investor consent.
Disclosure of such activity, even if such activity is not subject to sanctions under applicable law, and any sanctions actually imposed on us or our affiliates as a result of these activities, could harm our reputation and have a negative impact on our business, and any failure to disclose any such activities as required could additionally result in fines or penalties. 59 Table of Contents Our asset management activities involve investments in relatively illiquid assets, and we may fail to realize any profits from these activities for a considerable period of time.
Disclosure of such activity, even if such activity is not subject to sanctions under applicable law, and any sanctions actually imposed on us or our affiliates as a result of these activities, could harm our reputation and have a negative impact on our business, and any failure to disclose any such activities as required could additionally result in fines or penalties. 56 Table of Contents Our asset management activities involve investments in relatively illiquid assets, and we may fail to realize any profits from these activities for a considerable period of time.
For example, California has enacted, and legislators in New York have introduced, climate disclosure laws that could require us to report on, among other matters, greenhouse gas emissions and climate-related risks.
For example, California has enacted, and legislators in New York and other states have introduced, climate disclosure laws that could require us to report on, among other matters, greenhouse gas emissions and climate-related risks.
Although we are not aware of any issue that would cause the IRS to challenge a tax basis increase, the tax receivable agreement counterparties will not reimburse us for any payments previously made under the tax receivable agreement.
Although we are not aware of any issue that would cause the IRS to challenge a tax basis increase, the tax receivable agreement counterparties will not reimburse us for any payments previously made under the tax receivable agreements.
Many regulators have indicated an intention to take more aggressive enforcement actions regarding data privacy matters, and private litigation resulting from such matters is increasing and resulting in progressively larger judgments and settlements.
Many regulators have indicated an intention to take more aggressive enforcement actions regarding data security and privacy matters, and private litigation resulting from such matters is increasing and resulting in progressively larger judgments and settlements.
See “— Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our business and the operations of our funds’ portfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.” Laws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both within and outside the U.S., may make it more difficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.
See “—Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our businesses and the operations of our funds’ portfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.” Laws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both within and outside the U.S., may make it more difficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.
In a declining market, our liquid or semi-liquid vehicles have and may continue to experience declines in value, which may be provoked and/or exacerbated by margin calls and forced selling of assets.
In addition, in a declining market, our liquid or semi-liquid vehicles have and may continue to experience declines in value, which may be provoked and/or exacerbated by margin calls and forced selling of assets.
Additionally, the SEC has instituted and settled multiple actions against investment advisers for violating its 2022 amended marketing rule, which imposed more prescriptive requirements on fund marketing. 43 Table of Contents The potential for governmental policy and/or legislative changes and regulatory reform may create regulatory uncertainty for our investment strategies, may make it more difficult to operate our business, and may adversely affect the profitability of our funds’ portfolio companies.
Additionally, the SEC has instituted and settled multiple actions against investment advisers for violating its 2022 amended marketing rule, which imposed more prescriptive requirements on fund marketing. 41 Table of Contents The potential for governmental policy and/or legislative changes and regulatory reform may create regulatory uncertainty for our investment strategies, may make it more difficult to operate our business, and may adversely affect the profitability of our funds’ portfolio companies.
During periods in which a significant portion of our assets under management is attributable to carry funds that are not in their harvesting periods, we may receive substantially lower Performance Allocations. 27 Table of Contents Adverse economic and market conditions may adversely affect the amount of cash generated by our businesses, the value of our principal investments, and in turn, our ability to pay dividends to our stockholders.
During periods in which a significant portion of our assets under management is attributable to carry funds that are not in their harvesting periods, we may receive substantially lower Performance Allocations. 26 Table of Contents Adverse economic and market conditions may adversely affect the amount of cash generated by our businesses, the value of our principal investments, and in turn, our ability to pay dividends to our stockholders.
While the general partners and investment advisers to our investment funds, including their directors, officers, other employees and affiliates, are generally indemnified to the fullest extent permitted by law with respect to their conduct in connection with the management of the business and affairs of our investment funds, such indemnity does not extend to actions determined to have involved fraud, gross negligence, willful misconduct or other similar misconduct.
While the general partners and investment advisers to our investment funds, including their directors, officers, other employees and affiliates, are generally indemnified to the fullest extent permitted by law with respect to their conduct in connection with the management of the business and affairs of our investment funds, such indemnity does not extend beyond as permitted by law or to actions determined to have involved fraud, gross negligence, willful misconduct or other similar misconduct.
See “—Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our business and the operations of our funds’ portfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.” We may also communicate certain initiatives regarding environmental, human capital management, and other sustainability-related matters in our SEC filings or in other disclosures by us or our funds.
See “—Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our businesses and the operations of our funds’ portfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.” We may also communicate certain initiatives regarding environmental, human capital management, and other sustainability-related matters in our SEC filings or in other disclosures by us or our funds.
Furthermore, if we fail to comply with the relevant laws and regulations or fail to provide the appropriate regulatory or other notifications of breach in a timely matter, it could result in regulatory investigations and penalties, which could lead to negative publicity and reputational harm and may cause our fund investors and clients to lose confidence in the effectiveness of our security measures and Blackstone more generally.
Furthermore, if we fail to comply with the relevant laws and regulations or fail to provide the appropriate regulatory or other notifications of breach in a timely manner, it could result in regulatory investigations and penalties, which could lead to negative publicity and reputational harm and may cause our fund investors and clients to lose confidence in the effectiveness of our security measures and Blackstone more generally.
Our ability to make dividends to our stockholders will depend on a number of factors, including among others general economic and business conditions, our strategic plans and prospects, our business and investment opportunities, our financial condition and operating results, including the timing and extent of our realizations, working capital requirements and anticipated cash needs, contractual restrictions and obligations including fulfilling 75 Table of Contents our current and future capital commitments, legal, tax and regulatory restrictions, restrictions and other implications on the payment of dividends by us to holders of our common stock or payment of distributions by our subsidiaries to us and such other factors as our board of directors may deem relevant.
Our ability to make dividends to our stockholders will depend on a number of factors, including among others general economic and business conditions, our strategic plans and prospects, our business and investment opportunities, our financial condition and operating results, including the timing and extent of our realizations, working capital requirements and anticipated cash needs, contractual restrictions and obligations including fulfilling our current and future capital commitments, legal, tax and regulatory restrictions, restrictions and other implications on the payment of dividends by us to holders of our common stock or payment of distributions by our subsidiaries to us and such other factors as our board of directors may deem relevant.
Federal regulatory bodies, such as the FSOC, and international organizations, such as the Financial Stability Board, regularly assess financial stability-related risks associated with, among other things, nonbank lending and certain types of open-end funds. At this time, whether any rules or regulations related thereto will be proposed is unclear.
Federal regulatory bodies, such as the FSOC, and international organizations, such as the Financial Stability Board, regularly assess financial stability-related risks associated with, among other things, nonbank lending and certain types of open-ended funds. At this time, whether any rules or regulations related thereto will be proposed is unclear.
We have increasingly undertaken initiatives to deliver to insurance companies customizable and diversified portfolios of Blackstone products and strategies across asset classes, including investment grade and non-investment grade credit, with a focus on corporate, asset based and private credit. Our insurance initiatives include partial or full management of insurance companies’ general account or reinsurance assets.
We have increasingly undertaken initiatives to deliver to insurance companies customizable and diversified portfolios of Blackstone products and strategies across asset classes, including investment grade and non-investment grade credit, with a focus on real estate, corporate, asset based and private credit. Our insurance initiatives include partial or full management of insurance companies’ general account or reinsurance assets.
At the same time, we may have an incentive to offer co-investment opportunities to our funds in lieu of (or to an extent that reduces the amount available to) coinvestors, particularly as we expand the number and type of private wealth products we offer. As a general matter, co-investors may bear different fees and expenses than our funds.
At the same time, we may have an incentive to offer co-investment opportunities to our funds in lieu of (or to an extent that reduces the amount available to) co-investors, particularly as we expand the number and type of private wealth products we offer. As a general matter, co-investors generally bear different fees and expenses than our funds.
Any inability, or perceived inability, by us to adequately address privacy concerns, or comply with applicable privacy laws, regulations, policies, industry standards, or related contractual obligations, even if unfounded, could result in regulatory and third-party liability, increased costs, disruptions to business and operations, and reputational damage.
Any inability, or perceived inability, by us to adequately address privacy concerns, or comply with applicable data security or privacy laws, regulations, policies, industry standards, or related contractual obligations, even if unfounded, could result in regulatory and third-party liability, increased costs, disruptions to business and operations, and reputational damage.
As a result, these funds could incur material losses and the resulting market impact of a major counterparty default could harm our businesses, results of operation and financial condition. In addition, under certain local clearing and settlement regimes in Europe, we or our funds could be subject to settlement discipline fines.
As a result, these funds could incur material losses and the resulting market impact of a major counterparty default could harm our businesses, results of operations and financial condition. In addition, under certain local clearing and settlement regimes in Europe, we or our funds could be subject to settlement discipline fines.
Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — 18. Commitments and Contingencies - Contingencies - Litigation.” Any private lawsuits or regulatory actions brought against us and resulting in a finding of substantial legal liability could materially adversely affect our business, financial condition or results of operations.
Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — 18. Commitments and Contingencies — Contingencies — Litigation.” Any private lawsuits or regulatory actions brought against us and resulting in a finding of substantial legal liability could materially adversely affect our business, financial condition or results of operations.
Many of the investment products and strategies we originate or develop for, or other assets or investments we include in, insurance company portfolios will be rated and a ratings downgrade or any other negative action by a rating agency or the NAIC’s Securities Valuation Office (“SVO”), as applicable, with respect to such products, assets or investments could make them less attractive and limit our ability to offer such products to, or invest or deploy capital on behalf of, insurers.
Many of the investment products and strategies we originate or develop for, or other assets or investments we include in, insurance company portfolios will be rated and a ratings downgrade or any other negative action by a rating agency or the 44 Table of Contents NAIC’s Securities Valuation Office (“SVO”), as applicable, with respect to such products, assets or investments could make them less attractive and limit our ability to offer such products to, or invest or deploy capital on behalf of, insurers.
Certain Relationships and Related Transactions, and Director Independence — Transactions with Related Persons — Registration Rights Agreement.” While the partnership agreements of the Blackstone Holdings Partnerships and related agreements contractually restrict the ability of Blackstone personnel to transfer the Blackstone Holdings Partnership Units or Blackstone Inc. common stock they hold and require that they maintain a minimum amount of equity ownership during their employ by us, these contractual provisions may lapse over time or be waived, modified or amended at any time.
Certain Relationships and Related Transactions, and Director Independence — Transactions with Related Persons — Registration Rights Agreement.” While the Blackstone Holdings partnership agreements and related agreements restrict the ability of Blackstone personnel to transfer Blackstone Holdings Partnership Units or Blackstone Inc. common stock and require that they maintain a minimum amount of equity ownership during their employ by us, these contractual provisions may lapse over time or be waived, modified or amended at any time.
While the actual increase in tax basis, as well as the amount and timing of any payments under this agreement, will vary depending upon a number of factors, including the timing of exchanges, the price of our common stock at the time of the exchange, the extent to which such exchanges are taxable and the amount and timing of our income, we expect that as a result of the size of the increases in the tax basis of the tangible and intangible assets of Blackstone Holdings, the payments that we may make under the tax receivable agreements will be substantial.
While the actual increase in tax basis, as well as the amount and timing of any payments under these agreements, will vary depending upon a number of factors, including the timing of exchanges, the price of our common stock at the time of the exchange, the extent to which such exchanges are taxable and the amount and timing of our income, we expect that as a result of the size of the increases in the tax basis of the tangible and intangible assets of Blackstone Holdings, the payments that we may make under the tax receivable agreements will be substantial.
If we were designated as a nonbank SIFI, including as a result of our asset management or nonbank lending activities, we could become subject to direct supervision by the Federal Reserve Board, and could become subject to enhanced prudential, capital, supervisory and other requirements, such as risk-based capital requirements, leverage limits, liquidity requirements, resolution plan and credit exposure report requirements, concentration limits, a contingent capital requirement, enhanced public 44 Table of Contents disclosures, short-term debt limits and overall risk management requirements.
If we were designated as a nonbank SIFI, including as a result of our asset management or nonbank lending activities, we could become subject to direct supervision by the Federal Reserve Board, and could become subject to enhanced prudential, capital, supervisory and other requirements, such as risk-based capital requirements, leverage limits, liquidity requirements, resolution plan and credit exposure report requirements, concentration limits, a contingent capital requirement, enhanced public disclosures, short-term debt limits and overall risk management requirements.
Pursuant to these exceptions, controlled companies 73 Table of Contents may elect not to comply with certain corporate governance requirements of the New York Stock Exchange, including the requirements (a) that a majority of our board of directors consist of independent directors, (b) that we have a nominating and corporate governance committee that is composed entirely of independent directors, (c) that we have a compensation committee that is composed entirely of independent directors and (d) that the compensation committee be required to consider certain independence factors when engaging compensation consultants, legal counsel and other committee advisers.
Pursuant to these exceptions, controlled companies may elect not to comply with certain corporate governance requirements of the New York Stock Exchange, including the requirements (a) that a majority of our board of directors consist of independent directors, (b) that we have a nominating and corporate governance committee that is composed entirely of independent directors, (c) that we have a compensation committee that is composed entirely of independent directors and (d) that the compensation committee be required to consider certain independence factors when engaging compensation consultants, legal counsel and other committee advisers.
In addition, payments to BXLS under such corporate partnerships (which can include future royalty or other milestone-based payments) are often contingent upon the achievement of certain milestones, including approvals of the applicable product candidate and/or product sales thresholds, over which BXLS may not have the ability to exercise meaningful control. • Life sciences and healthcare companies are subject to extensive regulation by the U.S.
In addition, payments to BXLS under such corporate partnerships (which can include future royalty or other milestone-based payments) are often contingent upon the achievement of certain milestones, including approvals of the applicable product candidate and/or product sales thresholds, over which BXLS may not have the ability to exercise meaningful control. 64 Table of Contents • Life sciences and healthcare companies are subject to extensive regulation by the U.S.
We are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to sustainability matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and harm our brand and reputation.
We are subject to scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to sustainability matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and harm our reputation.
In addition, the distribution of such products, including through new channels whether directly or through market intermediaries, could expose us to allegations of improper conduct and/or actions by state and federal regulators in the U.S. and regulators in jurisdictions outside of the United States.
In addition, the distribution of such products, including through new channels whether directly or through market intermediaries, could expose us to allegations of improper conduct and/or actions by state and federal regulators in the U.S. and regulators in jurisdictions outside of the U.S.
See “—Laws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both within and outside the U.S, may make it more difficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.” 45 Table of Contents Our provision of products and services to insurance companies subjects us to a variety of risks and uncertainties.
See “—Laws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both within and outside the U.S., may make it more difficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.” Our provision of products and services to insurance companies subjects us to a variety of risks and uncertainties.
Power and energy generation facilities in 65 Table of Contents which our funds invest are also subject to risks associated with volatility in the price of fuel sources and the impact of unusual or adverse weather conditions or other natural events, such as droughts, wildfires or hurricanes, as well as the risk of performance below expected levels of output, efficiency or reliability.
Power and energy generation facilities in which our funds invest are also subject to risks associated with volatility in the price of fuel sources and the impact of unusual or adverse weather conditions or other natural events, such as droughts, wildfires or hurricanes, as well as the risk of performance below expected levels of output, efficiency or reliability.
In addition, certain institutional investors, including sovereign wealth funds and public pension funds, have demonstrated an increased preference for alternatives to the traditional investment fund structure, such as managed accounts, smaller funds and co-investment vehicles.
Certain institutional investors, including sovereign wealth funds and public pension funds, have demonstrated an increased preference for alternatives to the traditional investment fund structure, such as managed accounts, smaller funds and co-investment vehicles.
Alternatively, we may experience decreased rates of return and increased risks of loss if we match investment prices, structures and terms offered by competitors. Moreover, if we are forced to compete with other alternative asset managers on the basis of price, we may not be able to maintain our current fund fee and carried interest terms.
Alternatively, we may experience decreased rates of return and increased risks of loss if we match investment prices, structures and terms offered by competitors. Moreover, if we are forced to compete with other 29 Table of Contents alternative asset managers on the basis of price, we may not be able to maintain our current fund fee and carried interest terms.
As a result of such regimes, we may incur significant delays and costs, be altogether prohibited from 49 Table of Contents making a particular investment or impede or restrict syndication or sale of certain assets to certain buyers, all of which could adversely affect the performance of our funds and in turn, materially reduce our revenues and cash flow.
As a result of such regimes, we may incur significant delays and costs, be altogether prohibited from making a particular investment or impede or restrict syndication or sale of certain assets to certain buyers, all of which could adversely affect the performance of our funds and in turn, materially reduce our revenues and cash flow.
For example, financial fraud or other deceptive practices at our funds’ portfolio companies, or failures by personnel at our funds’ portfolio companies to comply with anti-corruption, anti-bribery, anti-money laundering, trade and economic sanctions, export controls, anti-harassment, anti-discrimination or other legal and regulatory requirements, could subject us to, among other things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct and securities litigation, and could also cause significant reputational and business harm to us.
For example, financial fraud or other deceptive practices at our funds’ portfolio companies, or failures by personnel at our funds’ portfolio companies to comply with anti-corruption, anti-bribery, anti-fraud, anti-money laundering, trade and economic sanctions, export controls, anti-harassment, 48 Table of Contents anti-discrimination or other legal and regulatory requirements, could subject us to, among other things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct and securities litigation, and could also cause significant reputational and business harm to us.
This could result in litigation or regulatory action against us, including with respect to, among other things, claims that products distributed through such channels are distributed to investors for whom they are unsuitable, claims related to conflicts of interest or the adequacy of disclosure to investors or claims that the products are distributed in a manner inconsistent with our regulatory requirements or otherwise inappropriate manner.
This could result in litigation or regulatory action against us, including with respect to, among other things, claims that products distributed through such channels are distributed to investors for whom they are unsuitable, claims related to conflicts of interest or the adequacy of disclosure to investors or claims that 30 Table of Contents the products are distributed in a manner inconsistent with our regulatory requirements or otherwise inappropriate manner.
For example, a user may input confidential information, including material non-public information or personal identifiable information, into AI Technology applications, resulting in such information becoming part of a dataset that is accessible by third-party AI Technology applications and users, including our competitors. Such actions could subject us to legal and regulatory investigations and/or actions.
For example, a user may input confidential information, including material non-public information or personal identifiable information, into AI Technology applications, resulting in such information becoming part of a dataset that is accessible by third-party AI Technology applications and users, including our competitors. Such actions could subject us to legal and regulatory 36 Table of Contents investigations and/or actions.
The pervasiveness of social media and public focus on the externalities of business activities could lead to wider dissemination of adverse or inaccurate information about us, making remediation more difficult and magnifying reputational risk. 50 Table of Contents Employee misconduct could harm us by impairing our ability to attract and retain clients and subjecting us to significant legal liability and reputational harm.
The pervasiveness of social media and public focus on the externalities of business activities could lead to wider dissemination of adverse or inaccurate information about us, making remediation more difficult and magnifying reputational risk. Employee misconduct could harm us by impairing our ability to attract and retain clients and subjecting us to significant legal liability and reputational harm.
Changes in values of investments from quarter to quarter may result in volatility in our investment funds’ net asset value, our funds’ investment in, or fees from, those funds and the results of operations and cash flow that we report from period to period.
Changes in values of investments from quarter to quarter may result in volatility in our investment funds’ net asset values, fees from those funds and the results of operations and cash flow that we report from period to period.
Furthermore, Blackstone Inc. does not have any material assets other than its equity interests in certain wholly owned subsidiaries, which in turn will have no material assets (other than intercompany debt) other than general partner interests in the Blackstone Holdings Partnerships.
Furthermore, Blackstone Inc. does not have any material assets other than its general partner interests in the Blackstone Holdings Partnerships and its equity interests in certain wholly owned subsidiaries (which in turn have no material assets other than intercompany debt).
Other states could potentially take similar actions, which may further impair our access to capital from an investor base that has historically represented a significant portion of our fundraising. 28 Table of Contents In addition, volatility in the valuations of investments, has in the past and may in the future affect our ability to raise capital from third-party investors.
Other states could potentially take similar actions, which may further impair our access to capital from an investor base that has historically represented a significant portion of our fundraising. In addition, volatility in the valuations of investments, has in the past and may in the future affect our ability to raise capital from third-party investors.
In addition, counterparties have in the past and may in the future react to market volatility by tightening underwriting standards and increasing margin requirements for all categories of financing, which may decrease the overall amount of leverage available and increase the costs of borrowing. Underwriting activities by our capital markets services business expose us to risks.
In addition, counterparties have in the past and may in the future react to market volatility by tightening underwriting standards and increasing margin requirements for all categories of financing, which may decrease the overall amount of leverage available and increase the costs of borrowing. 67 Table of Contents Underwriting activities by our capital markets services business expose us to risks.
Any of the foregoing circumstances could have a material adverse effect on our financial condition, results of operations and cash flow. The due diligence process that we undertake in connection with investments by our funds may not reveal all facts and issues that may be relevant in connection with an investment.
Any of the foregoing circumstances could have a material adverse effect on our financial condition, results of operations and cash flow. 55 Table of Contents The due diligence process that we undertake in connection with investments by our funds may not reveal all facts and issues that may be relevant in connection with an investment.
In order to obtain new borrowings, or to extend or refinance existing borrowings, we are dependent on the willingness and 56 Table of Contents ability of financial institutions such as global banks to extend credit to us on favorable terms or at all, and on our ability to access the debt and equity capital markets, which can be volatile.
In order to obtain new borrowings, or to extend or refinance existing borrowings, we are dependent on the willingness and ability of financial institutions such as global banks to extend credit to us on favorable terms or at all, and on our ability to access the debt and equity capital markets, which can be volatile.
Because of our various asset management businesses and our capital markets services business, we will be subject to a number of actual and potential conflicts of interest and subject to greater regulatory oversight and more legal and contractual restrictions than that to which we would otherwise be subject if we had just one line of 53 Table of Contents business.
Because of our various asset management businesses and our capital markets services business, we will be subject to a number of actual and potential conflicts of interest and subject to greater regulatory oversight and more legal and contractual restrictions than that to which we would otherwise be subject if we had just one line of business.
As a consequence of such policies and procedures, we may be precluded from providing such information or other ideas to our other businesses even where it might be of benefit to them. Our failure to deal appropriately with conflicts of interest in our investment business could damage our reputation and adversely affect our businesses.
As a consequence of such policies and procedures, we may be precluded from providing such information or other ideas to our other businesses even where it might be of benefit to them. Our failure to deal appropriately with conflicts of interest in our asset management business could damage our reputation and adversely affect our businesses.
Although individual investors have been part of our historic distribution efforts, we have increasingly undertaken business initiatives to increase the number and type of investment products we offer to high-net-worth individuals, family offices and mass affluent investors in the U.S. and other jurisdictions around the world.
Although individual investors have been part of our historic distribution efforts, we are increasingly undertaking business initiatives to increase the number and type of investment products we offer to high-net-worth individuals, family offices and mass affluent investors in the U.S. and other jurisdictions around the world.
See “—Financial regulatory changes in the United States could adversely affect our business.” 31 Table of Contents These competitive pressures could adversely affect our ability to make successful investments and limit our ability to raise future investment funds, either of which would adversely impact our business, revenue, results of operations and cash flow.
See “—Financial regulatory changes in the United States could adversely affect our business.” These competitive pressures could adversely affect our ability to make successful investments and limit our ability to raise future investment funds, either of which would adversely impact our business, revenue, results of operations and cash flow.
Such investments are subject to a greater risk of poor performance or loss. Certain of our investment funds, especially our credit-focused funds, may invest in business enterprises involved in work-outs, liquidations, spin-offs, reorganizations, bankruptcies and similar transactions and may purchase high-risk receivables.
Such investments are subject to a greater risk of poor performance or loss. Business enterprises in certain of our investment funds, especially our credit-focused funds, may be involved in or experience work-outs, liquidations, spin-offs, reorganizations, bankruptcies and similar transactions and may purchase high-risk receivables.
Moreover, with respect to the historical returns of our investment funds: • we may create new funds in the future that reflect a different asset mix and different investment strategies (including funds whose management fees represent a more significant proportion of the fees than has historically been the case), as well as a varied geographic and industry exposure as compared to our present funds, and any such new funds could have different returns from our existing or previous funds, • the rates of returns of our carry funds reflect unrealized gains as of the applicable measurement date that may never be realized, which may adversely affect the ultimate value realized from those funds’ investments, • competition for investment opportunities continues to increase as a result of, among other things, the increased amount of capital invested in alternative investment funds, • our investment funds’ returns in some years benefited from investment opportunities and general market conditions that may not repeat themselves, our current or future investment funds might not be able to avail themselves of comparable investment opportunities or market conditions, and the circumstances under which our current or future funds may make future investments may differ significantly from those conditions prevailing in the past, • newly established funds may generate lower returns during the period in which they initially deploy their capital, which may result in little or no carried interest due to performance hurdles and • the rates of return reflect our historical cost structure, which may vary in the future due to various factors enumerated elsewhere in this report and other factors beyond our control, including changes in laws.
Moreover, with respect to the historical returns of our investment funds: • we may create new funds in the future that reflect a different asset mix and different investment strategies (including funds whose management fees represent a more significant proportion of the fees than has historically been the case), as well as a varied geographic and industry exposure as compared to our present funds, and any such new funds could have different returns from our existing or previous funds, • the rates of returns of our carry funds reflect unrealized gains as of the applicable measurement date that may never be realized, which may adversely affect the ultimate value realized from those funds’ investments, • competition for investment opportunities continues to increase as a result of, among other things, the increased amount of capital invested in alternative investment funds, • our investment funds’ returns in some years benefited from investment opportunities and general market conditions that may not repeat themselves, our current or future investment funds might not be able to avail themselves of comparable investment opportunities or market conditions, and the circumstances under which our current or future funds may make future investments may differ significantly from those conditions prevailing in the past, • newly established funds may generate lower returns during the period in which they initially deploy their capital, which may result in little or no carried interest due to performance hurdles and • the rates of return reflect our historical cost structure, which may vary in the future due to various factors enumerated elsewhere in this report and other factors beyond our control, including changes in laws. 50 Table of Contents The future internal rate of return for any current or future fund may vary considerably from the historical internal rate of return generated by any particular fund, or for our funds as a whole.
In addition, debt investments made 52 Table of Contents by our funds in our portfolio companies may be equitably subordinated to the debt investments made by third parties in our portfolio companies. After repaying senior security holders, the company may not have any remaining assets to use for repaying amounts owed in respect of our fund’s investment.
In addition, debt investments made by our funds in our portfolio companies may be equitably subordinated to the debt investments made by third parties in our portfolio companies. After repaying senior security holders, the company may not have any remaining assets to use for repaying amounts owed in respect of our fund’s investment.
In addition, we believe Blackstone Inc. is not an investment company under section 3(b)(1) of the 1940 Act because it is primarily engaged in a non-investment company business. The 1940 Act and the rules thereunder contain detailed parameters for the organization and operation of investment companies.
In addition, we believe Blackstone Inc. is not an investment company under Section 3(b)(1) of the 1940 Act because it is primarily engaged in a non-investment company business. 72 Table of Contents The 1940 Act and the rules thereunder contain detailed parameters for the organization and operation of investment companies.
See “—We are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to sustainability matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and harm our brand and reputation.” 42 Table of Contents Financial regulatory changes in the United States could adversely affect our business.
See “—We are subject to scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to sustainability matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and harm our reputation.” 40 Table of Contents Financial regulatory changes in the United States could adversely affect our business.
Such conditions and/or events can adversely affect our business in many ways, including 22 Table of Contents reducing the ability of our funds to raise or deploy capital, reducing the value or performance of our funds’ investments and making it more difficult for our funds to exit and realize value from existing investments.
Such conditions and/or events can adversely affect our business in many ways, including reducing the ability of our funds to raise or deploy capital, reducing the value or performance of our funds’ investments and making it more difficult for our funds to exit and realize value from existing investments.
The loss of the services of any key personnel could have a material adverse effect on our revenues, net income and cash flows and could harm our ability to maintain or grow assets under management in existing funds or raise additional funds in the future.
The loss of the services of any key personnel could have a material adverse effect on 31 Table of Contents our revenues, net income and cash flows and could harm our ability to maintain or grow assets under management in existing funds or raise additional funds in the future.
Further, legislation that would prohibit post-employment non-competition agreements except in limited circumstances has been introduced in New York. We strive to maintain a work environment that reinforces our culture of collaboration, motivation and alignment of interests with investors.
For example, legislation that would prohibit post-employment non-competition agreements except in limited circumstances has been introduced in New York. We strive to maintain a work environment that reinforces our culture of collaboration, motivation and alignment of interests with investors.
The Series II Preferred Stockholder has the ability to influence our business and affairs through its ownership of Series II Preferred stock, the Series II Preferred Stockholder’s general ability to appoint our board of directors, and provisions under our certificate of incorporation requiring Series II Preferred Stockholder approval for certain corporate actions (in addition to approval by our board of directors).
The Series II Preferred Stockholder has the ability to influence our business and affairs through its ownership of Series II Preferred stock, the Series II Preferred Stockholder’s general ability to appoint our 69 Table of Contents board of directors, and provisions under our certificate of incorporation requiring Series II Preferred Stockholder approval for certain corporate actions (in addition to approval by our board of directors).
Investors in our hedge funds may generally redeem their investments on a periodic basis following, in certain cases, 61 Table of Contents the expiration of a specified period of time when capital may not be withdrawn, subject to the applicable fund’s specific redemption provisions.
Investors in our hedge funds may generally redeem their investments on a periodic basis following, in certain cases, the expiration of a specified period of time when capital may not be withdrawn, subject to the applicable fund’s specific redemption provisions.
The rule prohibits investment advisers from providing advisory services for compensation to a government plan investor for two years, subject to limited exceptions, after the investment adviser, its senior executives or certain other “covered associates” make a disqualifying political contribution or payment to any such government official. There have also been similar rules on at the state level.
The rule prohibits investment advisers from providing advisory services for compensation to a government plan investor for two years, subject to limited exceptions, after the investment adviser, its senior executives or certain other “covered associates” make a disqualifying political contribution or payment to any such government official. There are also similar rules at the state level.
The activities of our capital markets services business may also subject us to the risk of liabilities to our clients and third parties, including our clients’ stockholders, under securities or other laws in connection with transactions in which we participate.
The activities of our capital markets services business may also subject us to the risk of liabilities to our clients and third parties, including our clients’ stockholders, under securities or other 47 Table of Contents laws in connection with transactions in which we participate.
These arrangements may require the posting of cash collateral at a time when a fund has insufficient cash or illiquid assets such that the posting of the cash is either impossible or requires the sale of assets at prices 63 Table of Contents that do not reflect their underlying value.
These arrangements may require the posting of cash collateral at a time when a fund has insufficient cash or illiquid assets such that the posting of the cash is either impossible or requires the sale of assets at prices that do not reflect their underlying value.
The success of a life sciences investment depends in part on the ability of the biopharmaceutical or medical device companies in whose products BXLS invests to obtain and defend patent rights and other intellectual property rights that are important to the commercialization of such products.
The success of a life sciences investment depends in part on the ability of the biopharmaceutical or medical device companies to obtain and defend patent rights and other intellectual property rights that are important to the commercialization of such products.
As a result, in certain circumstances payments to the counterparties under the tax receivable agreement could be in excess of our actual cash tax savings.
As a result, in certain circumstances payments to the counterparties under the tax receivable agreements could be in excess of our actual cash tax savings.
Therefore, we are exposed to the risks of reputational damage, regulatory scrutiny and legal liability to the extent such third parties improperly sell our products to investors. This risk is heightened by the continuing increase in the number of third parties through whom we distribute our investment products around the world and who we do not control.
Therefore, we are exposed to the risks of reputational damage, regulatory scrutiny and legal liability to the extent such third parties improperly sell our products to investors. This risk is heightened by the continuing increase in the number of third parties that distribute our investment products around the world and that we do not control.
Lastly, in certain, infrequent instances we may purchase an investment alongside one of our investment funds or sell an investment to one of our investment funds and 54 Table of Contents conflicts may arise in respect of the allocation, pricing and timing of such investments and the ultimate disposition of such investments.
Lastly, in certain, infrequent instances we may purchase an investment alongside one of our investment funds or sell an investment to one of our investment funds and conflicts may arise in respect of the allocation, pricing and timing of such investments and the ultimate disposition of such investments.
If for any reason these exemptions were to become unavailable to us, we could become subject to regulatory action or third-party claims and our business could be materially and adversely affected. 47 Table of Contents Complex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.
If for any reason these exemptions were to become unavailable to us, we could become subject to regulatory action or third-party claims and our business could be materially and adversely affected. Complex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.

… 407 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

7 edited+1 added−0 removed16 unchanged
Risk Factors — Risk Related to our Business — Cybersecurity and data protection risks could result in the loss of data, interruptions in our business, and damage to our reputation, and subject us to regulatory actions, increased costs and financial losses, each of which could have a material adverse effect on our business and results of operations.” in this Annual Report on Form 10-K.
Risk Factors — Risks Related to Our Business — Cybersecurity and data protection risks could result in the loss of data, interruptions in our business, and damage to our reputation, and subject us to regulatory actions, increased costs and financial losses, each of which could have a material adverse effect on our business and results of operations.” in this Annual Report on Form 10-K.
Our CTO has over 23 years of information security, technology and engineering experience, including having previously served as the Chief Technology and Chief Innovation Officer at a large financial institution. Our CTO is responsible for all aspects of technology across Blackstone, advises our investment teams and acts as a resource to portfolio companies on technology-related matters.
Our CTO has over 24 years of information security, technology and engineering experience, including having previously served as the Chief Technology and Chief Innovation Officer at a large financial institution. Our CTO is responsible for all aspects of technology across Blackstone, advises our investment teams and acts as a resource to portfolio companies on technology-related matters.
Blackstone’s CSO reports to the board of directors and the audit committee of the board of directors at least annually on cybersecurity matters, including risks. These reports also include, as applicable, an overview of cybersecurity incidents. Additionally, the CSO provides quarterly updates to management on Blackstone’s cybersecurity risks and program developments. 82 Table of Contents
Blackstone’s CSO reports to the board of directors and the audit committee of the board of directors at least annually on cybersecurity matters, including risks. These reports also include, as applicable, an overview of cybersecurity incidents. Additionally, the CSO provides quarterly updates to management on Blackstone’s cybersecurity risks and program developments. 76 Table of Contents
The IRP sets out ongoing monitoring or remediating actions to be taken after resolution of an incident. The IRP is reviewed at least annually by members of BXTI and Legal and Compliance.
The IRP sets out ongoing monitoring or remediation actions to be taken after resolution of an incident. The IRP is reviewed at least annually by members of BXTI and Legal and Compliance.
Blackstone also utilizes a number of digital controls, which are reviewed at least annually, to monitor and manage third-party access to its internal systems and data. For a discussion of how risks from cybersecurity threats affect our business, see “—Item 1A.
Blackstone also utilizes a number of digital controls, which are reviewed at least annually, to monitor and manage third-party access to its internal systems and data. 75 Table of Contents For a discussion of how risks from cybersecurity threats affect our business, see “—Item 1A.
We examine our cybersecurity program every two to three years with third parties, evaluating its effectiveness in part by considering industry standards and established frameworks, such as the National Institute of Standards and Technology and Center for Internet Security, as guidelines.
We internally review our cybersecurity program and conduct a third-party review every two to three years to evaluate its effectiveness, in part by considering industry standards and established frameworks, such as the National Institute of Standards and Technology and Center for Internet Security, as guidelines.
On the basis of its preliminary risk assessment of a third-party vendor, Blackstone may conduct further cybersecurity reviews or request remediation of, or contractual protections related to, any actual or potential identified cybersecurity risks. 81 Table of Contents In addition, where appropriate, Blackstone seeks to include in its contractual arrangements with certain of its third-party vendors provisions addressing its requirements and industry best practices with respect to data and cybersecurity, as well as the right to assess, monitor, audit and test such vendors’ cybersecurity programs and practices.
In addition, where appropriate, Blackstone seeks to include in its contractual arrangements with certain of its third-party vendors provisions addressing its requirements and industry best practices with respect to data and cybersecurity, as well as the right to assess, monitor, audit and test such vendors’ cybersecurity programs and practices.
Added
On the basis of its preliminary risk assessment of a third-party vendor, Blackstone may conduct further cybersecurity reviews or request remediation of, or contractual protections related to, any actual or potential identified cybersecurity risks.

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed1 unchanged
Item 2. Properties Our principal executive offices are located in leased office space at 345 Park Avenue, New York, New York. As of December 31, 2024, in addition to our offices in New York, we also leased offices in Hong Kong, London, Miami, New Jersey, San Francisco, Singapore, Tokyo and other cities around the world.
Item 2. Properties Our principal executive offices are located in leased office space at 345 Park Avenue, New York, New York. As of December 31, 2025, in addition to our offices in New York, we also leased offices in Hong Kong, London, Miami, Mumbai, Berkeley Heights, San Francisco, Singapore, Tokyo and other cities around the world.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

0 edited+1 added−0 removed3 unchanged
Added
Commitments and Contingencies — Contingencies — Litigation.” Item 4. Mine Safety Disclosures Not applicable. 77 Table of Contents Part II.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

6 edited+0 added−1 removed12 unchanged
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 shares and Blackstone Holdings Partnership Units. 85 Table of Contents Item 6.
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 shares and Blackstone Holdings Partnership Units.
Each quarter’s dividends are declared and paid in the following quarter. 2024 2023 First Quarter $ 0.83 $ 0.82 Second Quarter 0.82 0.79 Third Quarter 0.86 0.80 Fourth Quarter 1.44 0.94 $ 3.95 $ 3.35 Dividend Policy Our intention is to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable Earnings, subject to adjustment by amounts determined by our board of directors to be necessary or appropriate to provide for the conduct of our business, to make appropriate investments in our business and funds, to comply with applicable law, any of our debt instruments or other agreements, or to provide for future cash requirements such as tax-related payments, clawback obligations and dividends to stockholders for any ensuing quarter.
Each quarter’s dividends are declared and paid in the following quarter. 2025 2024 First Quarter $ 0.93 $ 0.83 Second Quarter 1.03 0.82 Third Quarter 1.29 0.86 Fourth Quarter 1.49 1.44 $ 4.74 $ 3.95 Dividend Policy Our intention is to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable Earnings, subject to adjustment by amounts determined by our board of directors to be necessary or appropriate to provide for the conduct of our business, to make appropriate investments in our business and funds, to comply with applicable law, any of our debt instruments or other agreements, or to provide for future cash requirements such as tax-related payments, clawback obligations and dividends to stockholders for any ensuing quarter.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “BX.” The number of holders of record of our common stock as of February 21, 2025 was 60.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “BX.” The number of holders of record of our common stock as of February 20, 2026 was 54.
This authorization replaced Blackstone’s prior $2.0 billion repurchase authorization. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual numbers repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions.
Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual numbers repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions.
Related Party Transactions,” the amounts ultimately paid as dividends by Blackstone Inc. to common stockholders in respect of each fiscal year are generally expected to be 84 Table of Contents less, on a per share or per unit basis, than the amounts distributed by the Blackstone Holdings Partnerships to the Blackstone personnel and others who are limited partners of the Blackstone Holdings Partnerships in respect of their Blackstone Holdings Partnership Units.
Related Party Transactions,” the amounts ultimately paid as dividends by Blackstone Inc. to common stockholders in respect of each fiscal year are generally expected to be less, on a per share or per unit basis, than the amounts distributed by the Blackstone Holdings Partnerships to the Blackstone personnel and others who are limited partners of the Blackstone Holdings Partnerships in respect of their Blackstone Holdings Partnership Units. 78 Table of Contents Dividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends treated as a return of capital to the extent of the stockholder’s basis.
Share Repurchases in the Fourth Quarter of 2024 The following table sets forth information regarding repurchases of shares of our common stock during the quarter ended December 31, 2024: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (a) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (Dollars in Thousands) (a) Oct. 1 - Oct. 31, 2024 77,777 $ 169.32 77,777 $ 1,846,014 Nov. 1 - Nov. 30, 2024 186,576 $ 180.89 186,576 $ 1,812,265 Dec. 1 - Dec. 31, 2024 — $ — — $ 1,812,265 264,353 264,353 (a) On July 16, 2024, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units.
Share Repurchases in the Fourth Quarter of 2025 The following table sets forth information regarding repurchases of shares of our common stock during the quarter ended December 31, 2025: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (a) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (Dollars in Thousands) (a) Oct. 1 - Oct. 31, 2025 48,000 $ 148.81 48,000 $ 1,711,434 Nov. 1 - Nov. 30, 2025 152,000 $ 143.15 152,000 $ 1,689,675 Dec. 1 - Dec. 31, 2025 — $ — — $ 1,689,675 200,000 200,000 (a) On July 16, 2024, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units.
Removed
Dividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends treated as a return of capital to the extent of the stockholder’s basis.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

203 edited+64 added−55 removed166 unchanged
In our Perpetual Capital vehicles where redemption rights exist, redemption requests are required to be fulfilled only (a) in Blackstone’s or the vehicles’ board’s discretion, as applicable, (b) to the extent there is sufficient new capital, or (c) where such required redemptions are limited in quantum, such as interval funds or in certain insurance-dedicated vehicles.
In our Perpetual Capital vehicles where redemption rights exist, redemption requests are required to be fulfilled only (a) in Blackstone’s or the vehicles’ board’s discretion, as applicable, (b) to the extent there is sufficient new capital, or (c) where such required redemptions are limited in quantum, such as interval funds or in certain insurance-dedicated vehicles.
Composite Returns Composite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented. The composite returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone and is also not necessarily indicative of the future results of any particular fund or composite.
Composite Returns Composite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented. The composite returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone and is also not necessarily indicative of the future results of any particular fund or composite.
Transaction-Related and Non-Recurring Items arise from corporate actions including acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any.
Transaction-Related and Non-Recurring Items arise from corporate actions including acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any.
Excludes amounts that are elected by such individuals to be funded on an annual basis and certain de minimis commitments funded by such individuals in certain carry funds. (c) Represents capital commitments to a number of other funds in each respective segment. (d) Represents loan origination commitments, revolver commitments and capital market commitments.
Excludes amounts that are elected by such individuals to be funded on an annual basis and certain de minimis commitments funded by such individuals in certain carry funds. (c) Represents capital commitments in each respective segment to a number of other funds. (d) Represents loan origination commitments, revolver commitments and capital market commitments.
BCP V, BCP VI, BCP VII, BCP VIII, BCOM, BEP I, BEP II, BEP III, BCEP I and BCP Asia I were above their respective carried interest thresholds. Funds are considered above their carried interest thresholds based on the aggregate fund position, although individual limited partners may be below their respective carried interest thresholds in certain funds.
BCP V, BCP VI, BCP VII, BCP VIII, BEP I, BEP II, BEP III, BCEP I and BCP Asia I were above their respective carried interest thresholds. Funds are considered above their carried interest thresholds based on the aggregate fund position, although individual limited partners may be below their respective carried interest thresholds in certain funds.
The obligation represents the amount of the payments currently expected to be made, which are dependent on the tax savings actually realized as determined annually without discounting for the timing of the payments. As required by GAAP, the amount of the obligation included in the consolidated financial statements and shown in Note 17.
The obligation represents the amount of the payments currently expected to be made, which are dependent on the tax savings expected to be realized as determined annually without discounting for the timing of the payments. As required by GAAP, the amount of the obligation included in the consolidated financial statements and shown in Note 17.
The timing and the actual number repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified expiration date.
The timing and the actual number of shares repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified expiration date.
For vehicles within the Private Equity segment: • 0.40% to 1.75% of committed capital during the investment period or invested capital or gross investment value subsequent to the investment period for drawdown vehicles and certain co-investment vehicles, • 0.50% to 1.75% of invested capital for separately managed accounts and certain co-investment vehicles, and • 0.75% to 1.25% of net asset value for perpetual capital vehicles.
For vehicles within the Private Equity segment: • 0.50% to 1.75% of committed capital during the investment period or invested capital or gross investment value subsequent to the investment period for drawdown vehicles and certain co-investment vehicles, • 0.50% to 1.75% of invested capital for certain separately managed accounts and co-investment vehicles, and • 0.75% to 1.25% of net asset value for perpetual capital vehicles.
Fee-Earning Assets Under Management generally equals the sum of the following across Blackstone-managed or advised vehicles, as applicable: (a) net asset value, (b) committed capital and remaining invested capital during the investment period and post-investment period, respectively, (c) invested capital (including leverage to the extent management fee-eligible), (d) gross asset value, (e) fair value of investments, or (f) the aggregate par amount of collateral assets, including principal cash, of CLOs. 91 Table of Contents Assets may be raised in one vehicle or business unit and subsequently invested in or managed or advised by another vehicle or business unit.
Fee-Earning Assets Under Management generally equals the sum of the following across Blackstone-managed or advised vehicles, as applicable: (a) net asset value, (b) committed capital and remaining invested capital during the investment period and post-investment period, respectively, (c) invested capital (including leverage to the extent management fee-eligible), (d) gross asset value, (e) fair value of investments, or (f) the aggregate par amount of collateral assets, including principal cash, of CLOs. 85 Table of Contents Assets may be raised in one vehicle or business unit and subsequently invested in or managed or advised by another vehicle or business unit.
In making this judgment, we consider, among other things, the extent of third-party investment in the entity and the terms of any other interests we hold in the VIE. 143 Table of Contents • Determining whether kick-out rights are substantive — We make judgments as to whether the third-party investors in a partnership entity have the ability to remove the general partner, the investment manager or its equivalent, or to dissolve (liquidate) the partnership entity, through a simple majority vote.
In making this judgment, we consider, among other things, the extent of third-party investment in the entity and the terms of any other interests we hold in the VIE. 138 Table of Contents • Determining whether kick-out rights are substantive – We make judgments as to whether the third-party investors in a partnership entity have the ability to remove the general partner, the investment manager or its equivalent, or to dissolve (liquidate) the partnership entity, through a simple majority vote.
We believe this measure is useful to stockholders as it provides insight into the extent to which capital is available for Blackstone to deploy capital into investment opportunities as they arise. 92 Table of Contents Invested Performance Eligible Assets Under Management Invested Performance Eligible Assets Under Management represents invested capital at fair value on which performance revenues could be earned if certain hurdles are met.
We believe this measure is useful to stockholders as it provides insight into the extent to which capital is available for Blackstone to deploy capital into investment opportunities as they arise. 86 Table of Contents Invested Performance Eligible Assets Under Management Invested Performance Eligible Assets Under Management represents invested capital at fair value on which performance revenues could be earned if certain hurdles are met.
(d) Unless otherwise indicated, Net Internal Rate of Return (“IRR”) represents the annualized inception to December 31, 2024 IRR on total invested capital based on realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of limited partner cash flows.
(d) Unless otherwise indicated, Net Internal Rate of Return (“IRR”) represents the annualized inception to December 31, 2025 IRR on total invested capital based on realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of limited partner cash flows.
As of December 31, 2024, BREP VII, BREP VI, BREP V, BREP Europe VI, BREP Europe IV, BREP Europe III and BREP Asia I were above their carried interest thresholds (i.e., the preferred return payable to its limited partners before the general partner is eligible to receive carried interest) and would have been above their carried interest thresholds even if all remaining investments were valued at zero.
As of December 31, 2025, BREP VII, BREP VI, BREP V, BREP Europe IV, BREP Europe III and BREP Asia I were above their carried interest thresholds (i.e., the preferred return payable to its limited partners before the general partner is eligible to receive carried interest) and would have been above their carried interest thresholds even if all remaining investments were valued at zero.
The range of management fee rates and the calculation base from which they are earned, generally, are as follows: For vehicles within the Real Estate segment: • 0.35% to 1.50% of committed capital or invested capital during the investment period or subsequent to the investment period, respectively, for certain drawdown vehicles and co-investment vehicles, • 0.40% to 1.25% of net asset value for other vehicles, including separately managed accounts, certain perpetual capital vehicles, drawdown vehicles, and co-investment vehicles, and • 1.50% of BXMT’s net proceeds received from equity offerings and accumulated “distributable earnings” (which is generally equal to its GAAP net income excluding certain non-cash and other items), subject to certain adjustments.
The range of management fee rates and the calculation base from which they are earned, generally, are as follows: For vehicles within the Real Estate segment: • 0.35% to 1.50% of committed capital or invested capital during the investment period, invested capital subsequent to the investment period, or gross asset value for certain drawdown vehicles and co-investment vehicles, • 0.40% to 1.25% of net asset value for certain separately managed accounts, perpetual capital vehicles, drawdown vehicles, and co-investment vehicles, and • 1.50% of BXMT’s net proceeds received from equity offerings and accumulated “distributable earnings” (which is generally equal to its GAAP net income excluding certain non-cash and other items), subject to certain adjustments.
For our secured borrowings we project prepayments based on the performance of the underlying assets and principal may be paid down in full prior to their stated maturity. As of December 31, 2024, we had no borrowings outstanding under the Revolving Credit Facility. In February 2025, we drew $900.0 million under the Revolving Credit Facility.
For our secured borrowings we project prepayments based on the performance of the underlying assets and principal may be paid down in full prior to their stated maturity. As of December 31, 2025, we had no borrowings outstanding under the Revolving Credit Facility. In February 2026, we drew $900.0 million under the Revolving Credit Facility.
See “— Non-GAAP Financial Measures” for our reconciliation of Distributable Earnings. 88 Table of Contents Net Interest and Dividend Income (Loss) is presented on a segment basis and is equal to Interest and Dividend Revenue less Interest Expense, adjusted for the impact of consolidation of Blackstone Funds, and interest expense associated with the Tax Receivable Agreement.
See “—Non-GAAP Financial Measures” for our reconciliation of Distributable Earnings. 82 Table of Contents Net Interest and Dividend Income (Loss) is presented on a segment basis and is equal to Interest and Dividend Revenue less Interest Expense, adjusted for the impact of consolidation of Blackstone Funds, and interest expense associated with the Tax Receivable Agreement.
(o) The BREIT Total Net Return reflects a per share blended return, assuming BREIT had a single share class, reinvestment of all dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT. This return is not representative of the return experienced by any particular investor or share class.
(p) The BREIT Total Net Return reflects a per share blended return, assuming BREIT had a single share class, reinvestment of all dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT. This return is not representative of the return experienced by any particular investor or share class.
Revisions in estimates and/or actual costs of a tax assessment may ultimately be materially different from the recorded accruals and unrecognized tax benefits, if any. 147 Table of Contents Recent Accounting Developments Information regarding recent accounting developments and their impact on Blackstone, if any, can be found in Note 2.
Revisions in estimates and/or actual costs of a tax assessment may ultimately be materially different from the recorded accruals and unrecognized tax benefits, if any. 142 Table of Contents Recent Accounting Developments Information regarding recent accounting developments and their impact on Blackstone, if any, can be found in Note 2.
Financial Statements and Supplementary Data” and “— Liquidity and Capital Resources —Sources and Uses of Liquidity.” 87 Table of Contents Organizational Structure The simplified diagram below depicts our current organizational structure. The diagram does not depict all of our subsidiaries, including intermediate holding companies through which certain of the subsidiaries depicted are held.
Financial Statements and Supplementary Data” and “—Liquidity and Capital Resources — Sources and Uses of Liquidity.” 81 Table of Contents Organizational Structure The simplified diagram below depicts our current organizational structure. The diagram does not depict all of our subsidiaries, including intermediate holding companies through which certain of the subsidiaries depicted are held.
Generally, Blackstone Funds are accounted for in accordance with the GAAP guidance on investment companies, and under the American Institute of Certified Public Accountants Audit and Accounting Guide, Investment 145 Table of Contents Companies , and reflect their investments, including majority-owned and controlled investments, at fair value.
Generally, Blackstone Funds are accounted for in accordance with the GAAP guidance on investment companies, and under the American Institute of Certified Public Accountants Audit and Accounting Guide, Investment 140 Table of Contents Companies , and reflect their investments, including majority-owned and controlled investments, at fair value.
Net investment gains and investment income generated by the Blackstone Funds are driven by the performance of the underlying investments as well as overall market conditions. Fair values are affected by changes in the fundamentals of our portfolio companies and other investments, the industries in which they operate, the overall economy and other market conditions.
Net investment gains and investment income generated by Blackstone Funds are driven by the performance of underlying investments in such funds as well as overall market conditions. Fair values are affected by changes in the fundamentals of our funds’ portfolio companies and other investments, the industries in which they operate, the overall economy and other market conditions.
Secondaries funds have various funds with closed investment periods, including but not limited to: Strategic Partners Infrastructure III, Strategic Partners VIII, Strategic Partners Real Estate VII and BSCH I which are above their respective carried interest thresholds based on aggregate fund position.
Secondaries has various funds with closed investment periods, including but not limited to: Strategic Partners Infrastructure III, Strategic Partners VIII, Strategic Partners Real Estate VII and BSCH I which are above their respective carried interest thresholds based on aggregate fund position.
(collectively, the “Obligor Group”) do not have material assets, liabilities and results of operations, with the exception of certain amounts already disclosed in our consolidated financial statements (specifically, goodwill, the majority of our deferred tax assets, the Tax Receivable Agreement liability and the Registered 2034 Notes).
(collectively, the “Obligor Group”) do not have material assets, liabilities and results of operations, with the exception of certain amounts already disclosed in our consolidated financial statements (specifically, goodwill, the majority of our deferred tax assets, the Tax Receivable Agreement liability and the Registered 2030, 2034 and 2036 Notes).
The amounts in this table are presented net of contractual sublease commitments. 139 Table of Contents (b) Represents the principal amounts due on our senior notes and secured borrowings. For our senior notes, we assume no pre-payments and the borrowings are held until their final maturity.
The amounts in this table are presented net of contractual sublease commitments. 134 Table of Contents (b) Represents the principal amounts due on our senior notes and secured borrowings. For our senior notes, we assume no pre-payments and the borrowings are held until their final maturity.
Dividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends treated as a return of capital to the extent of the stockholder’s basis. The following graph shows fiscal quarterly and annual per common stockholder dividends for 2024, 2023 and 2022.
Dividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends treated as a return of capital to the extent of the stockholder’s basis. The following graph shows fiscal quarterly and annual per common stockholder dividends for 2025, 2024 and 2023.
(t) The BXPE Total Net Return reflects a per share blended return, assuming the BXPE fund program had a single vehicle and a single share class, reinvestment of any dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BXPE.
(u) The BXPE Total Net Return reflects a per share blended return, assuming the BXPE fund program had a single vehicle and a single share class, reinvestment of any dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BXPE.
If a change of control repurchase event occurs, the Notes are subject to repurchase at the repurchase price as set forth in the Notes. (b) The Registered 2034 Notes’ Guarantors and Issuer, Blackstone Reg Finance Co. L.L.C.
If a change of control repurchase event occurs, the Notes are subject to repurchase at the repurchase price as set forth in the Notes. (b) The Registered 2030, 2034 and 2036 Notes’ Guarantors and Issuer, Blackstone Reg Finance Co. L.L.C.
In addition to the borrowings from our note issuances and our revolving credit facility, we may use asset based financing arrangements, including but not limited to, margin loans, reverse repurchase agreements, repurchase agreements and securities sold, not yet purchased.
In addition to the borrowings from our notes issuances and our revolving credit facility, we may use asset based financing arrangements, including but not limited to margin loans, reverse repurchase agreements, repurchase agreements and securities sold, not yet purchased.
For vehicles within the Credit & Insurance segment: • 0.20% to 1.25% of net asset value or fair value of investments for certain separately managed accounts and open-ended vehicles, 144 Table of Contents • 0.35% to 1.25% of net asset value or gross asset value of our BDCs and certain registered investment companies, • 0.20% to 0.50% of the aggregate par amount of collateral assets, including principal cash, for CLO vehicles, and • 0.20% to 1.50% of invested capital for drawdown vehicles and certain separately managed accounts.
For vehicles within the Credit & Insurance segment: • 0.20% to 1.25% of net asset value or fair value of investments for certain separately managed accounts and open-ended vehicles, 139 Table of Contents • 0.35% to 1.25% of net asset value or gross asset value of our BDCs and certain registered investment companies, • 0.30% to 0.50% of the aggregate par amount of collateral assets, including principal cash, for CLO vehicles, and • 0.20% to 1.50% of invested capital for drawdown vehicles and certain separately managed accounts.
Net Accrued Performance Revenues The following table presents the Accrued Performance Revenues, net of performance compensation, of the Blackstone Funds as of December 31, 2024 and 2023. Net Accrued Performance Revenues presented do not include clawback amounts, if any, which are disclosed in Note 18.
Net Accrued Performance Revenues The following table presents the Accrued Performance Revenues, net of performance compensation, of the Blackstone Funds as of December 31, 2025 and 2024. Net Accrued Performance Revenues presented do not include clawback amounts, if any, which are disclosed in Note 18.
Net Accrued Performance Revenues is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure of Investments. See “— Non-GAAP Financial Measures” for our reconciliation of Net Accrued Performance Revenues and Note 2 “Summary of Significant Accounting Policies — Equity Method Investments” in the “Notes to Consolidated Financial Statements” in “— Item 8.
Net Accrued Performance Revenues is derived from and reconciled to, but not 84 Table of Contents equivalent to, its most directly comparable GAAP measure of Investments. See “—Non-GAAP Financial Measures” for our reconciliation of Net Accrued Performance Revenues and Note 2. “Summary of Significant Accounting Policies — Equity Method Investments” in the “Notes to Consolidated Financial Statements” in “—Item 8.
Operating Metrics Total and Fee-Earning Assets Under Management The following graphs and tables summarize the Total Assets Under Management by Segment and Fee-Earning Assets Under Management by Segment, followed by a rollforward of activity for the years ended December 31, 2024, 2023 and 2022.
Operating Metrics Total and Fee-Earning Assets Under Management The following graphs and tables summarize the Total Assets Under Management by Segment and Fee-Earning Assets Under Management by Segment, followed by a rollforward of activity for the years ended December 31, 2025, 2024 and 2023.
(p) This adjustment adds back Depreciation and Amortization on a segment basis. 131 Table of Contents The following tables are a reconciliation of Total GAAP Investments to Net Accrued Performance Revenues.
(p) This adjustment adds back Depreciation and Amortization on a segment basis. 126 Table of Contents The following tables are a reconciliation of Total GAAP Investments to Net Accrued Performance Revenues.
The terms of the indemnities vary from contract to contract and the amount of indemnification liability, if any, cannot be determined and has not been included in the above contractual obligations table or recorded in our consolidated financial statements as of December 31, 2024. 140 Table of Contents Clawback Obligations Performance Allocations are subject to clawback to the extent that the Performance Allocations received to date with respect to a fund exceed the amount due to Blackstone based on cumulative results of that fund.
The terms of the indemnities vary from contract to contract and the amount of indemnification liability, if any, cannot be determined and has not been included in the above contractual obligations table or recorded in our consolidated financial statements as of December 31, 2025. 135 Table of Contents Clawback Obligations Performance Allocations are subject to clawback to the extent that the Performance Allocations received to date with respect to a fund exceed the amount due to Blackstone based on cumulative results of that fund.
Total Net Return is presented on an annualized basis and is from January 1, 2017. (p) Represents the Total Net Return for BREIT’s Class I shares, its largest share class. Performance varies by share class.
Total Net Return is presented on an annualized basis and is from January 1, 2017. (q) Represents the Total Net Return for BREIT’s Class I shares, its largest share class. Performance varies by share class.
Of the Invested Performance Eligible Assets Under Management below their respective High Water Marks/Benchmarks as of December 31, 2024, 5% were within 5% of reaching their respective High Water Mark. Non-GAAP Financial Measures These non-GAAP financial measures are presented without the consolidation of any Blackstone Funds that are consolidated into the consolidated financial statements.
Of the Invested Performance Eligible Assets Under Management below their respective High Water Marks/Benchmarks as of December 31, 2025, 17% were within 5% of reaching their respective High Water Mark. Non-GAAP Financial Measures These non-GAAP financial measures are presented without the consolidation of any Blackstone Funds that are consolidated into the consolidated financial statements.
Financial Statements and Supplementary Data” for additional information on the calculation of Investments — Accrued Performance Allocations. 90 Table of Contents Operating Metrics The alternative asset management business is primarily based on managing third-party capital and does not require substantial capital investment to support rapid growth.
Financial Statements and Supplementary Data” for additional information on the calculation of Investments — Accrued Performance Allocations. Operating Metrics The alternative asset management business is primarily based on managing third-party capital and does not require substantial capital investment to support rapid growth.
(q) The BXMT Total Net Return reflects annualized market return of a shareholder invested in BXMT since inception, May 22, 2013, assuming reinvestment of all dividends received during the period.
(r) The BXMT Total Net Return reflects annualized market return of a shareholder invested in BXMT since inception, May 22, 2013, assuming reinvestment of all dividends received during the period.
(m) Unless otherwise indicated, Total Net Return represents the annualized inception to December 31, 2024 IRR on total invested capital based on realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of investor cash flows. Initial inception date of cash flows occurred during the Inception Year.
(n) Unless otherwise indicated, Total Net Return represents the annualized inception to December 31, 2025 IRR on total invested capital based on realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of investor cash flows. Initial inception date of cash flows occurred during the Inception Year.
The results of all valuations of investments held by Blackstone Funds and investment vehicles are reviewed by the relevant business unit’s valuation sub-committee, which is comprised of key personnel from the business unit, typically the chief investment officer, chief operating officer, chief financial officer, chief compliance officer (or their respective equivalents where applicable) and other senior managing directors in the business.
The results of all valuations of investments held by Blackstone Funds and investment vehicles are reviewed by the relevant business unit’s valuation sub-committee, which is comprised of key personnel from the business unit, typically the chief investment officer, chief operating officer, chief financial officer, head of finance, chief compliance officer (or their respective equivalents where applicable) and other senior managing directors in the business or support functions.
The following table presents the return information of the Absolute Return Composite: Average Annual Returns (a) Periods Ended December 31, 2024 One Year Three Year Five Year Historical Composite Gross Net Gross Net Gross Net Gross Net Absolute Return Composite (b) 13 % 12 % 9 % 8 % 8 % 7 % 7 % 6 % The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.
The following table presents the return information of the Absolute Return Composite: Average Annual Returns (a) Periods Ended December 31, 2025 One Year Three Year Five Year Historical Composite Gross Net Gross Net Gross Net Gross Net Absolute Return Composite (b) 13 % 12 % 11 % 10 % 9 % 8 % 7 % 6 % The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.
Share Repurchase Program On July 16, 2024, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units. This authorization replaced Blackstone’s prior $2.0 billion repurchase authorization. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise.
Share Repurchase Program On July 16, 2024, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise.
(each an “Issuer” and together the “Issuers”), both indirect subsidiaries of Blackstone, had issued and outstanding the following senior notes (collectively the “Notes”): 137 Table of Contents Senior Notes (a) Aggregate Principal Amount (Dollars/Euros in Thousands) 2.000%, Due 5/19/2025 € 300,000 1.000%, Due 10/5/2026 € 600,000 3.150%, Due 10/2/2027 $ 300,000 5.900%, Due 11/3/2027 $ 600,000 1.625%, Due 8/5/2028 $ 650,000 1.500%, Due 4/10/2029 € 600,000 2.500%, Due 1/10/2030 $ 500,000 1.600%, Due 3/30/2031 $ 500,000 2.000%, Due 1/30/2032 $ 800,000 2.550%, Due 3/30/2032 $ 500,000 6.200%, Due 4/22/2033 $ 900,000 3.500%, Due 6/1/2034 € 500,000 5.000%, Due 12/6/2034 (b) $ 750,000 6.250%, Due 8/15/2042 $ 250,000 5.000%, Due 6/15/2044 $ 500,000 4.450%, Due 7/15/2045 $ 350,000 4.000%, Due 10/2/2047 $ 300,000 3.500%, Due 9/10/2049 $ 400,000 2.800%, Due 9/30/2050 $ 400,000 2.850%, Due 8/5/2051 $ 550,000 3.200%, Due 1/30/2052 $ 1,000,000 $ 11,320,800 (a) The Notes are unsecured and unsubordinated obligations of the Issuers, as applicable, and are fully and unconditionally guaranteed, jointly and severally, by Blackstone Inc. and each of the Blackstone Holdings Partnerships (the “Guarantors”).
(each an “Issuer” and together the “Issuers”), both indirect subsidiaries of Blackstone, had issued and outstanding the following senior notes (collectively the “Notes”): Senior Notes (a) Aggregate Principal Amount (Dollars/Euros in Thousands) 1.000%, Due 10/5/2026 € 600,000 3.150%, Due 10/2/2027 $ 300,000 5.900%, Due 11/3/2027 $ 600,000 1.625%, Due 8/5/2028 $ 650,000 1.500%, Due 4/10/2029 € 600,000 2.500%, Due 1/10/2030 $ 500,000 4.300%, Due 11/3/2030 (b) $ 600,000 1.600%, Due 3/30/2031 $ 500,000 2.000%, Due 1/30/2032 $ 800,000 2.550%, Due 3/30/2032 $ 500,000 6.200%, Due 4/22/2033 $ 900,000 3.500%, Due 6/1/2034 € 500,000 5.000%, Due 12/6/2034 (b) $ 750,000 4.950%, Due 2/15/2036 (b) $ 600,000 6.250%, Due 8/15/2042 $ 250,000 5.000%, Due 6/15/2044 $ 500,000 4.450%, Due 7/15/2045 $ 350,000 4.000%, Due 10/2/2047 $ 300,000 3.500%, Due 9/10/2049 $ 400,000 2.800%, Due 9/30/2050 $ 400,000 2.850%, Due 8/5/2051 $ 550,000 3.200%, Due 1/30/2052 $ 1,000,000 $ 12,446,820 (a) The Notes are unsecured and unsubordinated obligations of the Issuers, as applicable, and are fully and unconditionally guaranteed, jointly and severally, by Blackstone Inc. and each of the Blackstone Holdings Partnerships (the “Guarantors”).
(r) BSCH represents the aggregate Total Assets Under Management and Total Net Return of BSCH I and BSCH II funds that invest as part of the Secondaries—GP Stakes strategy, which targets minority investments in the general partners of private equity and other private-market alternative asset management firms globally.
(s) Blackstone GP Stakes (“BXGP”) represents the aggregate Total Assets Under Management and Total Net Return of BSCH I and BSCH II funds that invest as part of the Secondaries—GP Stakes strategy, which targets minority investments in the general partners of private equity and other private-market alternative asset management firms globally.
The economic assumptions and methodologies that impact the implied income tax provision are the same as those methodologies and assumptions used in calculating the current income tax provision for Blackstone’s Consolidated Statements of Operations under GAAP, excluding the impact of divestitures and accrued tax contingencies and refunds which are reflected when paid or received.
The economic assumptions and methodologies that impact the implied income tax provision are the same as those methodologies and assumptions used in calculating the current income tax provision for Blackstone’s Consolidated Statements of Operations under GAAP, excluding the impact of divestitures and accrued tax contingency-related liabilities or refunds which are reflected when paid or received.
Realized Performance Compensation reflects an increase in the aggregate Realized Performance Compensation paid to certain of our professionals above the amounts allocable to them based upon the percentage participation in the relevant performance plans previously awarded to them.
Realized Performance Compensation reflects, pursuant to an ongoing compensation program, an increase in the aggregate Realized Performance Compensation paid to certain of our professionals above the amounts allocable to them based upon the percentage participation in the relevant performance plans previously awarded to them.
As such, Total Assets Under Management market activity generally exceeds Fee-Earning Assets Under Management market activity. This is most prevalent in our Real Estate and Private Equity segments. • For certain credit funds, Total Assets Under Management are based on gross asset value while Fee-Earning Assets Under Management are based on net asset value.
As such, Total Assets Under Management market activity generally exceeds Fee-Earning Assets Under Management market activity. This is most prevalent in our Real Estate and Private Equity segments. 94 Table of Contents • For certain credit funds, Total Assets Under Management are based on gross asset value while Fee-Earning Assets Under Management are based on net asset value.
This is most prevalent in our Real Estate and Private Equity segments. 100 Table of Contents • For commitment-based drawdown funds, Total Assets Under Management is reported based on invested capital at fair value and available capital whereas Fee-Earning Assets Under Management is reported based on committed or remaining invested capital.
This is most prevalent in our Real Estate and Private Equity segments. • For commitment-based drawdown funds, Total Assets Under Management is reported based on invested capital at fair value and available capital whereas Fee-Earning Assets Under Management is reported based on committed or remaining invested capital.
For the year ended December 31, 2023, the impact was $2.2 billion, $1.1 billion, $1.1 billion, $232.1 million and $4.6 billion for the Real Estate, Private Equity, Credit & Insurance, Multi-Asset Investing and Total segments, respectively.
For the year ended December 31, 2023, the impact was $2.2 billion, $1.1 billion, $1.1 billion, $232.1 million and $4.6 billion for the Real Estate, Private Equity, Credit & Insurance and Total segments, respectively.
SMA Separately managed account. * Represents funds that are in their investment period as of December 31, 2024. (a) Excludes investment vehicles where Blackstone does not earn fees. (b) Available Capital represents total investable capital commitments, including side-by-side, adjusted for certain expenses and expired or recallable capital and may include leverage, less invested capital.
SMA Separately managed account. * For the carry/drawdown funds only, represents funds that are in their investment period as of December 31, 2025. (a) Excludes investment vehicles where Blackstone does not earn fees. (b) Available Capital represents total investable capital commitments, including side-by-side, adjusted for certain expenses and expired or recallable capital and may include leverage, less invested capital.
With respect to fiscal years 2023 and 2022, we paid stockholders of our common stock aggregate dividends of $3.35 per share and $4.40 per share, respectively. Leverage We may under certain circumstances use leverage opportunistically and over time to create the most efficient capital structure for Blackstone and our stockholders.
With respect to fiscal years 2024 and 2023, we paid stockholders of our common stock aggregate dividends of $3.95 per share and $3.35 per share, respectively. Leverage We may, under certain circumstances, use leverage opportunistically and over time to create the most efficient capital structure for Blackstone and our stockholders.
There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns. 120 Table of Contents The following table presents the internal rates of return of our significant private equity funds: Year Ended December 31, December 31, 2024 Inception to Date 2024 2023 2022 Realized Total Fund (a) Gross Net Gross Net Gross Net Gross Net Gross Net BCP VI 7% 6% 7% 6% 12% 11% 19% 14% 17% 12% BCP VII 13% 10% 13% 10% -12% -11% 34% 25% 18% 13% BCP VIII 14% 9% 12% 6% 4% — n/m n/m 19% 11% BEP II 40% 23% 12% 8% 36% 33% 15% 12% 14% 9% BEP III 20% 15% 28% 20% 42% 31% 63% 45% 42% 28% BCP Asia I 14% 12% 16% 13% -38% -35% 66% 46% 36% 25% BCP Asia II 91% 76% 62% 23% n/m n/m n/m n/m 80% 51% BCEP I 10% 8% 2% 2% — — 64% 59% 19% 17% BCEP II 14% 10% 31% 24% 14% 9% n/a n/a 19% 14% Tactical Opportunities 13% 9% 9% 5% -2% -4% 18% 15% 15% 10% Tactical Opportunities Co-Investment and Other 13% 11% 7% 7% — 4% 21% 19% 19% 16% BXG I 2% -2% -2% -5% -13% -13% n/m n/m 2% -2% Strategic Partners VI (b) 2% — -2% -3% -10% -11% n/a n/a 18% 13% Strategic Partners VII (b) -1% -2% 1% — -4% -5% n/a n/a 20% 16% Strategic Partners Real Assets II (b) 13% 11% 19% 16% 13% 12% n/a n/a 19% 15% Strategic Partners VIII (b) 1% — -1% -3% 3% 2% n/a n/a 30% 23% Strategic Partners Real Estate, SMA and Other (b) -1% -6% -6% -7% 35% 32% n/a n/a 14% 12% Strategic Partners Infrastructure III (b) 13% 10% 15% 11% 58% 45% n/a n/a 30% 20% Strategic Partners IX (b) 25% 19% 15% 7% n/m n/m n/a n/a 28% 18% Strategic Partners GP Solutions (b) — -3% -16% -11% 39% 29% n/a n/a 1% -3% BSCH (c) 35% 25% 8% 5% 4% 1% n/a n/a 21% 13% BIP (d) 24% 20% 13% 10% 26% 20% n/a n/a 21% 17% Clarus IV 22% 17% -3% -4% 4% 2% 11% 6% 16% 10% BXLS V 42% 31% 43% 27% 10% 2% n/m n/m 31% 19% BXPE (e) n/a 13% n/a n/a n/a n/a n/a n/a n/a 13% BXPE - Class I (f) n/a 14% n/a n/a n/a n/a n/a n/a n/a 14% The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone. n/m Not meaningful generally due to the limited time since initial investment. n/a Not applicable.
There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns. 115 Table of Contents The following table presents the internal rates of return of our significant private equity funds: Year Ended December 31, December 31, 2025 Inception to Date 2025 2024 2023 Realized Total Fund (a) Gross Net Gross Net Gross Net Gross Net Gross Net BCP VI -2% -3% 7% 6% 7% 6% 17% 13% 17% 12% BCP VII 9% 7% 13% 10% 13% 10% 32% 23% 17% 12% BCP VIII 17% 12% 14% 9% 12% 6% 38% 27% 18% 11% BCP Asia I -9% -9% 14% 12% 16% 13% 61% 42% 31% 21% BCP Asia II 10% 4% 91% 76% 62% 23% 179% 116% 51% 30% BEP II -16% -14% 40% 23% 12% 8% 14% 9% 12% 8% BEP III 29% 23% 20% 15% 28% 20% 47% 34% 39% 27% BCEP I 6% 5% 10% 8% 2% 2% 36% 32% 18% 15% BCEP II 28% 24% 14% 10% 31% 24% n/a n/a 21% 16% Tactical Opportunities 10% 6% 13% 9% 9% 5% 18% 15% 15% 10% Tactical Opportunities Co-Investment and Other 15% 12% 13% 11% 7% 7% 20% 18% 18% 16% Clarus IV 1% — 22% 17% -3% -4% 12% 8% 14% 9% BXLS V 21% 16% 42% 31% 43% 27% 22% 16% 29% 18% BXG I 13% 9% 2% -2% -2% -5% n/m n/m 5% 1% BXPE (e) n/a 18% n/a 13% n/a n/a n/a n/a 20% 17% BXPE - Class I (f) n/a 19% n/a 14% n/a n/a n/a n/a 20% 17% BIP (d) 27% 22% 24% 20% 13% 10% n/a n/a 23% 18% Strategic Partners VII (b) 6% 4% -1% -2% 1% — n/a n/a 20% 15% Strategic Partners Real Assets II (b) 14% 12% 13% 11% 19% 16% n/a n/a 18% 15% Strategic Partners VIII (b) 4% 2% 1% — -1% -3% n/a n/a 26% 19% Strategic Partners Real Estate, SMA and Other (b) 3% 1% -1% -6% -6% -7% n/a n/a 12% 10% Strategic Partners Infrastructure III (b) 12% 9% 13% 10% 15% 11% n/a n/a 23% 17% Strategic Partners IX (b) 25% 20% 25% 19% 15% 7% n/a n/a 27% 19% Strategic Partners GP Solutions (b) 7% 5% — -3% -16% -11% n/a n/a 3% — BXGP (c) 15% 11% 35% 25% 8% 5% n/a n/a 20% 13% The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone. n/m Not meaningful generally due to the limited time since initial investment. n/a Not applicable.
For a tabular presentation of the timing of Blackstone’s remaining capital commitments to our funds, the funds we invest in and our investment strategies see “— Contractual Obligations”. Borrowings As of December 31, 2024, Blackstone Holdings Finance Co. L.L.C. and Blackstone Reg Finance Co. L.L.C.
For a tabular presentation of the timing of Blackstone’s remaining capital commitments to our funds, the funds we invest in and our investment strategies see “— Contractual Obligations”. 132 Table of Contents Borrowings As of December 31, 2025, Blackstone Holdings Finance Co. L.L.C. and Blackstone Reg Finance Co. L.L.C.
Operating Metrics The following table presents information regarding our Invested Performance Eligible Assets Under Management: Invested Performance Eligible Assets Under Management Estimated % Above High Water Mark/Hurdle (a) December 31, December 31, 2024 2023 2022 2024 2023 2022 (Dollars in Thousands) Credit & Insurance (b) $ 110,519,827 $ 89,500,575 $ 87,166,271 99 % 97 % 93 % (a) Estimated % Above High Water Mark/Hurdle represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented would earn performance fees when the applicable Credit & Insurance managed fund has positive investment performance relative to a hurdle, where applicable.
Operating Metrics The following table presents information regarding our Invested Performance Eligible Assets Under Management: Invested Performance Eligible Assets Under Management Estimated % Above High Water Mark/Hurdle (a) December 31, December 31, 2025 2024 2023 2025 2024 2023 (Dollars in Thousands) Credit & Insurance (b) $ 125,846,018 $ 110,519,827 $ 89,500,575 99 % 99 % 97 % (a) Estimated % Above High Water Mark/Hurdle represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented would earn performance fees when the applicable Credit & Insurance managed fund has positive investment performance relative to a hurdle, where applicable.
Investments held by Blackstone Funds and investment vehicles are valued on at least a quarterly basis by our internal valuation or asset management teams, which are independent from our investment teams.
Investments held 141 Table of Contents by Blackstone Funds and investment vehicles are valued on at least a quarterly basis by our internal valuation or asset management teams, which are independent from our investment teams.
The Absolute Return Composite includes only BXMA-managed commingled and customized multi-manager funds and accounts and does not include BXMA’s liquid solutions, seeding, Multi-Strategy, Harvest and advisory (non-discretionary) platforms, except for investments by Absolute Return funds directly into those platforms. BXMA-managed funds in liquidation and, in the case of net returns, non-fee-paying assets are also excluded.
The Absolute Return Composite includes only BXMA-managed commingled and customized multi-manager funds and accounts and does not include BXMA’s liquid solutions, seeding, Multi-Strategy, Total Portfolio Management and Public Real Assets (non-discretionary) platforms, except for investments by Absolute Return funds directly into those platforms. BXMA-managed funds in liquidation and, in the case of net returns, non-fee-paying assets are also excluded.
The historical return is from January 1, 2000. 127 Table of Contents Operating Metrics The following table presents information regarding our Invested Performance Eligible Assets Under Management: Invested Performance Eligible Assets Under Management Estimated % Above High Water Mark/Benchmark (a) December 31, December 31, 2024 2023 2022 2024 2023 2022 (Dollars in Thousands) Multi-Asset Investing Managed Funds (b) $ 51,630,740 $ 45,631,127 $ 43,052,178 98 % 95 % 82 % (a) Estimated % Above High Water Mark/Benchmark represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented would earn performance fees when the applicable Multi-Asset Investing managed fund has positive investment performance relative to a benchmark, where applicable.
The historical return is from January 1, 2000. 122 Table of Contents Operating Metrics The following table presents information regarding our Invested Performance Eligible Assets Under Management: Invested Performance Eligible Assets Under Management Estimated % Above High Water Mark/Benchmark (a) December 31, December 31, 2025 2024 2023 2025 2024 2023 (Dollars in Thousands) (Dollars in Thousands) Multi-Asset Investing Managed Funds (b) $ 54,530,128 $ 51,630,740 $ 45,631,127 99 % 98 % 95 % (a) Estimated % Above High Water Mark/Benchmark represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented would earn performance fees when the applicable Multi-Asset Investing managed fund has positive investment performance relative to a benchmark, where applicable.
The administrative fee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other Operating Expenses in Blackstone’s segment presentation. 130 Table of Contents (j) Taxes represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income (Loss) Before Provision (Benefit) for Taxes and adjusted to exclude the tax impact of any divestitures.
The administrative fee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other Operating Expenses in Blackstone’s segment presentation. 125 Table of Contents (j) Taxes represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income (Loss) Before Provision (Benefit) for Taxes and adjusted for impacts of divestitures and tax contingencies.
Class I Total Net Return assumes reinvestment of any dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by the Class I shares.
Performance varies by vehicle and share class. Class I Total Net Return assumes reinvestment of any dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by the Class I shares.
In certain structures, we receive a contractual incentive fee from an investment vehicle based on achieving certain investment returns (an “Incentive Fee,” and together with Performance Allocations, “Performance Revenues”). The composition of our revenues will vary based on market conditions and the cyclicality of the different businesses in which we operate.
In certain investment fund structures, we receive a contractual incentive fee from the fund based on achieving certain investment returns (an “Incentive Fee,” and together with Performance Allocations, “Performance Revenues”). The composition of our revenues will vary based on market conditions and the cyclicality of the different business units we operate.
We have multiple sources of liquidity to meet our capital needs, including annual cash flows, accumulated earnings in our businesses, the proceeds from our issuances of senior notes and other borrowings, liquid investments we hold on our balance sheet and access to our $4.325 billion committed revolving credit facility (the “Revolving Credit Facility”).
Sources and Uses of Liquidity We have multiple sources of liquidity to meet our capital needs, including annual cash flows, accumulated earnings in our businesses, the proceeds from our issuances of senior notes and other borrowings, liquid investments we hold on our Consolidated Statement of Financial Condition and access to our $4.325 billion committed revolving credit facility (the “Revolving Credit Facility”).
There can be no assurance that any of our funds or composites or our other existing and future funds or composites will achieve similar returns. 124 Table of Contents The following table presents the return information for the Private Credit and Liquid Credit composites: Year Ended December 31, Inception to December 31, 2024 2024 2023 2022 Total Composite (a) Gross Net Gross Net Gross Net Gross Net Private Credit (b) 16 % 12 % 16 % 12 % 7 % 4 % 12 % 8 % Liquid Credit (b) 10 % 9 % 13 % 12 % -3 % -3 % 5 % 5 % The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.
There can be no assurance that any of our funds or composites or our other existing and future funds or composites will achieve similar returns. 119 Table of Contents The following table presents the return information for the Private Credit and Liquid Credit composites: Year Ended December 31, Inception to December 31, 2025 2025 2024 2023 Total Composite (a) Gross Net Gross Net Gross Net Gross Net Private Credit (b) 11 % 8 % 16 % 12 % 16 % 12 % 15 % 10 % Liquid Credit (b) 6 % 5 % 10 % 9 % 13 % 12 % 5 % 5 % The returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.
(b) For the Credit & Insurance managed funds, at December 31, 2024, the incremental appreciation needed for the 1% of Invested Performance Eligible Assets Under Management below their respective High Water Marks/Hurdles to reach their respective High Water Marks/Hurdles was $2.2 billion, an increase of $37.0 million, compared to $2.1 billion at December 31, 2023.
(b) For the Credit & Insurance managed funds, at December 31, 2025, the incremental appreciation needed for the 1% of Invested Performance Eligible Assets Under Management below their respective High Water Marks/Hurdles to reach their respective High Water Marks/Hurdles was $2.5 billion, an increase of $347.8 million, compared to $2.2 billion at December 31, 2024.
Class I Total Net Return is presented on an annualized basis and is from January 7, 2021. Segment Analysis Discussed below is our Segment Distributable Earnings for each of our segments. This information is reflected in the manner utilized by our senior management to make operating decisions, assess performance and allocate resources.
Class I Total Net Return is presented on an annualized basis and is from October 3, 2022. 109 Table of Contents Segment Analysis Discussed below is our Segment Distributable Earnings for each of our segments. This information is reflected in the manner utilized by our senior management to make operating decisions, assess performance and allocate resources.
(e) Represents obligations by Blackstone’s corporate subsidiary to make payments under the Tax Receivable Agreements to certain non-controlling interest holders for the tax savings realized from the taxable purchases of their interests in connection with the reorganization at the time of Blackstone’s IPO in 2007 and subsequent purchases.
(e) Represents obligations by Blackstone to make payments under the Tax Receivable Agreements to certain non-controlling interest holders for the tax savings realized from the taxable purchases of their interests in connection with the reorganization at the time of Blackstone’s initial public offering (“IPO”) in 2007 and subsequent purchases.
(b) For the Multi-Asset Investing managed funds, at December 31, 2024, the incremental appreciation needed for the 2% of Invested Performance Eligible Assets Under Management below their respective High Water Marks/Benchmarks to reach their respective High Water Marks/Benchmarks was $116.0 million, a decrease of $(462.3) million, compared to $578.3 million at December 31, 2023.
(b) For the Multi-Asset Investing managed funds, at December 31, 2025, the incremental appreciation needed for the 1% of Invested Performance Eligible Assets Under Management below their respective High Water Marks/Benchmarks to reach their respective High Water Marks/Benchmarks was $78.3 million, a decrease of $37.8 million, compared to $116.0 million at December 31, 2024.
During the year ended December 31, 2024, Blackstone repurchased 4.0 million shares of common stock at a total cost of $520.4 million. As of December 31, 2024, the amount remaining available for repurchases under the program was $1.8 billion.
During the year ended December 31, 2025, Blackstone repurchased 0.8 million shares of common stock at a total cost of $122.6 million. As of December 31, 2025, the amount remaining available for repurchases under the program was $1.7 billion.
(n) BPP represents the aggregate Total Assets Under Management and Total Net Return of the BPP Platform, which comprises over 30 funds, co-investment and separately managed account vehicles. It includes certain vehicles managed as part of the BPP Platform but not classified as Perpetual Capital. As of December 31, 2024, these vehicles represented $2.8 billion of Total Assets Under Management.
(o) BPP represents the aggregate Total Assets Under Management and Total Net Return of the BPP Platform, which comprises over 30 fund, co-investment and separately managed account vehicles. It includes certain vehicles managed as part of the BPP Platform but not classified as Perpetual Capital. As of December 31, 2025, these vehicles represented $4.4 billion of Total Assets Under Management.
This adjustment includes the elimination of Blackstone’s interest in these funds and the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-controlling interests. (d) This adjustment removes Unrealized Performance Revenues on a segment basis.
(c) This adjustment reverses the effect of consolidating Blackstone Funds, which are excluded from Blackstone’s segment presentation. This adjustment includes the elimination of Blackstone’s interest in these funds and the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-controlling interests. (d) This adjustment removes Unrealized Performance Revenues on a segment basis.
(f) Blackstone is not able to make a reasonably reliable estimate of the timing of payments in individual years in connection with gross unrecognized benefits of $250.9 million and interest of $87.3 million as of December 31, 2024; therefore, such amounts are not included in the above contractual obligations table.
(f) Blackstone is not able to make a reasonably reliable estimate of the timing of payments in individual years in connection with gross unrecognized benefits of $320.4 million and interest of $121.1 million as of December 31, 2025; therefore, such amounts are not included in the above contractual obligations table.
(h) Reflects annualized return of a shareholder invested in BXMT as of the beginning of each period presented, assuming reinvestment of all dividends received during the period, and net of all fees and expenses incurred by BXMT. Return incorporates the closing NYSE stock price as of each period end. Inception to date returns are from May 22, 2013.
(h) Reflects the annualized return of a shareholder invested in BXMT as of the beginning of each period presented, assuming reinvestment of all dividends received during the period, and net of all fees and expenses incurred by BXMT. Return incorporates the closing NYSE stock price as of each period end.
As such, Total Assets Under Management inflows, outflows, realizations and market activity for the period generally exceed the Fee-Earning Assets Under Management inflows, outflows, realizations and market activity for the period. Total Assets Under Management Total Assets Under Management were $1,127.2 billion at December 31, 2024, an increase of $87.0 billion compared to $1,040.2 billion at December 31, 2023.
As such, Total Assets Under Management inflows, outflows, realizations and market activity for the period generally exceed the Fee-Earning Assets Under Management inflows, outflows, realizations and market activity for the period. Total Assets Under Management Total Assets Under Management were $1,274.9 billion at December 31, 2025, an increase of $147.8 billion compared to $1,127.2 billion at December 31, 2024.
They consist primarily of equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a change in tax law or similar event, transaction costs, gains or losses associated with these corporate actions and non-recurring gains, losses or other charges that affect period-to-period comparability and are not reflective of Blackstone’s operational performance.
They consist primarily of equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a change in tax law or similar event, transaction costs, gains or losses associated with these corporate actions and non-recurring gains, losses or other charges that affect period-to-period comparability and are not reflective of Blackstone’s operational performance. 124 Table of Contents (b) This adjustment removes the amortization of transaction-related intangibles, which are excluded from Blackstone’s segment presentation.
These changes do not impact Blackstone’s Total or Fee-Earning Assets Under Management or outflows in total. Total Assets Under Management and Fee-Earning Assets Under Management may have differences in the measurement and timing of certain activities that affect each of inflows, outflows, realizations and market activity.
Total Assets Under Management and Fee-Earning Assets Under Management may have differences in the measurement and timing of certain activities that affect each of inflows, outflows, realizations and market activity.
Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Segment Distributable Earnings were $2.6 billion for the year ended December 31, 2024, an increase of $744.9 million, compared to $1.9 billion for the year ended December 31, 2023.
Year Ended December 31, 2025 Compared to Year Ended December 31, 2024 Segment Distributable Earnings were $2.9 billion for the year ended December 31, 2025, an increase of $268.0 million, compared to $2.6 billion for the year ended December 31, 2024.
Fee Related Performance Revenues were $747.1 million for the year ended December 31, 2024, an increase of $182.8 million, compared to $564.3 million for the year ended December 31, 2023. The increase was primarily due to higher net investment income and Fee-Earning Assets Under Management in BCRED.
Fee Related Performance Revenues were $787.8 million for the year ended December 31, 2025, an increase of $40.7 million, compared to $747.1 million for the year ended December 31, 2024. The increase was primarily attributable to higher net investment income and Fee-Earning Assets Under Management in BCRED.
(g) For the year ended December 31, 2024, the impact to Total Assets Under Management from foreign exchange rate fluctuations was $(4.7) billion, $(1.3) billion, $(1.2) billion, $(652.0) million, and $(7.8) billion for the Real Estate, Private Equity, Credit & Insurance, Multi-Asset Investing and Total segments, respectively.
(g) For the year ended December 31, 2025, the impact to Total Assets Under Management due to foreign exchange rate fluctuations was $7.8 billion, $3.2 billion, $2.9 billion, $182.6 million, and $14.1 billion for the Real Estate, Private Equity, Credit & Insurance, Multi-Asset Investing and Total segments, respectively.
The Total Credit Net IRR is the combined IRR of the credit drawdown funds presented. (l) Represents the performance for select Perpetual Capital Strategies; strategies excluded consist primarily of (1) investment strategies that have been investing for less than one year, (2) perpetual capital assets managed for certain insurance clients, and (3) investment vehicles where Blackstone does not earn fees.
(m) Represents the performance for select Perpetual Capital Strategies; strategies excluded consist primarily of (1) investment strategies that have been investing for less than one year, (2) perpetual capital assets managed for certain insurance clients, and (3) investment vehicles where Blackstone does not earn fees.
Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Segment Distributable Earnings were $1.4 billion for the year ended December 31, 2024, an increase of $275.4 million, compared to $1.1 billion for the year ended December 31, 2023.
Year Ended December 31, 2025 Compared to Year Ended December 31, 2024 Segment Distributable Earnings were $2.4 billion for the year ended December 31, 2025, an increase of $222.5 million, compared to $2.1 billion for the year ended December 31, 2024.
For purposes of segment Assets Under Management reporting, BXPE Assets Under Management is reported by the business managing the assets. (u) Represents the blended Total Net Return for the BXPE fund program’s Class I shares, its largest share class across vehicles. Performance varies by vehicle and share class.
BXPE Total Assets Under Management, to the extent managed by a different business, is reported in such business for the purposes of segment Assets Under Management reporting. (v) Represents the blended Total Net Return for the BXPE fund program’s Class I shares, its largest share class across vehicles. Performance varies by vehicle and share class.

… 242 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

11 edited+0 added−0 removed12 unchanged
We estimate that as of December 31, 2024 and December 31, 2023, a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar would result in the following declines in Management and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income: December 31, 2024 2023 Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b)(c) Unrealized Principal Investment Income (b) Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b)(c) Unrealized Principal Investment Income (b) (Dollars in Thousands) 10% Decline in the Rate of Exchange of All Foreign Currencies Against the U.S.
We estimate that as of December 31, 2025 and December 31, 2024, a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar would result in the following declines in Management and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income: December 31, 2025 2024 Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b)(c) Unrealized Principal Investment Income (b) Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b)(c) Unrealized Principal Investment Income (b) (Dollars in Thousands) 10% Decline in the Rate of Exchange of All Foreign Currencies Against the U.S.
For the years ended December 31, 2024 and December 31, 2023, the percentages of our fund management fees based on the NAV or GAV of the applicable funds or separately managed accounts, were as follows: Year Ended December 31, 2024 2023 Fund Management Fees Based on the NAV or GAV of the Applicable Funds or Separately Managed Accounts 47 % 47 % Market Risk The Blackstone Funds hold investments which are reported at fair value and Blackstone invests directly in securities measured at fair value.
For the years ended December 31, 2025 and December 31, 2024, the percentages of our fund management fees based on the NAV or GAV of the applicable funds or separately managed accounts, were as follows: Year Ended December 31, 2025 2024 Fund Management Fees Based on the NAV or GAV of the Applicable Funds or Separately Managed Accounts 51 % 47 % Market Risk The Blackstone Funds hold investments which are reported at fair value and Blackstone invests directly in securities measured at fair value.
We estimate that as of December 31, 2024 and December 31, 2023, a one percentage point increase parallel shift in global yield curves would result in the following impact on Other Revenue: December 31, 2024 2023 (Dollars in Thousands) Annualized Increase (Decrease) in Other Revenue Due to a One Percentage Point Increase in Interest Rates $ 2,388 $ 1,352 Credit Risk Certain Blackstone Funds and the Investee Funds are subject to certain inherent risks through their investments.
We estimate that as of December 31, 2025 and December 31, 2024, a one percentage point increase parallel shift in global yield curves would result in the following impact on Other Revenue: December 31, 2025 2024 (Dollars in Thousands) Annualized Increase (Decrease) in Other Revenue Due to a One Percentage Point Increase in Interest Rates $ 2,776 $ 2,388 Credit Risk Certain Blackstone Funds and the Investee Funds are subject to certain inherent risks through their investments.
We do not expect any counterparty to default on its obligations and therefore do not expect to incur any loss due to counterparty default. 151 Table of Contents
We do not expect any counterparty to default on its obligations and therefore do not expect to incur any loss due to counterparty default. 146 Table of Contents
These exposures are actively monitored on a continuous basis and positions are reallocated based on changes in risk profile, market or economic conditions. 150 Table of Contents We estimate that our annualized investment income would decrease, if credit spreads were to increase by one percentage point, as follows: December 31, 2024 2023 (Dollars in Thousands) Decrease in Annualized Investment Income Due to a One Percentage Point Increase in Credit Spreads (a) $ 1,524 $ 5,343 (a) As of December 31, 2024 and 2023, this represents less than 0.1% and 0.1% of our portfolio of liquid assets, respectively.
These exposures are actively monitored on a continuous basis and positions are reallocated based on changes in risk profile, market or economic conditions. 145 Table of Contents We estimate that our annualized investment income would decrease, if credit spreads were to increase by one percentage point, as follows: December 31, 2025 2024 (Dollars in Thousands) Decrease in Annualized Investment Income Due to a One Percentage Point Increase in Credit Spreads (a) $ 1,166 $ 1,524 (a) As of December 31, 2025 and 2024, this represents less than 0.1% of our portfolio of liquid assets.
Based on the fair value as of December 31, 2024 and December 31, 2023, we estimate that a 10% decline in the fair value of investments, excluding equity securities without a readily determinable fair value measured in accordance with the measurement alternative, and certain freestanding derivative instruments would result in the following declines in Management and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income: 148 Table of Contents December 31, 2024 2023 Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b) Unrealized Principal Investment Income (c) Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b) Unrealized Principal Investment Income (c) (Dollars in Thousands) 10% Decline in Fair Value of the Investments $ 424,575 $ 2,399,495 $ 802,964 $ 392,340 $ 2,172,376 $ 835,037 (a) Represents the annualized effect of the 10% decline.
Based on the fair value as of December 31, 2025 and December 31, 2024, we estimate that a 10% decline in the fair value of investments, excluding equity securities without a readily determinable fair value measured in accordance with the measurement alternative, and certain freestanding derivative instruments would result in the following declines in Management and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income: 143 Table of Contents December 31, 2025 2024 Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b) Unrealized Principal Investment Income (c) Management and Advisory Fees, Net (a) Unrealized Performance Allocations, Net (b) Unrealized Principal Investment Income (c) (Dollars in Thousands) 10% Decline in Fair Value of the Investments $ 497,332 $ 2,594,242 $ 987,245 $ 424,575 $ 2,399,495 $ 802,964 (a) Represents the annualized effect of the 10% decline.
If interest rates were to increase by one percentage point, we estimate that our annualized investment income would decrease, offset by an estimated increase in interest income on an annual basis from interest on floating rate assets, as follows: December 31, 2024 2023 Annualized Decrease in Investment Income Annualized Increase in Interest Income from Floating Rate Assets Annualized Decrease in Investment Income Annualized Increase in Interest Income from Floating Rate Assets (Dollars in Thousands) One Percentage Point Increase in Interest Rates $ 4,042 (a) $ 4,807 $ 6,504 (a) $ 12,881 (a) As of December 31, 2024 and 2023, this represents 0.1% of our portfolio of liquid assets.
If interest rates were to increase by one percentage point, we estimate that our annualized investment income would decrease, offset by an estimated increase in interest income on an annual basis from interest on floating rate assets, as follows: December 31, 2025 2024 Annualized Decrease in Investment Income Annualized Increase in Interest Income from Floating Rate Assets Annualized Decrease in Investment Income Annualized Increase in Interest Income from Floating Rate Assets (Dollars in Thousands) One Percentage Point Increase in Interest Rates $ 3,006 (a) $ 5,751 $ 4,042 (a) $ 4,807 (a) As of December 31, 2025 and 2024, this represents less than 0.1% and 0.1%, respectively, of our portfolio of liquid assets.
Dollar $ 52,416 $ 683,852 $ 82,194 $ 40,373 $ 596,201 $ 74,707 (a) Represents the annualized effect of the 10% decline. (b) Represents the reporting date effect of the 10% decline. (c) Presented net of Unrealized Performance Allocations Compensation. 149 Table of Contents Interest Rate Risk Blackstone may have debt obligations payable that accrue interest at variable rates.
Dollar $ 52,124 $ 805,659 $ 96,516 $ 52,416 $ 683,852 $ 82,194 (a) Represents the annualized effect of the 10% decline. (b) Represents the reporting date effect of the 10% decline. (c) Presented net of Unrealized Performance Allocations Compensation. 144 Table of Contents Interest Rate Risk Blackstone may have debt obligations payable that accrue interest at variable rates.
This portfolio includes cash, open-ended money market mutual funds, open-ended bond mutual funds, marketable investment securities, freestanding derivative contracts, repurchase and reverse repurchase agreements and other investments.
Blackstone has a diversified portfolio of liquid assets to meet the liquidity needs of various businesses. This portfolio includes cash, open-ended money market mutual funds, open-ended bond mutual funds, marketable investment securities, freestanding derivative contracts, repurchase and reverse repurchase agreements and other investments.
The annualized increase in interest expense due to a 1% increase in interest rates would be $0.4 million as a result of these borrowings for the year ended December 31, 2024 and 2023. Blackstone has a diversified portfolio of liquid assets to meet the liquidity needs of various businesses.
As of December 31, 2024, Blackstone had $39.9 million outstanding under the Secured Borrowings that is subject to interest at a variable rate. The annualized increase in interest expense due to a 1% increase in interest rates would be $0.4 million as a result of these borrowings for the year ended December 31, 2024.
Interest rate changes may therefore affect the amount of our interest payments, future earnings and cash flows. As of December 31, 2024 and 2023, Blackstone had $39.9 million outstanding under the Secured Borrowings that is subject to interest at a variable rate.
Interest rate changes may therefore affect the amount of our interest payments, future earnings and cash flows. Blackstone did not have variable interest based debt obligations payable as of December 31, 2025 and therefore, interest expense was not impacted by changes in interest rates for the year ended December 31, 2025.

Other BX 10-K year-over-year comparisons